meta-imx/SBOM-NXP.spdx.json

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      "extractedText": "ISO License\n===========\n\n(C) International Organization for Standardization WQYZ\nPermission to copy in any form is granted for use with conforming SGML systems\nand applications as defined in ISO 8879, provided this notice is included in all\ncopies.",
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      "extractedText": "LA_OPT_NXP_Software_License v11 February 2020 \nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP's proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n \nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and NXP B.V. (\"NXP\").  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2       \"Authorized System\" means either (i) Licensee's hardware product which incorporates an NXP Product or (ii) Licensee's software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.      \"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4       \"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5       \"NXP Product\" means a programmable processing unit (e.g. a microprocessor, microcontroller, sensor or digital signal processor) supplied directly or indirectly from NXP or an NXP Affiliate.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the production use license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the production use license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.      Internal Use License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)        to use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)); and\n(b)        for Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2.  \n2.3.        Production Use License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a)            to manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b)            to copy and distribute as needed, solely in connection with an Authorized System, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4       Separate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors on your premises to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors' adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP's licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP's (or its third-party licensor's) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute information, results or data associated with the use of the Licensed Software to anyone other than NXP; however, you must advise NXP of any results obtained including any problems or suggested improvements thereof.  NXP retains the right to use such results and related information in any manner it deems appropriate\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    Your modifications to the Licensed Software, and all Intellectual Property Rights associated with, and title thereto, will be the property of NXP. Upon request, you must provide NXP the source code of any derivative of the Licensed Software. You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right. Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification. Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your subcontractor.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney's fees) related to (1) your use (including your subcontractor's or distributee's use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP'S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP's goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys' fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  This Agreement will be governed by, construed, and enforced in accordance with the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Licensed Software, and you agree that any litigation will be subject to the exclusive jurisdiction of the courts of Amsterdam, The Netherlands. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP's expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \n          NXP:          NXP B.V.\n                            High Tech Campus 60\n                            5656 AG Eindhoven\n                             The Netherlands\n                    ATTN: Legal Department\n \nYou:              The address provided at registration will be used.\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n \n \n \n \n \nAPPENDIX A\nOther License Grants and Restrictions:\n \nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n \nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n \nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n \nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n \nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n \nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n \nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n \nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product.\n \nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n \nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n \nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n \nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n \nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement located at https://community.cypress.com/terms-and-conditions!input.jspa?displayOnly=true.\n \nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n \nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n \nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n \nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With respect to the Microsoft PlayReady software, you will have the license rights granted in Section 2, provided that you may not use the Microsoft PlayReady software unless you have entered into a Microsoft PlayReady Master Agreement and license directly with Microsoft. \n \nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the Licensed Software includes proprietary software of MindTree in source code format, Licensee may make modifications and create derivative works only to the extent necessary for debugging of the Licensed Software. \n \nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto White Balance) software is limited to demonstration, testing, and evaluation only.  In no event may Licensee distribute or sublicense the MM SOLUTIONS software. Further rights must be obtained directly from MM SOLUTIONS.\n \nMPEG LA: Use of MPEG LA audio or video codec technology is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from MPEG LA.  \n \nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP Licensee under any circumstance, even by a signed written amendment to this Agreement. \n \nNXP Wireless Charging Library: License to the Software is limited to use in inductive coupling or wireless charging applications \n \nOpus: Use of Opus software must be consistent with the terms of the Opus license which can be found at: http://www.opus-codec.org/license/ \n \nOracle JRE (Java): The Oracle JRE must be used consistent with terms found here: http://java.com/license\n \nP&E Micro: P&E Software must be used consistent with the terms found here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n \nPro Design Electronic: Licensee may not modify, create derivative works based on, or copy the Pro Design software, documentation, hardware execution key or the accompanying materials.  Licensee shall not use Pro Design's or any of its licensors names, logos or trademarks to market the Authorized System.  Only NXP customers and distributors are permitted to further redistribute the Pro Design software and only as part of an Authorized System which contains the Pro Design software.\n \nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in accordance with the Qualcomm Atheros, Inc. Technology License Agreement that accompanies such software.  Any other use is expressly prohibited.\n \nReal Networks - GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real Format Client Code, or OpenMax Optimized Real Format Client code is restricted to applications in the automotive market.  Licensee must be a final manufacturer in good standing with a current license with Real Networks for the commercial use and distribution of products containing the GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code\n \nReal Time Engineers Ltd.:  Any FreeRTOS source code, whether modified or in its original release form, or whether in whole or in part, can only be distributed by you under the terms of version 2 of the GNU General Public License plus this exception.  An independent module is a module which is not derived from or based on FreeRTOS.\nClause 1: Linking FreeRTOS with other modules is making a combined work based on FreeRTOS. Thus, the terms and conditions of the GNU General Public License V2 cover the whole combination.\nAs a special exception, the copyright holders of FreeRTOS give you permission to link FreeRTOS with independent modules to produce a statically linked executable, regardless of the license terms of these independent modules, and to copy and distribute the resulting executable under terms of your choice, provided that you also meet, for each linked independent module, the terms and conditions of the license of that module.  An independent module is a module which is not derived from or based on FreeRTOS.\nClause 2:  FreeRTOS may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of Real Time Engineers Ltd. (this is the norm within the industry and is intended to ensure information accuracy).\n \nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not use the RivieraWaves intellectual property licensed under this Agreement if you develop, market, and/or license products similar to such RivieraWaves intellectual property.  Such use constitutes a breach of this Agreement.  Any such use rights must be obtained directly from RivieraWaves.\n \nSanDisk Corporation: If the Licensed Software includes software developed by SanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to reproduce and distribute this software in source code form from SanDisk.  Please follow these easy steps to obtain the license and software:  \n(1) Contact your local SanDisk sales representative to obtain the SanDisk License Agreement.  \n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA marketing department at 408-542-0403.  The license will be valid when fully executed by SanDisk. \n(3) If you have specific questions, please send an email to sales@sandisk.com \nYou may only use the SanDisk Corporation Licensed Software on products compatible with a SanDisk Secure Digital Card.  You may not use the SanDisk Corporation Licensed Software on any memory device product.  SanDisk retains all rights to any modifications or derivative works to the SanDisk Corporation Licensed Software that you may create. \n \nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and components is restricted for development of NXP ARM7, ARM9, Cortex-M0, Cortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n \nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used consistent with the terms found here: http://www.segger.com/jlink-software.html\n \nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler Technologies Licensed Software and related documentation is subject to the following: \n(1) Duration of the license for the Licensed Software is limited to 12 months, unless otherwise specified in the license file. \n(2) The Licensed Software is usable by one user at a time on a single designated computer, unless otherwise agreed by Synopsys.  \n(3) Licensed Software and documentation are to be used only on a designated computer at the designated physical address provided by you on the APEX license form. \n(4) The Licensed Software is not sub-licensable. \n \nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from TARA Systems.\n \nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to NXP SoC based systems that include a compatible connectivity device manufactured by TI.  \n \nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and associated data and documentation may only be used for evaluation purposes and for demonstration to third parties in integrated form on a board package containing an NXP S32V234 device. Licensee may not distribute or sublicense the TES software. Your license to the TES software may be terminated at any time upon notice.\n \nVivante: Distribution of Vivante software must be a part of, or embedded within, Authorized Systems that include a Vivante Graphics Processing Unit.  \n",
      "name": "LA_OPT_NXP_Software_License v11 February 2020 clause 2.3"
    },
    {
      "licenseId": "LicenseRef-2f839f4f-a98b-4a7a-846e-3ee4fd935aec",
      "extractedText": "LA_OPT_NXP_Software_License v58 November 2024\nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement, and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP’s proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and and NXP USA, Inc., if Licensee is located within the United States or NXP Semiconductors Netherlands B.V., if Licensee if located outside of the United States (“NXP”).  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee’s hardware product which incorporates an NXP Product or (ii) Licensee’s software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4\t\"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor, microcontroller, sensor or digital signal processor) and/or services (e.g. cloud platform services) supplied directly or indirectly from NXP or an NXP Affiliate, unless there is a product specified in the Software Content Register, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)) solely in combination with a NXP Product; and\n(b)\tfor Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software solely for use in combination with a NXP Product. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2. \nYou may demonstrate the Licensed Software to your direct customers as part of an Authorized System so long as such demonstration is directly controlled by you and without prior approval by NXP; however, to all other third parties only if NXP has provided its advance, written approval (e.g. email approval) of your demonstrating the Licensed Software to specified third parties or at specified event(s).  You may not leave the Licensed Software with a direct customer or any other third party at any time. \n2.3.        Additional Distribution License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a) to manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis solely for use in combination with a NXP Product.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b) to copy and distribute as needed, solely in connection with an Authorized System and for use in combination with a NXP Product, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4\tSeparate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors’ adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP’s licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party licensor’s) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute reports associated with the use of the Licensed Software to anyone other than NXP.  You may advise NXP of any results obtained from your use of the Licensed Software, including any problems or suggested improvements thereof, and NXP retains the right to use such results and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    \nUpon request, you must provide NXP the source code of any derivative of the Licensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your modifications to the Licensed Software, and all intellectual property rights associated with, and title thereto, will be the property of NXP.  You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.  Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification.  Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license to NXP to make, have made, use, sell, offer to sell, import, commercialize, sublicense and reproduce your modifications or derivative works to the Licensed Software without any payment to Licensee. You agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney’s fees) related to (1) your use (including your subcontractor’s or distributee’s use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. \n12.1\tEach party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including restrictions on certain military end uses and military end users as specified in Section 15 C.F.R. § 744.21 and prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n12.2 Prohibition of Export to Russian Federation\n\n(a) With respect to activitit that falls under the scope of Article 12g, 12ga of Council Regulation (EU) No 833/2014, or Council Regulation (EU) No 765/2006 (as the case requires), you (a) will not sell, export or re-export, directly or indirectly any item, and (b) will not sell, license or sublicense any intellectual property rights or trade secrets, to the Russian Federation or Belarus, or for use in the Russian Federation or Belarus.\n\n(b) You will ensure that the purpose of paragraph (a) above is not frustrated by any third parties further down the commercial chain, including by either resellers, sublicensees, or both.\n\n(c) You will set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by either resellers, sublicensees, or both, that would frustrate the purpose of paragraph (a).\n\n(d) Any violation of paragraphs (a), (b) or (c) will constitute a material breach of this Agreement, and NXP will be entitled to seek appropriate remedies, including, but not limited to: (i) termination of these Terms; (ii) suspension of any of its business relationships with you, youraffiliates or both, until the breach of paragraph (a) above is remedied, and (iii) a plan to remedy the breach.\n\n(e) You will immediately inform NXP about any problems in applying paragraphs (a), (b) or (c), above, including any relevant activities by third parties that could frustrate the purpose of paragraph (a). You will make available to NXPinformation concerning compliance with the obligations under paragraphs (a), (b) and (c) within 2 weeks of the request for information.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP’s goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys’ fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  When Software is licensed by NXP USA, Inc., Licensee agrees that the laws of the State of Texas, USA, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the state or federal courts in Austin, Texas, USA..  When Software is licensed by NXP Semiconductors Netherlands B.V., Licensee agrees that the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the courts in Amsterdam, The Netherlands. Notwithstanding the foregoing, NXP will always be permitted to bring any action or proceedings against Licensee in any other court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP’s expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \n       NXP:\t\n       NXP B.V.\n       High Tech Campus 60\n       5656 AG Eindhoven\n       The Netherlands\n       ATTN: Legal Department\n \t         \n       You:\t\n       The address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed Software, Licensee consents to use of certain personal information, including but not limited to name, email address, and location, for the purpose of NXP’s internal analysis regarding future software offerings.  NXP’s complete Privacy Statement can be found at: https://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACTICES.\n\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n\nAGGIOS, Inc.: EnergyLab LITE and Seed software are distributed by NXP under license from AGGIOS, Inc. Your use of AGGIOS software, as the Licensee, is subject to the following: (i) use of AGGIOS software is limited to object code and Authorized System only; (ii) Licensee may not sublicense the AGGIOS software to any third party; (iii) Licensee is only granted an evaluation license for the Seed software, defined as license to use the Seed software internally for own evaluation purposes, limited to three (3) months. Further rights including but not limited to production deployment must be obtained directly from AGGIOS, Inc. \n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and Licensee may not sublicense the Airbiquity software to any third party. Licensee’s license to use the Airbiquity software expires on June 30, 2026.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  With the exception of the binary library of the Amazon Wake Word Engine for \"Alexa\", all Amazon software is also hereby designated as \"Restricted Program Materials\". Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this Agreement with respect to the Greengrass software. If you have an account with AWS that is not in good standing, you may not download, install, use or distribute the Greengrass software. You will comply with all instructions and requirements in any integration documents, guidelines, or other documentation AWS provides. The license to the Greengrass software will immediately terminate without notice if you (a) fail to comply with this Agreement or any other agreement with AWS, (b) fail to make timely payment for any AWS service, (c) fail to implement AWS updates, or (d) bring any action for intellectual property infringement against AWS or any AWS customer utilizing AWS services.  Any dispute or claim relating to your use of the Greengrass software will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found here: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated documentation is restricted to current Apple MFi licensees in accordance with the terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and only for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer, decompile or dissemble any ARM Toolkit. You agree to abide by any third-party IP requirements, including the relevant license terms where applicable, where such third-party IP is identified in the documentation provided with the ARM Toolkit. You may not copy the Arm Toolkit except solely for archival and backup purposes provided all notices are preserved. Arm disclaims any and all liability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are distributed by NXP under license from Au-Zone Technologies.  Your use of the Licensed Software, examples and related documentation is subject to the following:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED SOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product. Your use of Cadence NatureDSP Libraries whether in source code or in binary is restricted to NXP SoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (\"CEVA\"): The CEVA-SPF2 linear algebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries, CEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such materials may only be used in connection with an NXP product containing the S250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is physically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n\nCoremark:  Use of the Coremark benchmarking software is subject to the following terms and conditions:  https://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n\nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement obtained directly from Cypress Semiconductor Corporation. \n\nElektrobit Automotive GmbH (\"EB\"): EB software must be used consistent with the EB License Terms and Conditions, Version 1.4 (Dec 2019) found here: https://www.elektrobit.com/legal-notice/ .  Licensee is only granted an evaluation license for the EB software, defined as license to use the EB software internally for own evaluation purposes, limited to three (3) months. Production deployment of the EB software using this license is prohibited. See additionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS software product be used in any way that would compete with any product from Fenopix.  License to the CanvasJS software will terminate immediately without notice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you are provided MPEG-H decoding functionality, you understand that NXP will provide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm \n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the terms of the IAR Source License located within the IAR zip package. The IAR Source License applies to linker command files, example projects unless another license is explicitly stated, the cstartup code, low_level_init.c, and some other low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI TS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See https://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application in an End Product, Fraunhofer communication applies, see https://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nLumissil: Use of the Lumissil software constitutes your acceptance of the terms of the Lumissil Software License Agreement.  A link to the agreement is incorporated as follows: https://www.lumissil.com/assets/pdf/support/2023%20Lumissil%20IS3xCG5317%20Software%20License%20Agreement%20NXP.pdf .  The Run-Time Software and Boot ROM Code are without warranty of any kind from NXP or Lumissil, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the Lumissil software, or any systems you design using the such, if any.  For the use of Lumissil software, Lumissil is as a third-party beneficiary of the this Agreement with authority to enforce its rights in the Run-Time Software and Boot ROM Code.\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With respect to the Microsoft PlayReady software, you will have the license rights granted in Section 2, provided that you may not use the Microsoft PlayReady software unless you have entered into a Microsoft PlayReady Master Agreement and license directly with Microsoft. \n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the Licensed Software includes proprietary software of MindTree in source code format, Licensee may make modifications and create derivative works only to the extent necessary for debugging of the Licensed Software. \n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto White Balance) software is limited to demonstration, testing, and evaluation only.  In no event may Licensee distribute or sublicense the MM SOLUTIONS software. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from MPEG LA.  \n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP Licensee under any circumstance, even by a signed written amendment to this Agreement. \n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), VIT Speech to Intent, and Conversa may be used for evaluation or demonstration purposes only. Any commercial distribution rights are subject to a separate royalty agreement obtained from NXP.\n\nNXP Wireless Charging Library: License to the Software is limited to use in inductive coupling or wireless charging applications \n\nON Semiconductor: ON Semiconductor AP1302 Image Signal Processor Initialization Binaries must be used consistent with the terms found here: https://github.com/ONSemiconductor/ap1302_binaries/blob/main/AP1302%20Software%20License%20Agreement.pdf\n\nOpus: Use of Opus software must be consistent with the terms of the Opus license which can be found at: http://www.opus-codec.org/license/  \n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found here: http://java.com/license \n\nP&E Micro: P&E Software must be used consistent with the terms found here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf \n\nPro Design Electronic: Licensee may not modify, create derivative works based on, or copy the Pro Design software, documentation, hardware execution key or the accompanying materials.  Licensee shall not use Pro Design's or any of its licensors names, logos or trademarks to market the Authorized System.  Only NXP customers and distributors are permitted to further redistribute the Pro Design software and only as part of an Authorized System which contains the Pro Design software.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in accordance with the Qualcomm Atheros, Inc. Technology License Agreement that accompanies such software.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real Format Client Code, or OpenMax Optimized Real Format Client code is restricted to applications in the automotive market.  Licensee must be a final manufacturer in good standing with a current license with Real Networks for the commercial use and distribution of products containing the GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement, Real-Time Innovations, Inc. software must be used strictly in accordance with Real-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement, available here: https://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not use the RivieraWaves intellectual property licensed under this Agreement if you develop, market, and/or license products similar to such RivieraWaves intellectual property.  Such use constitutes a breach of this Agreement.  Any such use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by SanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to reproduce and distribute this software in source code form from SanDisk.  Please follow these easy steps to obtain the license and software:  \n(1) Contact your local SanDisk sales representative to obtain the SanDisk License Agreement.  \n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA marketing department at 408-542-0403.  The license will be valid when fully executed by SanDisk. \n(3) If you have specific questions, please send an email to sales@sandisk.com \nYou may only use the SanDisk Corporation Licensed Software on products compatible with a SanDisk Secure Digital Card.  You may not use the SanDisk Corporation Licensed Software on any memory device product.  SanDisk retains all rights to any modifications or derivative works to the SanDisk Corporation Licensed Software that you may create. \n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and components is restricted for development of NXP ARM7, ARM9, Cortex-M0, Cortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used consistent with the terms found here: http://www.segger.com/jlink-software.html \n\nSEVENSTAX - Not withstanding anything in this Agreement, SEVENSTAX GmbH software must be used for evaluation purposes only, in strict accordance with the SEVENSTAX License Agreement, available here: https://www.sevenstax.de/fileadmin/documents/SEVENSTAX-NX-ESLA.txt. Any other use, and embedding the software into commercial products, is expressly prohibited.\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related documentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you, the license restrictions and confidentiality obligations in this agreement with respect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a written agreement at least as protective of the Licensed Software as provided in this Agreement. \n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler Technologies Licensed Software and related documentation is subject to the following: \n(1) Duration of the license for the Licensed Software is limited to 12 months, unless otherwise specified in the license file. \n(2) The Licensed Software is usable by one user at a time on a single designated computer, unless otherwise agreed by Synopsys.  \n(3) Licensed Software and documentation are to be used only on a designated computer at the designated physical address provided by you on the APEX license form. \n(4) The Licensed Software is not sub-licensable. \n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this Agreement, you represent and warrant that you will comply with all licenses, agreements, rules and bylaws of the Bluetooth SIG (Special Interest Group ) applicable to the licensed software and documentation and its use which may affect when and if you may take certain actions under licenses granted hereunder.\n \nThe license grant under this Agreement is conditional to you being (i) a Bluetooth SIG Associate member until such time as the specifications for the software are made public to Bluetooth SIG members of any level and (ii) thereafter a Bluetooth SIG member of any level.\n \nNotwithstanding the terms contained in Section 2.3 (a), if the licensed software includes proprietary software in source code format, you may make modifications and create derivative works only to the extent necessary for improving the performance of the source code with the NXP products or your products and for creating enhancements of such products. You may not further sublicense or otherwise distribute the source code, or any modifications or derivatives thereof as stand-alone products.  You will be responsible for qualifying any modifications or derivatives with the Bluetooth SIG and any other qualifying bodies.\n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from TARA Systems.\n\nTeensyduino Core Library:  If the Teensyduino Core Library or documentation is incorporated into a build system that allows selection among a list of target devices, then similar target devices manufactured by PJRC.com must be included in the list of target devices and selectable in the same manner.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to NXP SoC based systems that include a compatible connectivity device manufactured by TI.  \n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and associated data and documentation may only be used for evaluation purposes and for demonstration to third parties in integrated form on a board package containing an NXP S32V234 device. Licensee may not distribute or sublicense the TES software. Your license to the TES software may be terminated at any time upon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded within, Authorized Systems that include a Vivante Graphics Processing Unit.  \n\nWittenstein:  Your use of the SafeRTOS v9.x and Networking Stack, in object form, is limited to your internal testing, evaluation, feedback and development specifically for use with an NXP Product.  Licensee’s license to use and supply the software to you expires on June 25, 2026.  Further rights must be obtained directly from Wittenstein.",
      "name": "LA_OPT_NXP_Software_License v58 November 2024 clause 2.3"
    },
    {
      "licenseId": "LicenseRef-4647b4d9-f483-41c7-b30d-8ff5593d0844",
      "extractedText": "LA_OPT_NXP_Software_License v57 July 2024\nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\")\ncompletely. By selecting the \"I Accept\" button at the end of this page, or by\ndownloading, installing, or using the Licensed Software, you indicate that you\naccept the terms of the Agreement, and you acknowledge that you have the\nauthority, for yourself or on behalf of your company, to bind your company to\nthese terms. You may then download or install the file. In the event of a\nconflict between the terms of this Agreement and any license terms and\nconditions for NXP’s proprietary software embedded anywhere in the Licensed\nSoftware file, the terms of this Agreement shall control.  If a separate\nlicense agreement for the Licensed Software has been signed by you and NXP,\nthen that agreement shall govern your use of the Licensed Software and shall\nsupersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized\nrepresentative, or, if you have no employer, you as an individual (\"you\" or\n\"Licensee\"), and and NXP USA, Inc., if Licensee is located within the United\nStates or NXP Semiconductors Netherlands B.V., if Licensee if located outside\nof the United States (“NXP”).  It concerns your rights to use the software\nprovided to you in binary or source code form and any accompanying written\nmaterials (the \"Licensed Software\"). The Licensed Software may include any\nupdates or error corrections or documentation relating to the Licensed Software\nprovided to you by NXP under this Agreement. In consideration for NXP allowing\nyou to access the Licensed Software, you are agreeing to be bound by the terms\nof this Agreement. If you do not agree to all of the terms of this Agreement,\ndo not download or install the Licensed Software. If you change your mind\nlater, stop using the Licensed Software and delete all copies of the Licensed\nSoftware in your possession or control. Any copies of the Licensed Software\nthat you have already distributed, where permitted, and do not destroy will\ncontinue to be governed by this Agreement. Your prior use will also continue to\nbe governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or\nother legal entity that now or hereafter Controls, is Controlled by or is under\ncommon Control with such party; where \"Control\" means the direct or indirect\nownership of greater than fifty percent (50%) of the shares or similar\ninterests entitled to vote for the election of directors or other persons\nperforming similar functions. An entity is considered an Affiliate only so long\nas such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee’s hardware product\nwhich incorporates an NXP Product or (ii) Licensee’s software program which\nis used exclusively in connection with an NXP Product and with which the\nLicensed Software will be integrated.\n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing\nworks.  A work consisting of editorial revisions, annotations, elaborations, or\nother modifications which, as a whole, represent an original work of\nauthorship, is a Derivative Work.\n1.4\t\"Intellectual Property Rights\" means any and all rights under statute,\ncommon law or equity in and under copyrights, trade secrets, and patents\n(including utility models), and analogous rights throughout the world,\nincluding any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor,\nmicrocontroller, sensor or digital signal processor) and/or services (e.g.\ncloud platform services) supplied directly or indirectly from NXP or an NXP\nAffiliate, unless there is a product specified in the Software Content\nRegister, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may\naccompany the Licensed Software which identifies the contents of the Licensed\nSoftware, including but not limited to identification of any Third Party\nSoftware, if any, and may also contain other related information as whether the\nlicense in 2.3 is applicable.\n1.7     \"Third Party Software\" means, any software included in the Licensed\nSoftware that is not NXP proprietary software, and is not open source software,\nand to which different license terms may apply.\n2.       LICENSE GRANT.\n2.1.         If you are not expressly granted the distribution license in\nSection 2.3 in the Software Content Register, then you are only granted the\nrights in Section 2.2 and not in 2.3.  If you are expressly granted the\ndistribution license in Section 2.3 in the Software Content Register, then you\nare granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license, solely for the development of an\nAuthorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works\nprepared under the license in Section 2.2(b)) solely in combination with a NXP\nProduct; and\n(b)\tfor Licensed Software provided to you in source code form (human\nreadable), to prepare Derivative Works of the Licensed Software solely for use\nin combination with a NXP Product.\nYou may not distribute or sublicense the Licensed Software to others under the\nlicense granted in this Section 2.2.\nYou may demonstrate the Licensed Software to your direct customers as part of\nan Authorized System so long as such demonstration is directly controlled by\nyou and without prior approval by NXP; however, to all other third parties only\nif NXP has provided its advance, written approval (e.g. email approval) of your\ndemonstrating the Licensed Software to specified third parties or at specified\nevent(s).  You may not leave the Licensed Software with a direct customer or\nany other third party at any time.\n2.3.        Additional Distribution License.  If expressly authorized in the\nSoftware Content Register, subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license solely in connection with your\nmanufacturing and distribution of an Authorized System:\n(a)\tto manufacture (or have manufactured), distribute, and market the\nLicensed Software (and its Derivative Works prepared under the license in\n2.2(b)) in object code (machine readable format) only as part of, or embedded\nwithin, Authorized Systems and not on a standalone basis solely for use in\ncombination with a NXP Product.  Notwithstanding the foregoing, those files\nmarked as .h files (\"Header files\") may be distributed in source or object code\nform, but only as part of, or embedded within Authorized Systems; and\n(b)\tto copy and distribute as needed, solely in connection with an\nAuthorized System and for use in combination with a NXP Product,\nnon-confidential NXP information provided as part of the Licensed Software for\nthe purpose of maintaining and supporting Authorized Systems with which the\nLicensed Software is integrated.\n2.4\tSeparate license grants to Third Party Software, or other terms\napplicable to the Licensed Software if different from those granted in this\nSection 2, are contained in Appendix A. The Licensed Software may be\naccompanied by a Software Content Register which will identify that portion of\nthe Licensed Software, if any, that is subject to the different terms in\nAppendix A.\n2.5.         You may use subcontractors to exercise your rights under Section\n2.2 and Section 2.3, if any, so long as you have an agreement in place with the\nsubcontractor containing confidentiality restrictions no less stringent than\nthose contained in this Agreement. You will remain liable for your\nsubcontractors’ adherence to the terms of this Agreement and for any and all\nacts and omissions of such subcontractors with respect to this Agreement and\nthe Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.\n3.1.         The licenses granted above in Section 2 only extend to NXP\nIntellectual Property Rights that would be infringed by the unmodified Licensed\nSoftware prior to your preparation of any Derivative Work.\n3.2.         The Licensed Software is licensed to you, not sold. Title to\nLicensed Software delivered hereunder remains vested in NXP or NXP’s licensor\nand cannot be assigned or transferred. You are expressly forbidden from selling\nor otherwise distributing the Licensed Software, or any portion thereof, except\nas expressly permitted herein. This Agreement does not grant to you any implied\nrights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble\nthe Licensed Software except to the extent applicable law specifically\nprohibits such restriction. You must prohibit your subcontractors or customers\n(if distribution is permitted) from translating, reverse engineering,\ndecompiling, or disassembling the Licensed Software except to the extent\napplicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party\nlicensor’s) copyright notices and other proprietary legends on copies of\nLicensed Software.\n3.5.         If you distribute the Licensed Software to the United States\nGovernment, then the Licensed Software is \"restricted computer software\" and is\nsubject to FAR 52.227-19.\n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable,\nperpetual, worldwide, royalty-free, sub-licensable license under your\nIntellectual Property Rights to use without restriction and for any purpose any\nsuggestion, comment or other feedback related to the Licensed Software\n(including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject\nthe Licensed Software to an Excluded License. An Excluded License means any\nlicense that requires, as a condition of use, modification or distribution of\nsoftware subject to the Excluded License, that such software or other software\ncombined and/or distributed with the software be (i) disclosed or distributed\nin source code form; (ii) licensed for the purpose of making Derivative Works;\nor (iii) redistributable at no charge.\n3.8.         You may not publish or distribute reports associated with the use\nof the Licensed Software to anyone other than NXP.  You may advise NXP of any\nresults obtained from your use of the Licensed Software, including any problems\nor suggested improvements thereof, and NXP retains the right to use such\nresults and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed\nSoftware is not licensed under the terms of this Agreement but is instead\nlicensed under the terms of the applicable open source license(s), such as the\nBSD License, Apache License or the GNU Lesser General Public License. Your use\nof the open source software is subject to the terms of each applicable license.\nYou must agree to the terms of each applicable license, or you cannot use the\nopen source software.\n5.       INTELLECTUAL PROPERTY RIGHTS.\nUpon request, you must provide NXP the source code of any derivative of the\nLicensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your\nmodifications to the Licensed Software, and all intellectual property rights\nassociated with, and title thereto, will be the property of NXP.  You agree to\nassign all, and hereby do assign all rights, title, and interest to any such\nmodifications to the Licensed Software to NXP and agree to provide all\nassistance reasonably requested by NXP to establish, preserve or enforce such\nright.  Further, you agree to waive all moral rights relating to your\nmodifications to the Licensed Software, including, without limitation, all\nrights of identification of authorship and all rights of approval, restriction,\nor limitation on use or subsequent modification.  Notwithstanding the\nforegoing, you will have the license rights granted in Section 2 hereto to any\nsuch modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license\nto NXP to make, have made, use, sell, offer to sell, import, commercialize,\nsublicense and reproduce your modifications or derivative works to the Licensed\nSoftware without any payment to Licensee. You agree to provide all assistance\nreasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any\nlicense to any Intellectual Property Right of a third-party that may be\nnecessary for use in connection with technology that is incorporated into the\nAuthorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless\nterminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice\nto NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in\ndefault of any of the terms and conditions of this Agreement, and termination\nis effective if the defaulting party fails to correct such default within 30\ndays after written notice thereof by the non-defaulting party to the defaulting\nparty at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement\nimmediately upon written notice if you: breach any of your confidentiality\nobligations or the license restrictions under this Agreement;  become bankrupt,\ninsolvent, or file a petition for bankruptcy or insolvency; make an assignment\nfor the benefit of its creditors; enter proceedings for winding up or\ndissolution; are dissolved; or are nationalized or become subject to the\nexpropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under\nSection 2 will expire.\n7.5.         After termination of this Agreement by either party   you will\ndestroy all parts of Licensed Software and its Derivative Works (if any) and\nwill provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason,\nthe terms of Sections 1 and 3 through 24 will survive.\n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or\nnew releases of the Licensed Software under this Agreement. If you wish, you\nmay contact NXP and report problems and provide suggestions regarding the\nLicensed Software. NXP has no obligation to respond to such a problem report or\nsuggestion. NXP may make changes to the Licensed Software at any time, without\nany obligation to notify or provide updated versions of the Licensed Software\nto you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly\ndisclaims any warranty for the Licensed Software. The Licensed Software is\nprovided \"AS IS\", without warranty of any kind, either express or implied,\nincluding without limitation the implied warranties of merchantability, fitness\nfor a particular purpose, or non-infringement. You assume the entire risk\narising out of the use or performance of the licensed software, or any systems\nyou design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all\nclaims, liabilities, and costs (including reasonable attorney’s fees) related\nto (1) your use (including your subcontractor’s or distributee’s use, if\npermitted) of the Licensed Software or (2) your violation of the terms and\nconditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF\nSECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS),\nSECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY),\nIN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR\nOTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE\nDAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF\nTIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO\nTHE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL\nCOSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION\nWITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO\nTHE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED\nSOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable\nexport and import control laws and regulations including but not limited to the\nUS Export Administration Regulation (including restrictions on certain military\nend uses and military end users as specified in Section 15 C.F.R. § 744.21 and\nprohibited party lists issued by other federal governments), Catch-all\nregulations and all national and international embargoes. Each party further\nagrees that it will not knowingly transfer, divert, export or re-export,\ndirectly or indirectly, any product, software, including software source code,\nor technology restricted by such regulations or by other applicable national\nregulations, received from the other party under this Agreement, or any direct\nproduct of such software or technical data to any person, firm, entity, country\nor destination to which such transfer, diversion, export or re-export is\nrestricted or prohibited, without obtaining prior written authorization from\nthe applicable competent government authorities to the extent required by those\nlaws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public\nentity, including U.S., state, local, foreign or international governments or\npublic entities, or indirectly via a prime contractor or subcontractor of such\ngovernments or entities, NXP makes no representations, certifications, or\nwarranties whatsoever about compliance with government or public entity\nacquisition statutes or regulations, including, without limitation, statutes or\nregulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a\n\"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of\n\"Commercial Computer Software\", and/or \"Commercial Computer Software\nDocumentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48\nC.F.R. Section 227.7202, as applicable) and may only be licensed to or shared\nwith U.S. Government end users in object code form as part of, or embedded\nwithin, Authorized Systems. Any agreement pursuant to which you share the\nLicensed Software will include a provision that reiterates the limitations of\nthis document and requires all sub-agreements to similarly contain such\nlimitations.\n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain\nsoftware for use in the development of, or for incorporation into, products or\nservices (a) used in applications requiring fail-safe performance or (b) in\nwhich failure could lead to death, personal injury, or severe physical or\nenvironmental damage (these products and services are referred to as \"Critical\nApplications\"). NXP’s goal is to educate customers so that they can design\ntheir own end-product solutions to meet applicable functional safety standards\nand requirements. Licensee makes the ultimate design decisions regarding its\nproducts and is solely responsible for compliance with all legal, regulatory,\nsafety, and security related requirements concerning its products, regardless\nof any information or support that may be provided by NXP. As such, Licensee\nassumes all risk related to use of the Licensed Software in Critical\nApplications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL\nAPPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP\nharmless from any claims, liabilities, damages and associated costs and\nexpenses (including attorneys’ fees) that NXP may incur related to\nLicensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  When Software is licensed by NXP USA, Inc.,\nLicensee agrees that the laws of the State of Texas, USA, without regard to\nconflicts of laws principles, will apply to all matters relating to this\nAgreement or the Software, and Licensee agrees that any litigation will be\nsubject to the exclusive jurisdiction of the state or federal courts in Austin,\nTexas, USA..  When Software is licensed by NXP Semiconductors Netherlands B.V.,\nLicensee agrees that the laws of The Netherlands, without regard to conflicts\nof laws principles, will apply to all matters relating to this Agreement or the\nSoftware, and Licensee agrees that any litigation will be subject to the\nexclusive jurisdiction of the courts in Amsterdam, The Netherlands.\nNotwithstanding the foregoing, NXP will always be permitted to bring any action\nor proceedings against Licensee in any other court of competent jurisdiction.\nThe United Nations Convention on Contracts for the International Sale of Goods\nwill not apply to this document.\n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and\nrestrictions contained herein, you must treat the Licensed Software as\nconfidential information and you agree to retain the Licensed Software in\nconfidence perpetually. You may not disclose any part of the Licensed Software\nto anyone other than distributees in accordance with Section 2.3 and employees,\nor subcontractors in accordance with Section 2.5, who have a need to know of\nthe Licensed Software and who have executed written agreements obligating them\nto protect such Licensed Software to at least the same degree of\nconfidentiality as in this Agreement. You agree to use the same degree of care,\nbut no less than a reasonable degree of care, with the Licensed Software as you\ndo with your own confidential information. You may disclose Licensed Software\nto the extent required by a court or under operation of law or order provided\nthat you notify NXP of such requirement prior to disclosure, which you only\ndisclose the minimum of the required information, and that you allow NXP the\nopportunity to object to such court or other legal body requiring such\ndisclosure.\n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand\nnames, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement\nbetween you and NXP regarding the subject matter of this Agreement, and\nsupersedes all prior communications, negotiations, understandings, agreements\nor representations, either written or oral, if any. This Agreement may only be\namended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any\nreason to be invalid or unenforceable, then the remaining provisions of this\nAgreement will be unimpaired and, unless a modification or replacement of the\ninvalid or unenforceable provision is further held to deprive you or NXP of a\nmaterial benefit, in which case the Agreement will immediately terminate, the\ninvalid or unenforceable provision will be replaced with a provision that is\nvalid and enforceable and that comes closest to the intention underlying the\ninvalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this\nAgreement will not operate or be construed as a waiver of any other or a\nsubsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect\nto your compliance with the limited license rights granted under this Agreement\nfor three years following expiration or termination of this Agreement. NXP will\nhave the right, either itself or through an independent certified public\naccountant to examine and audit, at NXP’s expense, not more than once a year,\nand during normal business hours, all such records that may bear upon your\ncompliance with the limited license rights granted above. You must make prompt\nadjustment to compensate for any errors and/or omissions disclosed by such\nexamination or audit.\n22.        NOTICES.             All notices and communications under this\nAgreement will be made in writing, and will be effective when received at the\nfollowing addresses:\nNXP:\nNXP B.V.\nHigh Tech Campus 60\n5656 AG Eindhoven\nThe Netherlands\nATTN: Legal Department\n\nYou:\nThe address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent\ncontractors. Nothing in this Agreement will be construed to create any\npartnership, joint venture, or similar relationship. Neither party is\nauthorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and\ninure to the benefit of the parties and their permitted successors and assigns.\n You may not assign this Agreement, or any part of this Agreement, without the\nprior written approval of NXP, which approval will not be unreasonably withheld\nor delayed. NXP may assign this Agreement, or any part of this Agreement, in\nits sole discretion.\n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed\nSoftware, Licensee consents to use of certain personal information, including\nbut not limited to name, email address, and location, for the purpose of\nNXP’s internal analysis regarding future software offerings.  NXP’s\ncomplete Privacy Statement can be found at:\nhttps://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACT\nICES.\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which\nis either 1) Third Party Software or 2) NXP proprietary software subject to\ndifferent terms than those in the Agreement. If the Software Content Register\nthat accompanies the Licensed Software identifies any of the following Third\nParty Software or specific components of the NXP proprietary software, the\nfollowing terms apply to the extent they deviate from the terms in the\nAgreement:\n\nAGGIOS, Inc.: EnergyLab LITE and Seed software are distributed by NXP under\nlicense from AGGIOS, Inc. Your use of AGGIOS software, as the Licensee, is\nsubject to the following: (i) use of AGGIOS software is limited to object code\nand Authorized System only; (ii) Licensee may not sublicense the AGGIOS\nsoftware to any third party; (iii) Licensee is only granted an evaluation\nlicense for the Seed software, defined as license to use the Seed software\ninternally for own evaluation purposes, limited to three (3) months. Further\nrights including but not limited to production deployment must be obtained\ndirectly from AGGIOS, Inc.\n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and\nLicensee may not sublicense the Airbiquity software to any third party.\nLicensee’s license to use the Airbiquity software expires on June 30, 2024.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of\nthe Amazon Program Materials License Agreement (including the AVS Component\nSchedule, if applicable), located at\nhttps://developer.amazon.com/support/legal/pml.  All Amazon software is hereby\ndesignated \"Amazon confidential\".  With the exception of the binary library of\nthe Amazon Wake Word Engine for \"Alexa\", all Amazon software is also hereby\ndesignated as \"Restricted Program Materials\". Amazon is a third-party\nbeneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this\nAgreement with respect to the Greengrass software. If you have an account with\nAWS that is not in good standing, you may not download, install, use or\ndistribute the Greengrass software. You will comply with all instructions and\nrequirements in any integration documents, guidelines, or other documentation\nAWS provides. The license to the Greengrass software will immediately terminate\nwithout notice if you (a) fail to comply with this Agreement or any other\nagreement with AWS, (b) fail to make timely payment for any AWS service, (c)\nfail to implement AWS updates, or (d) bring any action for intellectual\nproperty infringement against AWS or any AWS customer utilizing AWS services.\nAny dispute or claim relating to your use of the Greengrass software will be\nresolved by binding arbitration, rather than in court, except that you may\nassert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found\nhere: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of,\nor embedded within, Authorized Systems that include an Amphion Video Decoder.\n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated\ndocumentation is restricted to current Apple MFi licensees in accordance with\nthe terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API\nsoftware to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and\nonly for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer,\ndecompile or dissemble any ARM Toolkit. You agree to abide by any third-party\nIP requirements, including the relevant license terms where applicable, where\nsuch third-party IP is identified in the documentation provided with the ARM\nToolkit. You may not copy the Arm Toolkit except solely for archival and backup\npurposes provided all notices are preserved. Arm disclaims any and all\nliability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration\nonly.  Permitted distributions must be similarly limited. Further rights must\nbe obtained directly from Atheros.\n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within,\nAuthorized Systems that include a ATI graphics processor core.\n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are\ndistributed by NXP under license from Au-Zone Technologies.  Your use of the\nLicensed Software, examples and related documentation is subject to the\nfollowing:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED\nSOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted\nto Authorized Systems that incorporate a compatible integrated circuit device\nmanufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to\ndistribution only of one copy per single NXP Product. The license granted\nherein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does\nnot include a license to the AAC family of technologies which you or your\ncustomer may need to obtain. Configuration tool outputs may only be distributed\nby licensees of the relevant Cadence SDK and distribution is limited to\ndistribution of one copy embedded in a single NXP Product. Your use of Cadence\nNatureDSP Libraries whether in source code or in binary is restricted to NXP\nSoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (\"CEVA\"): The CEVA-SPF2 linear\nalgebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries,\nCEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such\nmaterials may only be used in connection with an NXP product containing the\nS250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is\nphysically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to\nevaluation, demonstration, or certification testing only. Permitted\ndistributions must be similarly limited. Further rights, including but not\nlimited to ANY commercial distribution rights, must be obtained directly from\nCirque Corporation.\n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation\nand demonstration only.  Permitted distributions must be similarly limited.\nFurther rights must be obtained from Dolby Laboratories.\n\nCoremark:  Use of the Coremark benchmarking software is subject to the\nfollowing terms and conditions:\nhttps://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to\nevaluation and demonstration only.  Permitted distributions must be similarly\nlimited.  Further rights must be obtained directly from CSR.\n\nCrank: Use of Crank Software Inc. software is limited to evaluation and\ndemonstration only. Permitted distributions must be similarly limited. Further\nrights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in\naccordance with the Cypress IOT Community License Agreement obtained directly\nfrom Cypress Semiconductor Corporation.\n\nElektrobit Automotive GmbH (\"EB\"): EB software must be used consistent with the\nEB License Terms and Conditions, Version 1.4 (Dec 2019) found here:\nhttps://www.elektrobit.com/legal-notice/ .  Licensee is only granted an\nevaluation license for the EB software, defined as license to use the EB\nsoftware internally for own evaluation purposes, limited to three (3) months.\nProduction deployment of the EB software using this license is prohibited. See\nadditionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject\nto the acceptance of the license conditions described in the LICENSE.INFO file\ndistributed with all example projects and in the documentation and the\nadditional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative\npurpose, including the publication of any form of run time or compile time\nmetric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS\nsoftware product be used in any way that would compete with any product from\nFenopix.  License to the CanvasJS software will terminate immediately without\nnotice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you\nare provided MPEG-H decoding functionality, you understand that NXP will\nprovide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices\nInternational software must be used consistent with the terms found here:\nhttp://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is\nlimited to evaluation and demonstration only.  Permitted distributions must be\nsimilarly limited.  Further rights must be obtained from Global Locate.\n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the\nterms of the IAR Source License located within the IAR zip package. The IAR\nSource License applies to linker command files, example projects unless another\nlicense is explicitly stated, the cstartup code, low_level_init.c, and some\nother low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI\nTS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See\nhttps://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application\nin an End Product, Fraunhofer communication applies, see\nhttps://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nLumissil: Use of the Lumissil software constitutes your acceptance of the terms\nof the Lumissil Software License Agreement.  A link to the agreement is\nincorporated as follows:\nhttps://www.lumissil.com/assets/pdf/support/2023%20Lumissil%20IS3xCG5317%20Softw\nare%20License%20Agreement%20NXP.pdf .  The Run-Time Software and Boot ROM Code\nare without warranty of any kind from NXP or Lumissil, either express or\nimplied, including without limitation the implied warranties of\nmerchantability, fitness for a particular purpose, or non-infringement. You\nassume the entire risk arising out of the use or performance of the Lumissil\nsoftware, or any systems you design using the such, if any.  For the use of\nLumissil software, Lumissil is as a third-party beneficiary of the this\nAgreement with authority to enforce its rights in the Run-Time Software and\nBoot ROM Code.\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software\nincludes software owned by Microsoft Corporation (\"Microsoft\"), it is subject\nto the terms of your license with Microsoft (the \"Microsoft Underlying Licensed\nSoftware\") and as such, NXP grants no license to you, beyond evaluation and\ndemonstration in connection with NXP processors, in the Microsoft Underlying\nLicensed Software.  You must separately obtain rights beyond evaluation and\ndemonstration in connection with the Microsoft Underlying Licensed Software\nfrom Microsoft. Microsoft does not provide support services for the components\nprovided to you through this Agreement.  If you have any questions or require\ntechnical assistance, please contact NXP.  Microsoft Corporation is a third\nparty beneficiary to this Agreement with the right to enforce the terms of this\nAgreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS\nAFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED\nSOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS\nAFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY\nDIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES,\nINCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME,\nINCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING\nFROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With\nrespect to the Microsoft PlayReady software, you will have the license rights\ngranted in Section 2, provided that you may not use the Microsoft PlayReady\nsoftware unless you have entered into a Microsoft PlayReady Master Agreement\nand license directly with Microsoft.\n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the\nLicensed Software includes proprietary software of MindTree in source code\nformat, Licensee may make modifications and create derivative works only to the\nextent necessary for debugging of the Licensed Software.\n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto\nWhite Balance) software is limited to demonstration, testing, and evaluation\nonly.  In no event may Licensee distribute or sublicense the MM SOLUTIONS\nsoftware. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from MPEG LA.\n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP\nLicensee under any circumstance, even by a signed written amendment to this\nAgreement.\n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), VIT Speech to\nIntent, and Conversa may be used for evaluation or demonstration purposes only.\nAny commercial distribution rights are subject to a separate royalty agreement\nobtained from NXP.\n\nNXP Wireless Charging Library: License to the Software is limited to use in\ninductive coupling or wireless charging applications\n\nON Semiconductor: ON Semiconductor AP1302 Image Signal Processor Initialization\nBinaries must be used consistent with the terms found here:\nhttps://github.com/ONSemiconductor/ap1302_binaries/blob/main/AP1302%20Software%2\n0License%20Agreement.pdf\n\nOpus: Use of Opus software must be consistent with the terms of the Opus\nlicense which can be found at: http://www.opus-codec.org/license/\n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found\nhere: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here:\nhttp://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based\non, or copy the Pro Design software, documentation, hardware execution key or\nthe accompanying materials.  Licensee shall not use Pro Design's or any of its\nlicensors names, logos or trademarks to market the Authorized System.  Only NXP\ncustomers and distributors are permitted to further redistribute the Pro Design\nsoftware and only as part of an Authorized System which contains the Pro Design\nsoftware.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm\nAtheros, Inc. Wi-Fi software must be used strictly in accordance with the\nQualcomm Atheros, Inc. Technology License Agreement that accompanies such\nsoftware.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or\nOpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real\nFormat Client Code, or OpenMax Optimized Real Format Client code is restricted\nto applications in the automotive market.  Licensee must be a final\nmanufacturer in good standing with a current license with Real Networks for the\ncommercial use and distribution of products containing the GStreamer Optimized\nReal Format Client Code implementation or OpenMax Optimized Real Format Client\nCode\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement,\nReal-Time Innovations, Inc. software must be used strictly in accordance with\nReal-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement,\navailable here:\nhttps://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation\n_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not\nuse the RivieraWaves intellectual property licensed under this Agreement if you\ndevelop, market, and/or license products similar to such RivieraWaves\nintellectual property.  Such use constitutes a breach of this Agreement.  Any\nsuch use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by\nSanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to\nreproduce and distribute this software in source code form from SanDisk.\nPlease follow these easy steps to obtain the license and software:\n(1) Contact your local SanDisk sales representative to obtain the SanDisk\nLicense Agreement.\n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA\nmarketing department at 408-542-0403.  The license will be valid when fully\nexecuted by SanDisk.\n(3) If you have specific questions, please send an email to sales@sandisk.com\nYou may only use the SanDisk Corporation Licensed Software on products\ncompatible with a SanDisk Secure Digital Card.  You may not use the SanDisk\nCorporation Licensed Software on any memory device product.  SanDisk retains\nall rights to any modifications or derivative works to the SanDisk Corporation\nLicensed Software that you may create.\n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and\ncomponents is restricted for development of NXP ARM7, ARM9, Cortex-M0,\nCortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used\nconsistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSEVENSTAX - Not withstanding anything in this Agreement, SEVENSTAX GmbH\nsoftware must be used for evaluation purposes only, in strict accordance with\nthe SEVENSTAX License Agreement, available here:\nhttps://www.sevenstax.de/fileadmin/documents/SEVENSTAX-NX-ESLA.txt. Any other\nuse, and embedding the software into commercial products, is expressly\nprohibited.\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related\ndocumentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you,\nthe license restrictions and confidentiality obligations in this agreement with\nrespect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a\nwritten agreement at least as protective of the Licensed Software as provided\nin this Agreement.\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler\nTechnologies Licensed Software and related documentation is subject to the\nfollowing:\n(1) Duration of the license for the Licensed Software is limited to 12 months,\nunless otherwise specified in the license file.\n(2) The Licensed Software is usable by one user at a time on a single\ndesignated computer, unless otherwise agreed by Synopsys.\n(3) Licensed Software and documentation are to be used only on a designated\ncomputer at the designated physical address provided by you on the APEX license\nform.\n(4) The Licensed Software is not sub-licensable.\n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this\nAgreement, you represent and warrant that you will comply with all licenses,\nagreements, rules and bylaws of the Bluetooth SIG (Special Interest Group )\napplicable to the licensed software and documentation and its use which may\naffect when and if you may take certain actions under licenses granted\nhereunder.\n\nThe license grant under this Agreement is conditional to you being (i) a\nBluetooth SIG Associate member until such time as the specifications for the\nsoftware are made public to Bluetooth SIG members of any level and (ii)\nthereafter a Bluetooth SIG member of any level.\n\nNotwithstanding the terms contained in Section 2.3 (a), if the licensed\nsoftware includes proprietary software in source code format, you may make\nmodifications and create derivative works only to the extent necessary for\nimproving the performance of the source code with the NXP products or your\nproducts and for creating enhancements of such products. You may not further\nsublicense or otherwise distribute the source code, or any modifications or\nderivatives thereof as stand-alone products.  You will be responsible for\nqualifying any modifications or derivatives with the Bluetooth SIG and any\nother qualifying bodies.\n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from TARA Systems.\n\nTeensyduino Core Library:  If the Teensyduino Core Library or documentation is\nincorporated into a build system that allows selection among a list of target\ndevices, then similar target devices manufactured by PJRC.com must be included\nin the list of target devices and selectable in the same manner.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software\nis restricted to NXP SoC based systems that include a compatible connectivity\ndevice manufactured by TI.\n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and\nassociated data and documentation may only be used for evaluation purposes and\nfor demonstration to third parties in integrated form on a board package\ncontaining an NXP S32V234 device. Licensee may not distribute or sublicense the\nTES software. Your license to the TES software may be terminated at any time\nupon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded\nwithin, Authorized Systems that include a Vivante Graphics Processing Unit.\n\nWittenstein:  Your use of the SafeRTOS v9.x and Networking Stack, in object\nform, is limited to your internal testing, evaluation, feedback and development\nspecifically for use with an NXP Product.  Licensee’s license to use and\nsupply the software to you expires on June 25, 2026.  Further rights must be\nobtained directly from Wittenstein.",
      "name": "LA_OPT_NXP_Software_License v57 July 2024 clause 2.3"
    },
    {
      "licenseId": "LicenseRef-632d9624-f0df-4ae8-8267-fe88561b3431",
      "extractedText": "LA_OPT_NXP_Software_License v45 May 2023\nIMPORTANT.  Read the following NXP Software License Agreement (“Agreement”)\ncompletely. By selecting the “I Accept” button at the end of this page, or\nby downloading, installing, or using the Licensed Software, you indicate that\nyou accept the terms of the Agreement, and you acknowledge that you have the\nauthority, for yourself or on behalf of your company, to bind your company to\nthese terms. You may then download or install the file. In the event of a\nconflict between the terms of this Agreement and any license terms and\nconditions for NXP’s proprietary software embedded anywhere in the Licensed\nSoftware file, the terms of this Agreement shall control.  If a separate\nlicense agreement for the Licensed Software has been signed by you and NXP,\nthen that agreement shall govern your use of the Licensed Software and shall\nsupersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized\nrepresentative, or, if you have no employer, you as an individual (“you” or\n“Licensee”), and NXP B.V. (“NXP”).  It concerns your rights to use the\nsoftware provided to you in binary or source code form and any accompanying\nwritten materials (the “Licensed Software”). The Licensed Software may\ninclude any updates or error corrections or documentation relating to the\nLicensed Software provided to you by NXP under this Agreement. In consideration\nfor NXP allowing you to access the Licensed Software, you are agreeing to be\nbound by the terms of this Agreement. If you do not agree to all of the terms\nof this Agreement, do not download or install the Licensed Software. If you\nchange your mind later, stop using the Licensed Software and delete all copies\nof the Licensed Software in your possession or control. Any copies of the\nLicensed Software that you have already distributed, where permitted, and do\nnot destroy will continue to be governed by this Agreement. Your prior use will\nalso continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         “Affiliate” means, with respect to a party, any corporation or\nother legal entity that now or hereafter Controls, is Controlled by or is under\ncommon Control with such party; where “Control” means the direct or\nindirect ownership of greater than fifty percent (50%) of the shares or similar\ninterests entitled to vote for the election of directors or other persons\nperforming similar functions. An entity is considered an Affiliate only so long\nas such Control exists.\n1.2\t“Authorized System” means either (i) Licensee’s hardware product\nwhich incorporates an NXP Product or (ii) Licensee’s software program which\nis used exclusively in connection with an NXP Product and with which the\nLicensed Software will be integrated.\n1.3.\t“Derivative Work” means a work based upon one or more pre-existing\nworks.  A work consisting of editorial revisions, annotations, elaborations, or\nother modifications which, as a whole, represent an original work of\nauthorship, is a Derivative Work.\n1.4\t“Intellectual Property Rights” means any and all rights under\nstatute, common law or equity in and under copyrights, trade secrets, and\npatents (including utility models), and analogous rights throughout the world,\nincluding any applications for and the right to apply for, any of the foregoing.\n1.5\t“NXP Product” means a hardware product (e.g. a microprocessor,\nmicrocontroller, sensor or digital signal processor) and/or services (e.g.\ncloud platform services) supplied directly or indirectly from NXP or an NXP\nAffiliate, unless there is a product specified in the Software Content\nRegister, in which case this definition is limited to such product.\n1.6      “Software Content Register” means the documentation which may\naccompany the Licensed Software which identifies the contents of the Licensed\nSoftware, including but not limited to identification of any Third Party\nSoftware, if any, and may also contain other related information as whether the\nlicense in 2.3 is applicable.\n1.7     “Third Party Software” means, any software included in the Licensed\nSoftware that is not NXP proprietary software, and is not open source software,\nand to which different license terms may apply.\n2.       LICENSE GRANT.\n2.1.         If you are not expressly granted the distribution license in\nSection 2.3 in the Software Content Register, then you are only granted the\nrights in Section 2.2 and not in 2.3.  If you are expressly granted the\ndistribution license in Section 2.3 in the Software Content Register, then you\nare granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license, solely for the development of an\nAuthorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works\nprepared under the license in Section 2.2(b)) solely in combination with a NXP\nProduct; and\n(b)\tfor Licensed Software provided to you in source code form (human\nreadable), to prepare Derivative Works of the Licensed Software solely for use\nin combination with a NXP Product.\nYou may not distribute or sublicense the Licensed Software to others under the\nlicense granted in this Section 2.2.\nYou may demonstrate the Licensed Software to your direct customers as part of\nan Authorized System so long as such demonstration is directly controlled by\nyou and without prior approval by NXP; however, to all other third parties only\nif NXP has provided its advance, written approval (e.g. email approval) of your\ndemonstrating the Licensed Software to specified third parties or at specified\nevent(s).  You may not leave the Licensed Software with a direct customer or\nany other third party at any time.\n2.3.        Additional Distribution License.  If expressly authorized in the\nSoftware Content Register, subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license solely in connection with your\nmanufacturing and distribution of an Authorized System:\n(a)\tto manufacture (or have manufactured), distribute, and market the\nLicensed Software (and its Derivative Works prepared under the license in\n2.2(b)) in object code (machine readable format) only as part of, or embedded\nwithin, Authorized Systems and not on a standalone basis solely for use in\ncombination with a NXP Product.  Notwithstanding the foregoing, those files\nmarked as .h files (“Header files”) may be distributed in source or object\ncode form, but only as part of, or embedded within Authorized Systems; and\n(b)\tto copy and distribute as needed, solely in connection with an\nAuthorized System and for use in combination with a NXP Product,\nnon-confidential NXP information provided as part of the Licensed Software for\nthe purpose of maintaining and supporting Authorized Systems with which the\nLicensed Software is integrated.\n2.4\tSeparate license grants to Third Party Software, or other terms\napplicable to the Licensed Software if different from those granted in this\nSection 2, are contained in Appendix A. The Licensed Software may be\naccompanied by a Software Content Register which will identify that portion of\nthe Licensed Software, if any, that is subject to the different terms in\nAppendix A.\n2.5.         You may use subcontractors to exercise your rights under Section\n2.2 and Section 2.3, if any, so long as you have an agreement in place with the\nsubcontractor containing confidentiality restrictions no less stringent than\nthose contained in this Agreement. You will remain liable for your\nsubcontractors’ adherence to the terms of this Agreement and for any and all\nacts and omissions of such subcontractors with respect to this Agreement and\nthe Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.\n3.1.         The licenses granted above in Section 2 only extend to NXP\nIntellectual Property Rights that would be infringed by the unmodified Licensed\nSoftware prior to your preparation of any Derivative Work.\n3.2.         The Licensed Software is licensed to you, not sold. Title to\nLicensed Software delivered hereunder remains vested in NXP or NXP’s licensor\nand cannot be assigned or transferred. You are expressly forbidden from selling\nor otherwise distributing the Licensed Software, or any portion thereof, except\nas expressly permitted herein. This Agreement does not grant to you any implied\nrights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble\nthe Licensed Software except to the extent applicable law specifically\nprohibits such restriction. You must prohibit your subcontractors or customers\n(if distribution is permitted) from translating, reverse engineering,\ndecompiling, or disassembling the Licensed Software except to the extent\napplicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party\nlicensor’s) copyright notices and other proprietary legends on copies of\nLicensed Software.\n3.5.         If you distribute the Licensed Software to the United States\nGovernment, then the Licensed Software is “restricted computer software”\nand is subject to FAR 52.227-19.\n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable,\nperpetual, worldwide, royalty-free, sub-licensable license under your\nIntellectual Property Rights to use without restriction and for any purpose any\nsuggestion, comment or other feedback related to the Licensed Software\n(including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject\nthe Licensed Software to an Excluded License. An Excluded License means any\nlicense that requires, as a condition of use, modification or distribution of\nsoftware subject to the Excluded License, that such software or other software\ncombined and/or distributed with the software be (i) disclosed or distributed\nin source code form; (ii) licensed for the purpose of making Derivative Works;\nor (iii) redistributable at no charge.\n3.8.         You may not publish or distribute reports associated with the use\nof the Licensed Software to anyone other than NXP.  You may advise NXP of any\nresults obtained from your use of the Licensed Software, including any problems\nor suggested improvements thereof, and NXP retains the right to use such\nresults and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed\nSoftware is not licensed under the terms of this Agreement but is instead\nlicensed under the terms of the applicable open source license(s), such as the\nBSD License, Apache License or the GNU Lesser General Public License. Your use\nof the open source software is subject to the terms of each applicable license.\nYou must agree to the terms of each applicable license, or you cannot use the\nopen source software.\n5.       INTELLECTUAL PROPERTY RIGHTS.\nUpon request, you must provide NXP the source code of any derivative of the\nLicensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your\nmodifications to the Licensed Software, and all intellectual property rights\nassociated with, and title thereto, will be the property of NXP.  You agree to\nassign all, and hereby do assign all rights, title, and interest to any such\nmodifications to the Licensed Software to NXP and agree to provide all\nassistance reasonably requested by NXP to establish, preserve or enforce such\nright.  Further, you agree to waive all moral rights relating to your\nmodifications to the Licensed Software, including, without limitation, all\nrights of identification of authorship and all rights of approval, restriction,\nor limitation on use or subsequent modification.  Notwithstanding the\nforegoing, you will have the license rights granted in Section 2 hereto to any\nsuch modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license\nto NXP to make, have made, use, sell, offer to sell, import, commercialize,\nsublicense and reproduce your modifications or derivative works to the Licensed\nSoftware without any payment to Licensee. You agree to provide all assistance\nreasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any\nlicense to any Intellectual Property Right of a third-party that may be\nnecessary for use in connection with technology that is incorporated into the\nAuthorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless\nterminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice\nto NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in\ndefault of any of the terms and conditions of this Agreement, and termination\nis effective if the defaulting party fails to correct such default within 30\ndays after written notice thereof by the non-defaulting party to the defaulting\nparty at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement\nimmediately upon written notice if you: breach any of your confidentiality\nobligations or the license restrictions under this Agreement;  become bankrupt,\ninsolvent, or file a petition for bankruptcy or insolvency; make an assignment\nfor the benefit of its creditors; enter proceedings for winding up or\ndissolution; are dissolved; or are nationalized or become subject to the\nexpropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under\nSection 2 will expire.\n7.5.         After termination of this Agreement by either party   you will\ndestroy all parts of Licensed Software and its Derivative Works (if any) and\nwill provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason,\nthe terms of Sections 1 and 3 through 24 will survive.\n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or\nnew releases of the Licensed Software under this Agreement. If you wish, you\nmay contact NXP and report problems and provide suggestions regarding the\nLicensed Software. NXP has no obligation to respond to such a problem report or\nsuggestion. NXP may make changes to the Licensed Software at any time, without\nany obligation to notify or provide updated versions of the Licensed Software\nto you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly\ndisclaims any warranty for the Licensed Software. The Licensed Software is\nprovided “AS IS”, without warranty of any kind, either express or implied,\nincluding without limitation the implied warranties of merchantability, fitness\nfor a particular purpose, or non-infringement. You assume the entire risk\narising out of the use or performance of the licensed software, or any systems\nyou design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all\nclaims, liabilities, and costs (including reasonable attorney’s fees) related\nto (1) your use (including your subcontractor’s or distributee’s use, if\npermitted) of the Licensed Software or (2) your violation of the terms and\nconditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF\nSECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS),\nSECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY),\nIN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR\nOTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE\nDAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF\nTIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO\nTHE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL\nCOSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION\nWITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO\nTHE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED\nSOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable\nexport and import control laws and regulations including but not limited to the\nUS Export Administration Regulation (including restrictions on certain military\nend uses and military end users as specified in Section 15 C.F.R. § 744.21 and\nprohibited party lists issued by other federal governments), Catch-all\nregulations and all national and international embargoes. Each party further\nagrees that it will not knowingly transfer, divert, export or re-export,\ndirectly or indirectly, any product, software, including software source code,\nor technology restricted by such regulations or by other applicable national\nregulations, received from the other party under this Agreement, or any direct\nproduct of such software or technical data to any person, firm, entity, country\nor destination to which such transfer, diversion, export or re-export is\nrestricted or prohibited, without obtaining prior written authorization from\nthe applicable competent government authorities to the extent required by those\nlaws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public\nentity, including U.S., state, local, foreign or international governments or\npublic entities, or indirectly via a prime contractor or subcontractor of such\ngovernments or entities, NXP makes no representations, certifications, or\nwarranties whatsoever about compliance with government or public entity\nacquisition statutes or regulations, including, without limitation, statutes or\nregulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a\n“Commercial Item” as defined in 48 C.F.R. Section 2.101, consisting of\n“Commercial Computer Software”, and/or “Commercial Computer Software\nDocumentation,” as such terms are used in 48 C.F.R. Section 12.212 (or 48\nC.F.R. Section 227.7202, as applicable) and may only be licensed to or shared\nwith U.S. Government end users in object code form as part of, or embedded\nwithin, Authorized Systems. Any agreement pursuant to which you share the\nLicensed Software will include a provision that reiterates the limitations of\nthis document and requires all sub-agreements to similarly contain such\nlimitations.\n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain\nsoftware for use in the development of, or for incorporation into, products or\nservices (a) used in applications requiring fail-safe performance or (b) in\nwhich failure could lead to death, personal injury, or severe physical or\nenvironmental damage (these products and services are referred to as\n“Critical Applications”). NXP’s goal is to educate customers so that they\ncan design their own end-product solutions to meet applicable functional safety\nstandards and requirements. Licensee makes the ultimate design decisions\nregarding its products and is solely responsible for compliance with all legal,\nregulatory, safety, and security related requirements concerning its products,\nregardless of any information or support that may be provided by NXP. As such,\nLicensee assumes all risk related to use of the Licensed Software in Critical\nApplications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL\nAPPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP\nharmless from any claims, liabilities, damages and associated costs and\nexpenses (including attorneys’ fees) that NXP may incur related to\nLicensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  This Agreement will be governed by,\nconstrued, and enforced in accordance with the laws of The Netherlands, without\nregard to conflicts of laws principles, will apply to all matters relating to\nthis Agreement or the Licensed Software, and you agree that any litigation will\nbe subject to the exclusive jurisdiction of the courts of Amsterdam, The\nNetherlands. The United Nations Convention on Contracts for the International\nSale of Goods will not apply to this document.\n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and\nrestrictions contained herein, you must treat the Licensed Software as\nconfidential information and you agree to retain the Licensed Software in\nconfidence perpetually. You may not disclose any part of the Licensed Software\nto anyone other than distributees in accordance with Section 2.3 and employees,\nor subcontractors in accordance with Section 2.5, who have a need to know of\nthe Licensed Software and who have executed written agreements obligating them\nto protect such Licensed Software to at least the same degree of\nconfidentiality as in this Agreement. You agree to use the same degree of care,\nbut no less than a reasonable degree of care, with the Licensed Software as you\ndo with your own confidential information. You may disclose Licensed Software\nto the extent required by a court or under operation of law or order provided\nthat you notify NXP of such requirement prior to disclosure, which you only\ndisclose the minimum of the required information, and that you allow NXP the\nopportunity to object to such court or other legal body requiring such\ndisclosure.\n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand\nnames, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement\nbetween you and NXP regarding the subject matter of this Agreement, and\nsupersedes all prior communications, negotiations, understandings, agreements\nor representations, either written or oral, if any. This Agreement may only be\namended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any\nreason to be invalid or unenforceable, then the remaining provisions of this\nAgreement will be unimpaired and, unless a modification or replacement of the\ninvalid or unenforceable provision is further held to deprive you or NXP of a\nmaterial benefit, in which case the Agreement will immediately terminate, the\ninvalid or unenforceable provision will be replaced with a provision that is\nvalid and enforceable and that comes closest to the intention underlying the\ninvalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this\nAgreement will not operate or be construed as a waiver of any other or a\nsubsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect\nto your compliance with the limited license rights granted under this Agreement\nfor three years following expiration or termination of this Agreement. NXP will\nhave the right, either itself or through an independent certified public\naccountant to examine and audit, at NXP’s expense, not more than once a year,\nand during normal business hours, all such records that may bear upon your\ncompliance with the limited license rights granted above. You must make prompt\nadjustment to compensate for any errors and/or omissions disclosed by such\nexamination or audit.\n22.        NOTICES.             All notices and communications under this\nAgreement will be made in writing, and will be effective when received at the\nfollowing addresses:\nNXP:\nNXP B.V.\nHigh Tech Campus 60\n5656 AG Eindhoven\nThe Netherlands\nATTN: Legal Department\n\nYou:\nThe address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent\ncontractors. Nothing in this Agreement will be construed to create any\npartnership, joint venture, or similar relationship. Neither party is\nauthorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and\ninure to the benefit of the parties and their permitted successors and assigns.\n You may not assign this Agreement, or any part of this Agreement, without the\nprior written approval of NXP, which approval will not be unreasonably withheld\nor delayed. NXP may assign this Agreement, or any part of this Agreement, in\nits sole discretion.\n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed\nSoftware, Licensee consents to use of certain personal information, including\nbut not limited to name, email address, and location, for the purpose of\nNXP’s internal analysis regarding future software offerings.  NXP’s\ncomplete Privacy Statement can be found at:\nhttps://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACT\nICES.\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which\nis either 1) Third Party Software or 2) NXP proprietary software subject to\ndifferent terms than those in the Agreement. If the Software Content Register\nthat accompanies the Licensed Software identifies any of the following Third\nParty Software or specific components of the NXP proprietary software, the\nfollowing terms apply to the extent they deviate from the terms in the\nAgreement:\n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and\nLicensee may not sublicense the Airbiquity software to any third party.\nLicensee’s license to use the Airbiquity software expires on June 30, 2023.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of\nthe Amazon Program Materials License Agreement (including the AVS Component\nSchedule, if applicable), located at\nhttps://developer.amazon.com/support/legal/pml.  All Amazon software is hereby\ndesignated “Amazon confidential”.  With the exception of the binary library\nof the Amazon Wake Word Engine for “Alexa”, all Amazon software is also\nhereby designated as “Restricted Program Materials”. Amazon is a\nthird-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this\nAgreement with respect to the Greengrass software. If you have an account with\nAWS that is not in good standing, you may not download, install, use or\ndistribute the Greengrass software. You will comply with all instructions and\nrequirements in any integration documents, guidelines, or other documentation\nAWS provides. The license to the Greengrass software will immediately terminate\nwithout notice if you (a) fail to comply with this Agreement or any other\nagreement with AWS, (b) fail to make timely payment for any AWS service, (c)\nfail to implement AWS updates, or (d) bring any action for intellectual\nproperty infringement against AWS or any AWS customer utilizing AWS services.\nAny dispute or claim relating to your use of the Greengrass software will be\nresolved by binding arbitration, rather than in court, except that you may\nassert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found\nhere: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of,\nor embedded within, Authorized Systems that include an Amphion Video Decoder.\n\nApple Mfi Software Development Kit: Use of Apple Mfi Software and associated\ndocumentation is restricted to current Apple Mfi licensees in accordance with\nthe terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia’s API binaries solely to flash the API\nsoftware to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and\nonly for evaluation and demonstration purposes.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration\nonly.  Permitted distributions must be similarly limited. Further rights must\nbe obtained directly from Atheros.\n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within,\nAuthorized Systems that include a ATI graphics processor core.\n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are\ndistributed by NXP under license from Au-Zone Technologies.  Your use of the\nLicensed Software, examples and related documentation is subject to the\nfollowing:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED\nSOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted\nto Authorized Systems that incorporate a compatible integrated circuit device\nmanufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to\ndistribution only of one copy per single NXP Product. The license granted\nherein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does\nnot include a license to the AAC family of technologies which you or your\ncustomer may need to obtain. Configuration tool outputs may only be distributed\nby licensees of the relevant Cadence SDK and distribution is limited to\ndistribution of one copy embedded in a single NXP Product. Your use of Cadence\nNatureDSP Libraries whether in source code or in binary is restricted to NXP\nSoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (“CEVA”): The CEVA-SPF2 linear\nalgebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries,\nCEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such\nmaterials may only be used in connection with an NXP product containing the\nS250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is\nphysically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to\nevaluation, demonstration, or certification testing only. Permitted\ndistributions must be similarly limited. Further rights, including but not\nlimited to ANY commercial distribution rights, must be obtained directly from\nCirque Corporation.\n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation\nand demonstration only.  Permitted distributions must be similarly limited.\nFurther rights must be obtained from Dolby Laboratories.\n\nCoremark:  Use of the Coremark benchmarking software is subject to the\nfollowing terms and conditions:\nhttps://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to\nevaluation and demonstration only.  Permitted distributions must be similarly\nlimited.  Further rights must be obtained directly from CSR.\n\nCrank: Use of Crank Software Inc. software is limited to evaluation and\ndemonstration only. Permitted distributions must be similarly limited. Further\nrights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in\naccordance with the Cypress IOT Community License Agreement obtained directly\nfrom Cypress Semiconductor Corporation.\n\nElektrobit Automotive GmbH (“EB”): EB software must be used consistent with\nthe EB License Terms and Conditions, Version 1.4 (Dec 2019) found here:\nhttps://www.elektrobit.com/legal-notice/ .  Licensee is only granted an\nevaluation license for the EB software, defined as license to use the EB\nsoftware internally for own evaluation purposes, limited to three (3) months.\nProduction deployment of the EB software using this license is prohibited. See\nadditionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject\nto the acceptance of the license conditions described in the LICENSE.INFO file\ndistributed with all example projects and in the documentation and the\nadditional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative\npurpose, including the publication of any form of run time or compile time\nmetric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS\nsoftware product be used in any way that would compete with any product from\nFenopix.  License to the CanvasJS software will terminate immediately without\nnotice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you\nare provided MPEG-H decoding functionality, you understand that NXP will\nprovide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices\nInternational software must be used consistent with the terms found here:\nhttp://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is\nlimited to evaluation and demonstration only.  Permitted distributions must be\nsimilarly limited.  Further rights must be obtained from Global Locate.\n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the\nterms of the IAR Source License located within the IAR zip package. The IAR\nSource License applies to linker command files, example projects unless another\nlicense is explicitly stated, the cstartup code, low_level_init.c, and some\nother low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI\nTS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See\nhttps://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application\nin an End Product, Fraunhofer communication applies, see\nhttps://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software\nincludes software owned by Microsoft Corporation (\"Microsoft\"), it is subject\nto the terms of your license with Microsoft (the \"Microsoft Underlying Licensed\nSoftware\") and as such, NXP grants no license to you, beyond evaluation and\ndemonstration in connection with NXP processors, in the Microsoft Underlying\nLicensed Software.  You must separately obtain rights beyond evaluation and\ndemonstration in connection with the Microsoft Underlying Licensed Software\nfrom Microsoft. Microsoft does not provide support services for the components\nprovided to you through this Agreement.  If you have any questions or require\ntechnical assistance, please contact NXP.  Microsoft Corporation is a third\nparty beneficiary to this Agreement with the right to enforce the terms of this\nAgreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS\nAFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED\nSOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS\nAFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY\nDIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES,\nINCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME,\nINCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING\nFROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With\nrespect to the Microsoft PlayReady software, you will have the license rights\ngranted in Section 2, provided that you may not use the Microsoft PlayReady\nsoftware unless you have entered into a Microsoft PlayReady Master Agreement\nand license directly with Microsoft.\n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the\nLicensed Software includes proprietary software of MindTree in source code\nformat, Licensee may make modifications and create derivative works only to the\nextent necessary for debugging of the Licensed Software.\n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto\nWhite Balance) software is limited to demonstration, testing, and evaluation\nonly.  In no event may Licensee distribute or sublicense the MM SOLUTIONS\nsoftware. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from MPEG LA.\n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP\nLicensee under any circumstance, even by a signed written amendment to this\nAgreement.\n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), and Conversa may be\nused for evaluation or demonstration purposes only. Any commercial distribution\nrights are subject to a separate royalty agreement obtained from NXP.\n\nNXP Wireless Charging Library: License to the Software is limited to use in\ninductive coupling or wireless charging applications\n\nOpus: Use of Opus software must be consistent with the terms of the Opus\nlicense which can be found at: http://www.opus-codec.org/license/\n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found\nhere: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here:\nhttp://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based\non, or copy the Pro Design software, documentation, hardware execution key or\nthe accompanying materials.  Licensee shall not use Pro Design's or any of its\nlicensors names, logos or trademarks to market the Authorized System.  Only NXP\ncustomers and distributors are permitted to further redistribute the Pro Design\nsoftware and only as part of an Authorized System which contains the Pro Design\nsoftware.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm\nAtheros, Inc. Wi-Fi software must be used strictly in accordance with the\nQualcomm Atheros, Inc. Technology License Agreement that accompanies such\nsoftware.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or\nOpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real\nFormat Client Code, or OpenMax Optimized Real Format Client code is restricted\nto applications in the automotive market.  Licensee must be a final\nmanufacturer in good standing with a current license with Real Networks for the\ncommercial use and distribution of products containing the GStreamer Optimized\nReal Format Client Code implementation or OpenMax Optimized Real Format Client\nCode\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement,\nReal-Time Innovations, Inc. software must be used strictly in accordance with\nReal-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement,\navailable here:\nhttps://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation\n_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not\nuse the RivieraWaves intellectual property licensed under this Agreement if you\ndevelop, market, and/or license products similar to such RivieraWaves\nintellectual property.  Such use constitutes a breach of this Agreement.  Any\nsuch use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by\nSanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to\nreproduce and distribute this software in source code form from SanDisk.\nPlease follow these easy steps to obtain the license and software:\n(1) Contact your local SanDisk sales representative to obtain the SanDisk\nLicense Agreement.\n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA\nmarketing department at 408-542-0403.  The license will be valid when fully\nexecuted by SanDisk.\n(3) If you have specific questions, please send an email to sales@sandisk.com\nYou may only use the SanDisk Corporation Licensed Software on products\ncompatible with a SanDisk Secure Digital Card.  You may not use the SanDisk\nCorporation Licensed Software on any memory device product.  SanDisk retains\nall rights to any modifications or derivative works to the SanDisk Corporation\nLicensed Software that you may create.\n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and\ncomponents is restricted for development of NXP ARM7, ARM9, Cortex-M0,\nCortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used\nconsistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related\ndocumentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you,\nthe license restrictions and confidentiality obligations in this agreement with\nrespect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a\nwritten agreement at least as protective of the Licensed Software as provided\nin this Agreement.\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler\nTechnologies Licensed Software and related documentation is subject to the\nfollowing:\n(1) Duration of the license for the Licensed Software is limited to 12 months,\nunless otherwise specified in the license file.\n(2) The Licensed Software is usable by one user at a time on a single\ndesignated computer, unless otherwise agreed by Synopsys.\n(3) Licensed Software and documentation are to be used only on a designated\ncomputer at the designated physical address provided by you on the APEX license\nform.\n(4) The Licensed Software is not sub-licensable.\n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this\nAgreement, you represent and warrant that you will comply with all licenses,\nagreements, rules and bylaws of the Bluetooth SIG (Special Interest Group )\napplicable to the licensed software and documentation and its use which may\naffect when and if you may take certain actions under licenses granted\nhereunder.\n\nThe license grant under this Agreement is conditional to you being (i) a\nBluetooth SIG Associate member until such time as the specifications for the\nsoftware are made public to Bluetooth SIG members of any level and (ii)\nthereafter a Bluetooth SIG member of any level.\n\nNotwithstanding the terms contained in Section 2.3 (a), if the licensed\nsoftware includes proprietary software in source code format, you may make\nmodifications and create derivative works only to the extent necessary for\nimproving the performance of the source code with the NXP products or your\nproducts and for creating enhancements of such products. You may not further\nsublicense or otherwise distribute the source code, or any modifications or\nderivatives thereof as stand-alone products.  You will be responsible for\nqualifying any modifications or derivatives with the Bluetooth SIG and any\nother qualifying bodies.\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from TARA Systems.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software\nis restricted to NXP SoC based systems that include a compatible connectivity\ndevice manufactured by TI.\n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and\nassociated data and documentation may only be used for evaluation purposes and\nfor demonstration to third parties in integrated form on a board package\ncontaining an NXP S32V234 device. Licensee may not distribute or sublicense the\nTES software. Your license to the TES software may be terminated at any time\nupon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded\nwithin, Authorized Systems that include a Vivante Graphics Processing Unit.",
      "name": "LA_OPT_NXP_Software_License v45 May 2023 clause 2.3"
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      "extractedText": "Copyright (c) <YEAR>, <OWNER>\nAll rights reserved.\n\nRedistribution and use in source and binary forms, with or without modification,\nare permitted provided that the following conditions are met:\n\n  * Redistributions of source code must retain the above copyright notice, this\n    list of conditions and the following disclaimer.\n\n  * Redistributions in binary form must reproduce the above copyright notice,\n    this list of conditions and the following disclaimer in the documentation\n    and/or other materials provided with the distribution.\n\n  * Neither the name of the <ORGANIZATION> nor the names of its contributors may\n    be used to endorse or promote products derived from this software without\n    specific prior written permission.\n\nTHIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS \"AS IS\" AND\nANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED\nWARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE\nDISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR\nANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES\n(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS\nOF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY\nTHEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING\nNEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN\nIF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.",
      "name": "[base] BSD 2.0 (base license)"
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      "extractedText": "LA_OPT_NXP_Software_License v19 February 2021 \nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP's proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and NXP B.V. (\"NXP\").  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee's hardware product which incorporates an NXP Product or (ii) Licensee's software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4\t\"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor, microcontroller, sensor or digital signal processor) supplied directly or indirectly from NXP or an NXP Affiliate, unless there is a product specified in the Software Content Register, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)) solely in combination with a NXP Product; and\n(b)\tfor Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software solely for use in combination with a NXP Product. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2.  \n2.3.        Additional Distribution License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a)\tto manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis solely for use in combination with a NXP Product.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b)\tto copy and distribute as needed, solely in connection with an Authorized System and for use in combination with a NXP Product, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4\tSeparate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors on your premises to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors' adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP's licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP's (or its third-party licensor's) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute reports associated with the use of the Licensed Software to anyone other than NXP.  You may advise NXP of any results obtained from your use of the Licensed Software, including any problems or suggested improvements thereof, and NXP retains the right to use such results and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    \nUpon request, you must provide NXP the source code of any derivative of the Licensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your modifications to the Licensed Software, and all intellectual property rights associated with, and title thereto, will be the property of NXP.  You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.  Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification.  Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license to NXP to make, have made, use, sell, offer to sell, import, commercialize, sublicense and reproduce your modifications or derivative works to the Licensed Software without any payment to Licensee. You agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney's fees) related to (1) your use (including your subcontractor's or distributee's use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP'S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including restrictions on certain military end uses and military end users as specified in Section 15 C.F.R. § 744.21 and prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP's goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys' fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  This Agreement will be governed by, construed, and enforced in accordance with the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Licensed Software, and you agree that any litigation will be subject to the exclusive jurisdiction of the courts of Amsterdam, The Netherlands. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP's expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \n          NXP:      \tNXP B.V.\n                      \tHigh Tech Campus 60\n                        \t5656 AG Eindhoven\n                       \t The Netherlands\n                   \tATTN: Legal Department\n \t         \n                         You:              The address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed Software, Licensee consents to use of certain personal information, including but not limited to name, email address, and location, for the purpose of NXP’s internal analysis regarding future software offerings.  NXP’s complete Privacy Statement can be found at: https://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACTICES.\n\n\n \n \n \nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this Agreement with respect to the Greengrass software. If you have an account with AWS that is not in good standing, you may not download, install, use or distribute the Greengrass software. You will comply with all instructions and requirements in any integration documents, guidelines, or other documentation AWS provides. The license to the Greengrass software will immediately terminate without notice if you (a) fail to comply with this Agreement or any other agreement with AWS, (b) fail to make timely payment for any AWS service, (c) fail to implement AWS updates, or (d) bring any action for intellectual property infringement against AWS or any AWS customer utilizing AWS services.  Any dispute or claim relating to your use of the Greengrass software will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product.\n\nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n\nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement obtained directly from Cypress Semiconductor Corporation. \n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n\nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With respect to the Microsoft PlayReady software, you will have the license rights granted in Section 2, provided that you may not use the Microsoft PlayReady software unless you have entered into a Microsoft PlayReady Master Agreement and license directly with Microsoft. \n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the Licensed Software includes proprietary software of MindTree in source code format, Licensee may make modifications and create derivative works only to the extent necessary for debugging of the Licensed Software. \n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto White Balance) software is limited to demonstration, testing, and evaluation only.  In no event may Licensee distribute or sublicense the MM SOLUTIONS software. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from MPEG LA.  \n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP Licensee under any circumstance, even by a signed written amendment to this Agreement. \n\nNXP Wireless Charging Library: License to the Software is limited to use in inductive coupling or wireless charging applications \n\nOpus: Use of Opus software must be consistent with the terms of the Opus license which can be found at: http://www.opus-codec.org/license/ \n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found here: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based on, or copy the Pro Design software, documentation, hardware execution key or the accompanying materials.  Licensee shall not use Pro Design's or any of its licensors names, logos or trademarks to market the Authorized System.  Only NXP customers and distributors are permitted to further redistribute the Pro Design software and only as part of an Authorized System which contains the Pro Design software.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in accordance with the Qualcomm Atheros, Inc. Technology License Agreement that accompanies such software.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real Format Client Code, or OpenMax Optimized Real Format Client code is restricted to applications in the automotive market.  Licensee must be a final manufacturer in good standing with a current license with Real Networks for the commercial use and distribution of products containing the GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not use the RivieraWaves intellectual property licensed under this Agreement if you develop, market, and/or license products similar to such RivieraWaves intellectual property.  Such use constitutes a breach of this Agreement.  Any such use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by SanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to reproduce and distribute this software in source code form from SanDisk.  Please follow these easy steps to obtain the license and software:  \n(1) Contact your local SanDisk sales representative to obtain the SanDisk License Agreement.  \n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA marketing department at 408-542-0403.  The license will be valid when fully executed by SanDisk. \n(3) If you have specific questions, please send an email to sales@sandisk.com \nYou may only use the SanDisk Corporation Licensed Software on products compatible with a SanDisk Secure Digital Card.  You may not use the SanDisk Corporation Licensed Software on any memory device product.  SanDisk retains all rights to any modifications or derivative works to the SanDisk Corporation Licensed Software that you may create. \n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and components is restricted for development of NXP ARM7, ARM9, Cortex-M0, Cortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used consistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler Technologies Licensed Software and related documentation is subject to the following: \n(1) Duration of the license for the Licensed Software is limited to 12 months, unless otherwise specified in the license file. \n(2) The Licensed Software is usable by one user at a time on a single designated computer, unless otherwise agreed by Synopsys.  \n(3) Licensed Software and documentation are to be used only on a designated computer at the designated physical address provided by you on the APEX license form. \n(4) The Licensed Software is not sub-licensable. \n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from TARA Systems.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to NXP SoC based systems that include a compatible connectivity device manufactured by TI.  \n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and associated data and documentation may only be used for evaluation purposes and for demonstration to third parties in integrated form on a board package containing an NXP S32V234 device. Licensee may not distribute or sublicense the TES software. Your license to the TES software may be terminated at any time upon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded within, Authorized Systems that include a Vivante Graphics Processing Unit.  \n",
      "name": "LA_OPT_NXP_Software_License v19 February 2021 clause 2.3"
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      "extractedText": "Apache License\nVersion 2.0, January 2004\n=========================\n\n\nhttp://www.apache.org/licenses/\n\nTERMS AND CONDITIONS FOR USE, REPRODUCTION, AND DISTRIBUTION\n\n1. Definitions.\n\n\"License\" shall mean the terms and conditions for use, reproduction, and\ndistribution as defined by Sections 1 through 9 of this document.\n\n\"Licensor\" shall mean the copyright owner or entity authorized by the copyright\nowner that is granting the License.\n\n\"Legal Entity\" shall mean the union of the acting entity and all other entities\nthat control, are controlled by, or are under common control with that entity.\nFor the purposes of this definition, \"control\" means (i) the power, direct or\nindirect, to cause the direction or management of such entity, whether by\ncontract or otherwise, or (ii) ownership of fifty percent (50%) or more of the\noutstanding shares, or (iii) beneficial ownership of such entity.\n\n\"You\" (or \"Your\") shall mean an individual or Legal Entity exercising permissions\ngranted by this License.\n\n\"Source\" form shall mean the preferred form for making modifications, including\nbut not limited to software source code, documentation source, and configuration\nfiles.\n\n\"Object\" form shall mean any form resulting from mechanical transformation or\ntranslation of a Source form, including but not limited to compiled object code,\ngenerated documentation, and conversions to other media types.\n\n\"Work\" shall mean the work of authorship, whether in Source or Object form, made\navailable under the License, as indicated by a copyright notice that is included\nin or attached to the work (an example is provided in the Appendix below).\n\n\"Derivative Works\" shall mean any work, whether in Source or Object form, that is\nbased on (or derived from) the Work and for which the editorial revisions,\nannotations, elaborations, or other modifications represent, as a whole, an\noriginal work of authorship. For the purposes of this License, Derivative Works\nshall not include works that remain separable from, or merely link (or bind by\nname) to the interfaces of, the Work and Derivative Works thereof.\n\n\"Contribution\" shall mean any work of authorship, including the original version\nof the Work and any modifications or additions to that Work or Derivative Works\nthereof, that is intentionally submitted to Licensor for inclusion in the Work by\nthe copyright owner or by an individual or Legal Entity authorized to submit on\nbehalf of the copyright owner. For the purposes of this definition, \"submitted\"\nmeans any form of electronic, verbal, or written communication sent to the\nLicensor or its representatives, including but not limited to communication on\nelectronic mailing lists, source code control systems, and issue tracking systems\nthat are managed by, or on behalf of, the Licensor for the purpose of discussing\nand improving the Work, but excluding communication that is conspicuously marked\nor otherwise designated in writing by the copyright owner as \"Not a\nContribution.\"\n\n\"Contributor\" shall mean Licensor and any individual or Legal Entity on behalf of\nwhom a Contribution has been received by Licensor and subsequently incorporated\nwithin the Work.\n\n2. Grant of Copyright License. Subject to the terms and conditions of this\nLicense, each Contributor hereby grants to You a perpetual, worldwide,\nnon-exclusive, no-charge, royalty-free, irrevocable copyright license to\nreproduce, prepare Derivative Works of, publicly display, publicly perform,\nsublicense, and distribute the Work and such Derivative Works in Source or Object\nform.\n\n3. Grant of Patent License. Subject to the terms and conditions of this License,\neach Contributor hereby grants to You a perpetual, worldwide, non-exclusive,\nno-charge, royalty-free, irrevocable (except as stated in this section) patent\nlicense to make, have made, use, offer to sell, sell, import, and otherwise\ntransfer the Work, where such license applies only to those patent claims\nlicensable by such Contributor that are necessarily infringed by their\nContribution(s) alone or by combination of their Contribution(s) with the Work to\nwhich such Contribution(s) was submitted. If You institute patent litigation\nagainst any entity (including a cross-claim or counterclaim in a lawsuit)\nalleging that the Work or a Contribution incorporated within the Work constitutes\ndirect or contributory patent infringement, then any patent licenses granted to\nYou under this License for that Work shall terminate as of the date such\nlitigation is filed.\n\n4. Redistribution. You may reproduce and distribute copies of the Work or\nDerivative Works thereof in any medium, with or without modifications, and in\nSource or Object form, provided that You meet the following conditions:\n\n  a. You must give any other recipients of the Work or Derivative Works a copy of\n    this License; and\n\n  b. You must cause any modified files to carry prominent notices stating that\n    You changed the files; and\n\n  c. You must retain, in the Source form of any Derivative Works that You\n    distribute, all copyright, patent, trademark, and attribution notices from\n    the Source form of the Work, excluding those notices that do not pertain to\n    any part of the Derivative Works; and\n\n  d. If the Work includes a \"NOTICE\" text file as part of its distribution, then\n    any Derivative Works that You distribute must include a readable copy of the\n    attribution notices contained within such NOTICE file, excluding those\n    notices that do not pertain to any part of the Derivative Works, in at least\n    one of the following places: within a NOTICE text file distributed as part of\n    the Derivative Works; within the Source form or documentation, if provided\n    along with the Derivative Works; or, within a display generated by the\n    Derivative Works, if and wherever such third-party notices normally appear.\n    The contents of the NOTICE file are for informational purposes only and do\n    not modify the License. You may add Your own attribution notices within\n    Derivative Works that You distribute, alongside or as an addendum to the\n    NOTICE text from the Work, provided that such additional attribution notices\n    cannot be construed as modifying the License.\n\nYou may add Your own copyright statement to Your modifications and may provide\nadditional or different license terms and conditions for use, reproduction, or\ndistribution of Your modifications, or for any such Derivative Works as a whole,\nprovided Your use, reproduction, and distribution of the Work otherwise complies\nwith the conditions stated in this License.\n\n5. Submission of Contributions. Unless You explicitly state otherwise, any\nContribution intentionally submitted for inclusion in the Work by You to the\nLicensor shall be under the terms and conditions of this License, without any\nadditional terms or conditions. Notwithstanding the above, nothing herein shall\nsupersede or modify the terms of any separate license agreement you may have\nexecuted with Licensor regarding such Contributions.\n\n6. Trademarks. This License does not grant permission to use the trade names,\ntrademarks, service marks, or product names of the Licensor, except as required\nfor reasonable and customary use in describing the origin of the Work and\nreproducing the content of the NOTICE file.\n\n7. Disclaimer of Warranty. Unless required by applicable law or agreed to in\nwriting, Licensor provides the Work (and each Contributor provides its\nContributions) on an \"AS IS\" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND,\neither express or implied, including, without limitation, any warranties or\nconditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A\nPARTICULAR PURPOSE. You are solely responsible for determining the\nappropriateness of using or redistributing the Work and assume any risks\nassociated with Your exercise of permissions under this License.\n\n8. Limitation of Liability. In no event and under no legal theory, whether in\ntort (including negligence), contract, or otherwise, unless required by\napplicable law (such as deliberate and grossly negligent acts) or agreed to in\nwriting, shall any Contributor be liable to You for damages, including any\ndirect, indirect, special, incidental, or consequential damages of any character\narising as a result of this License or out of the use or inability to use the\nWork (including but not limited to damages for loss of goodwill, work stoppage,\ncomputer failure or malfunction, or any and all other commercial damages or\nlosses), even if such Contributor has been advised of the possibility of such\ndamages.\n\n9. Accepting Warranty or Additional Liability. While redistributing the Work or\nDerivative Works thereof, You may choose to offer, and charge a fee for,\nacceptance of support, warranty, indemnity, or other liability obligations and/or\nrights consistent with this License. However, in accepting such obligations, You\nmay act only on Your own behalf and on Your sole responsibility, not on behalf of\nany other Contributor, and only if You agree to indemnify, defend, and hold each\nContributor harmless for any liability incurred by, or claims asserted against,\nsuch Contributor by reason of your accepting any such warranty or additional\nliability.\n\nEND OF TERMS AND CONDITIONS\n\nAPPENDIX: How to apply the Apache License to your work\n\nTo apply the Apache License to your work, attach the following boilerplate\nnotice, with the fields enclosed by brackets \"[]\" replaced with your own\nidentifying information. (Don't include the brackets!) The text should be\nenclosed in the appropriate comment syntax for the file format. We also recommend\nthat a file or class name and description of purpose be included on the same\n\"printed page\" as the copyright notice for easier identification within\nthird-party archives.\n\n  Copyright [yyyy] [name of copyright owner] Licensed under the Apache License,\n  Version 2.0 (the \"License\"); you may not use this file except in compliance\n  with the License. You may obtain a copy of the License at\n  http://www.apache.org/licenses/LICENSE-2.0 Unless required by applicable law\n  or agreed to in writing, software distributed under the License is\n  distributed on an \"AS IS\" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY\n  KIND, either express or implied. See the License for the specific language\n  governing permissions and limitations under the License.\n\n--- LLVM Exceptions to the Apache 2.0 License ---\n\nAs an exception, if, as a result of your compiling your source code, portions of\nthis Software are embedded into an Object form of such source code, you may\nredistribute such embedded portions in such Object form without complying with\nthe conditions of Sections 4(a), 4(b) and 4(d) of the License.\n\nIn addition, if you combine or link compiled forms of this Software with software\nthat is licensed under the GPLv2 (\"Combined Software\") and if a court of\ncompetent jurisdiction determines that the patent provision (Section 3), the\nindemnity provision (Section 9) or other Section of the License conflicts with\nthe conditions of the GPLv2, you may retroactively and prospectively choose to\ndeem waived or otherwise exclude such Section(s) of the License, but only in\ntheir entirety and only with respect to the Combined Software.",
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      "extractedText": "LA_OPT_NXP_Software_License v60 February 2025\nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement, and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP’s proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and and NXP USA, Inc., if Licensee is located within the United States or NXP Semiconductors Netherlands B.V., if Licensee if located outside of the United States (“NXP”).  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee’s hardware product which incorporates an NXP Product or (ii) Licensee’s software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4\t\"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor, microcontroller, sensor or digital signal processor) and/or services (e.g. cloud platform services) supplied directly or indirectly from NXP or an NXP Affiliate, unless there is a product specified in the Software Content Register, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)) solely in combination with a NXP Product; and\n(b)\tfor Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software solely for use in combination with a NXP Product. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2. \nYou may demonstrate the Licensed Software to your direct customers as part of an Authorized System so long as such demonstration is directly controlled by you and without prior approval by NXP; however, to all other third parties only if NXP has provided its advance, written approval (e.g. email approval) of your demonstrating the Licensed Software to specified third parties or at specified event(s).  You may not leave the Licensed Software with a direct customer or any other third party at any time. \n2.3.        Additional Distribution License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a)\tto manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis solely for use in combination with a NXP Product.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b)\tto copy and distribute as needed, solely in connection with an Authorized System and for use in combination with a NXP Product, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4\tSeparate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors’ adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP’s licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party licensor’s) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute reports associated with the use of the Licensed Software to anyone other than NXP.  You may advise NXP of any results obtained from your use of the Licensed Software, including any problems or suggested improvements thereof, and NXP retains the right to use such results and related information in any manner it deems appropriate.\n3.9.        Licensee may not use the Licensed Software as data or training input to any artificial intelligence models or machine learning algorithms.\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    \nUpon request, you must provide NXP the source code of any derivative of the Licensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your modifications to the Licensed Software, and all intellectual property rights associated with, and title thereto, will be the property of NXP.  You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.  Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification.  Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license to NXP to make, have made, use, sell, offer to sell, import, commercialize, sublicense and reproduce your modifications or derivative works to the Licensed Software without any payment to Licensee. You agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose,  non-infringement, or any warranty that the Licensed Software is free from vulnerabilities. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney’s fees) related to (1) your use (including your subcontractor’s or distributee’s use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n\n12.        EXPORT COMPLIANCE. \n12.1\tEach party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including restrictions on certain military end uses and military end users as specified in Section 15 C.F.R. § 744.21 and prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n12.2\tProhibition of Export to Russian Federation\n\n(a)\tWith respect to activity that falls under the scope of Article 12g, 12ga of Council Regulation (EU) No 833/2014, or Council Regulation (EU) No 765/2006 (as the case requires), you (a) will not sell, export or re-export, directly or indirectly any item, and (b) will not sell, license or sublicense any intellectual property rights or trade secrets, to the Russian Federation or Belarus, or for use in the Russian Federation or Belarus.\n\n(b)\tYou will ensure that the purpose of paragraph (a) above is not frustrated by any third parties further down the commercial chain, including by either resellers, sublicensees, or both.\n\n(c)\tYou will set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by either resellers, sublicensees, or both, that would frustrate the purpose of paragraph (a).\n\n(d)\tAny violation of paragraphs (a), (b) or (c) will constitute a material breach of this Agreement, and NXP will be entitled to seek appropriate remedies, including, but not limited to: (i) termination of these Terms; (ii) suspension of any of its business relationships with you, youraffiliates or both, until the breach of paragraph (a) above is remedied, and (iii) a plan to remedy the breach.\n\n(e)\tYou will immediately inform NXP about any problems in applying paragraphs (a), (b) or (c), above, including any relevant activities by third parties that could frustrate the purpose of paragraph (a). You will make available to NXPinformation concerning compliance with the obligations under paragraphs (a), (b) and (c) within 2 weeks of the request for information.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP’s goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys’ fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  When Software is licensed by NXP USA, Inc., Licensee agrees that the laws of the State of Texas, USA, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the state or federal courts in Austin, Texas, USA..  When Software is licensed by NXP Semiconductors Netherlands B.V., Licensee agrees that the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the courts in Amsterdam, The Netherlands. Notwithstanding the foregoing, NXP will always be permitted to bring any action or proceedings against Licensee in any other court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP’s expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \nNXP:\t\nNXP B.V.\nHigh Tech Campus 60\n5656 AG Eindhoven\nThe Netherlands\nATTN: Legal Department\n \t         \nYou:\t\nThe address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed Software, Licensee consents to use of certain personal information, including but not limited to name, email address, and location, for the purpose of NXP’s internal analysis regarding future software offerings.  NXP’s complete Privacy Statement can be found at: https://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACTICES.\n \nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n\nAGGIOS, Inc.: EnergyLab LITE and Seed software are distributed by NXP under license from AGGIOS, Inc. Your use of AGGIOS software, as the Licensee, is subject to the following: (i) use of AGGIOS software is limited to object code and Authorized System only; (ii) Licensee may not sublicense the AGGIOS software to any third party; (iii) Licensee is only granted an evaluation license for the Seed software, defined as license to use the Seed software internally for own evaluation purposes, limited to three (3) months. Further rights including but not limited to production deployment must be obtained directly from AGGIOS, Inc. \n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and Licensee may not sublicense the Airbiquity software to any third party. Licensee’s license to use the Airbiquity software expires on June 30, 2026.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  With the exception of the binary library of the Amazon Wake Word Engine for \"Alexa\", all Amazon software is also hereby designated as \"Restricted Program Materials\". Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this Agreement with respect to the Greengrass software. If you have an account with AWS that is not in good standing, you may not download, install, use or distribute the Greengrass software. You will comply with all instructions and requirements in any integration documents, guidelines, or other documentation AWS provides. The license to the Greengrass software will immediately terminate without notice if you (a) fail to comply with this Agreement or any other agreement with AWS, (b) fail to make timely payment for any AWS service, (c) fail to implement AWS updates, or (d) bring any action for intellectual property infringement against AWS or any AWS customer utilizing AWS services.  Any dispute or claim relating to your use of the Greengrass software will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found here: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated documentation is restricted to current Apple MFi licensees in accordance with the terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and only for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer, decompile or dissemble any ARM Toolkit. You agree to abide by any third-party IP requirements, including the relevant license terms where applicable, where such third-party IP is identified in the documentation provided with the ARM Toolkit. You may not copy the Arm Toolkit except solely for archival and backup purposes provided all notices are preserved. Arm disclaims any and all liability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are distributed by NXP under license from Au-Zone Technologies.  Your use of the Licensed Software, examples and related documentation is subject to the following:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED SOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product. Your use of Cadence NatureDSP Libraries whether in source code or in binary is restricted to NXP SoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (\"CEVA\"): The CEVA-SPF2 linear algebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries, CEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such materials may only be used in connection with an NXP product containing the S250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is physically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n\nCoremark:  Use of the Coremark benchmarking software is subject to the following terms and conditions:  https://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n\nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement obtained directly from Cypress Semiconductor Corporation. \n\nElektrobit Automotive GmbH (\"EB\"): EB software must be used consistent with the EB License Terms and Conditions, Version 1.4 (Dec 2019) found here: https://www.elektrobit.com/legal-notice/ .  Licensee is only granted an evaluation license for the EB software, defined as license to use the EB software internally for own evaluation purposes, limited to three (3) months. Production deployment of the EB software using this license is prohibited. See additionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS software product be used in any way that would compete with any product from Fenopix.  License to the CanvasJS software will terminate immediately without notice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you are provided MPEG-H decoding functionality, you understand that NXP will provide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm \n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the terms of the IAR Source License located within the IAR zip package. The IAR Source License applies to linker command files, example projects unless another license is explicitly stated, the cstartup code, low_level_init.c, and some other low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI TS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See https://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application in an End Product, Fraunhofer communication applies, see https://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nLumissil: Use of the Lumissil software constitutes your acceptance of the terms of the Lumissil Software License Agreement.  A link to the agreement is incorporated as follows: https://www.lumissil.com/assets/pdf/support/2023%20Lumissil%20IS3xCG5317%20Software%20License%20Agreement%20NXP.pdf .  The Run-Time Software and Boot ROM Code are without warranty of any kind from NXP or Lumissil, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the Lumissil software, or any systems you design using the such, if any.  For the use of Lumissil software, Lumissil is as a third-party beneficiary of the this Agreement with authority to enforce its rights in the Run-Time Software and Boot ROM Code.\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With respect to the Microsoft PlayReady software, you will have the license rights granted in Section 2, provided that you may not use the Microsoft PlayReady software unless you have entered into a Microsoft PlayReady Master Agreement and license directly with Microsoft. \n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the Licensed Software includes proprietary software of MindTree in source code format, Licensee may make modifications and create derivative works only to the extent necessary for debugging of the Licensed Software. \n\nMM SOLUTIONS EAD:  Use of the following MM SOLUTIONS software is limited to use in conjuncture with NXP Products that have the Imaging Subsystem Processor (ISP) enabled (fusing configuration), as indicated in the applicable data sheet: (i) MMS Tuning Tool; (ii) Camera Development Kit (uGuzzi); (iii) and additional Camera Software. For the purposes of this Agreement, “Camera Software” means: (a) AEC (Auto Exposure Control); (b) AWB (Auto White Balance), (c) Auto Focus; (d) Wide Dynamic Range; (e) LED Flicker Mitigation; and (f) Multi-Camera Harmonization.  In no event may Licensee distribute or sublicense the MM SOLUTIONS software, unless otherwise licensed to do so by issuance of the distribution rights under Section 2.3 of the Agreement. Any further rights must be obtained directly from MM SOLUTIONS directly.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from MPEG LA.  \n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP Licensee under any circumstance, even by a signed written amendment to this Agreement. \n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), VIT Speech to Intent, and Conversa are subject to the terms of Section 2.2 only. Any commercial distribution rights are subject to a separate royalty agreement obtained from NXP.\n\nTogether with the voice communication algorithm Conversa Licensee may get a tuning tool from DevExpress and/or Lightning Chart in form of certain libraries noted as ([name].dll) (“Tool”). Conversa as well as the Tool may only be used by Licensee internally during testing, evaluation or product development solely for tuning purposes of Licensee’s products in connection with Conversa. Any use of Conversa or the Tool outside the scope of this license is strictly prohibited, distributing the Libraries in any form. Licensee may use Conversa in connection with its products only following the execution of a separate royalty agreement with NXP.  \nNXP Wireless Charging Library: License to the Software is limited to use in inductive coupling or wireless charging applications \n\nON Semiconductor: ON Semiconductor AP1302 Image Signal Processor Initialization Binaries must be used consistent with the terms found here: https://github.com/ONSemiconductor/ap1302_binaries/blob/main/AP1302%20Software%20License%20Agreement.pdf\n\nOpus: Use of Opus software must be consistent with the terms of the Opus license which can be found at: http://www.opus-codec.org/license/  \n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found here: http://java.com/license \n\nP&E Micro: P&E Software must be used consistent with the terms found here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf \n\nPro Design Electronic: Licensee may not modify, create derivative works based on, or copy the Pro Design software, documentation, hardware execution key or the accompanying materials.  Licensee shall not use Pro Design's or any of its licensors names, logos or trademarks to market the Authorized System.  Only NXP customers and distributors are permitted to further redistribute the Pro Design software and only as part of an Authorized System which contains the Pro Design software.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in accordance with the Qualcomm Atheros, Inc. Technology License Agreement that accompanies such software.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real Format Client Code, or OpenMax Optimized Real Format Client code is restricted to applications in the automotive market.  Licensee must be a final manufacturer in good standing with a current license with Real Networks for the commercial use and distribution of products containing the GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement, Real-Time Innovations, Inc. software must be used strictly in accordance with Real-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement, available here: https://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not use the RivieraWaves intellectual property licensed under this Agreement if you develop, market, and/or license products similar to such RivieraWaves intellectual property.  Such use constitutes a breach of this Agreement.  Any such use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by SanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to reproduce and distribute this software in source code form from SanDisk.  Please follow these easy steps to obtain the license and software:  \n(1) Contact your local SanDisk sales representative to obtain the SanDisk License Agreement.  \n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA marketing department at 408-542-0403.  The license will be valid when fully executed by SanDisk. \n(3) If you have specific questions, please send an email to sales@sandisk.com \nYou may only use the SanDisk Corporation Licensed Software on products compatible with a SanDisk Secure Digital Card.  You may not use the SanDisk Corporation Licensed Software on any memory device product.  SanDisk retains all rights to any modifications or derivative works to the SanDisk Corporation Licensed Software that you may create. \n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and components is restricted for development of NXP ARM7, ARM9, Cortex-M0, Cortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used consistent with the terms found here: http://www.segger.com/jlink-software.html \n\nSEVENSTAX - Not withstanding anything in this Agreement, SEVENSTAX GmbH software must be used for evaluation purposes only, in strict accordance with the SEVENSTAX License Agreement, available here: https://www.sevenstax.de/fileadmin/documents/SEVENSTAX-NX-ESLA.txt. Any other use, and embedding the software into commercial products, is expressly prohibited.\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related documentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you, the license restrictions and confidentiality obligations in this agreement with respect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a written agreement at least as protective of the Licensed Software as provided in this Agreement. \n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler Technologies Licensed Software and related documentation is subject to the following: \n(1) Duration of the license for the Licensed Software is limited to 12 months, unless otherwise specified in the license file. \n(2) The Licensed Software is usable by one user at a time on a single designated computer, unless otherwise agreed by Synopsys.  \n(3) Licensed Software and documentation are to be used only on a designated computer at the designated physical address provided by you on the APEX license form. \n(4) The Licensed Software is not sub-licensable. \n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this Agreement, you represent and warrant that you will comply with all licenses, agreements, rules and bylaws of the Bluetooth SIG (Special Interest Group ) applicable to the licensed software and documentation and its use which may affect when and if you may take certain actions under licenses granted hereunder.\n \nThe license grant under this Agreement is conditional to you being (i) a Bluetooth SIG Associate member until such time as the specifications for the software are made public to Bluetooth SIG members of any level and (ii) thereafter a Bluetooth SIG member of any level.\n \nNotwithstanding the terms contained in Section 2.3 (a), if the licensed software includes proprietary software in source code format, you may make modifications and create derivative works only to the extent necessary for improving the performance of the source code with the NXP products or your products and for creating enhancements of such products. You may not further sublicense or otherwise distribute the source code, or any modifications or derivatives thereof as stand-alone products.  You will be responsible for qualifying any modifications or derivatives with the Bluetooth SIG and any other qualifying bodies.\n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from TARA Systems.\n\nTeensyduino Core Library:  If the Teensyduino Core Library or documentation is incorporated into a build system that allows selection among a list of target devices, then similar target devices manufactured by PJRC.com must be included in the list of target devices and selectable in the same manner.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to NXP SoC based systems that include a compatible connectivity device manufactured by TI.  \n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and associated data and documentation may only be used for evaluation purposes and for demonstration to third parties in integrated form on a board package containing an NXP S32V234 device. Licensee may not distribute or sublicense the TES software. Your license to the TES software may be terminated at any time upon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded within, Authorized Systems that include a Vivante Graphics Processing Unit.  \n\nWittenstein:  Your use of the SafeRTOS v9.x and Networking Stack, in object form, is limited to your internal testing, evaluation, feedback and development specifically for use with an NXP Product.  Licensee’s license to use and supply the software to you expires on June 25, 2026.  Further rights must be obtained directly from Wittenstein.\n",
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      "extractedText": "LA_OPT_NXP_Software_License v56 April 2024\nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\")\ncompletely. By selecting the \"I Accept\" button at the end of this page, or by\ndownloading, installing, or using the Licensed Software, you indicate that you\naccept the terms of the Agreement, and you acknowledge that you have the\nauthority, for yourself or on behalf of your company, to bind your company to\nthese terms. You may then download or install the file. In the event of a\nconflict between the terms of this Agreement and any license terms and\nconditions for NXP’s proprietary software embedded anywhere in the Licensed\nSoftware file, the terms of this Agreement shall control.  If a separate\nlicense agreement for the Licensed Software has been signed by you and NXP,\nthen that agreement shall govern your use of the Licensed Software and shall\nsupersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized\nrepresentative, or, if you have no employer, you as an individual (\"you\" or\n\"Licensee\"), and and NXP USA, Inc., if Licensee is located within the United\nStates or NXP Semiconductors Netherlands B.V., if Licensee if located outside\nof the United States (“NXP”).  It concerns your rights to use the software\nprovided to you in binary or source code form and any accompanying written\nmaterials (the \"Licensed Software\"). The Licensed Software may include any\nupdates or error corrections or documentation relating to the Licensed Software\nprovided to you by NXP under this Agreement. In consideration for NXP allowing\nyou to access the Licensed Software, you are agreeing to be bound by the terms\nof this Agreement. If you do not agree to all of the terms of this Agreement,\ndo not download or install the Licensed Software. If you change your mind\nlater, stop using the Licensed Software and delete all copies of the Licensed\nSoftware in your possession or control. Any copies of the Licensed Software\nthat you have already distributed, where permitted, and do not destroy will\ncontinue to be governed by this Agreement. Your prior use will also continue to\nbe governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or\nother legal entity that now or hereafter Controls, is Controlled by or is under\ncommon Control with such party; where \"Control\" means the direct or indirect\nownership of greater than fifty percent (50%) of the shares or similar\ninterests entitled to vote for the election of directors or other persons\nperforming similar functions. An entity is considered an Affiliate only so long\nas such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee’s hardware product\nwhich incorporates an NXP Product or (ii) Licensee’s software program which\nis used exclusively in connection with an NXP Product and with which the\nLicensed Software will be integrated.\n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing\nworks.  A work consisting of editorial revisions, annotations, elaborations, or\nother modifications which, as a whole, represent an original work of\nauthorship, is a Derivative Work.\n1.4\t\"Intellectual Property Rights\" means any and all rights under statute,\ncommon law or equity in and under copyrights, trade secrets, and patents\n(including utility models), and analogous rights throughout the world,\nincluding any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor,\nmicrocontroller, sensor or digital signal processor) and/or services (e.g.\ncloud platform services) supplied directly or indirectly from NXP or an NXP\nAffiliate, unless there is a product specified in the Software Content\nRegister, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may\naccompany the Licensed Software which identifies the contents of the Licensed\nSoftware, including but not limited to identification of any Third Party\nSoftware, if any, and may also contain other related information as whether the\nlicense in 2.3 is applicable.\n1.7     \"Third Party Software\" means, any software included in the Licensed\nSoftware that is not NXP proprietary software, and is not open source software,\nand to which different license terms may apply.\n2.       LICENSE GRANT.\n2.1.         If you are not expressly granted the distribution license in\nSection 2.3 in the Software Content Register, then you are only granted the\nrights in Section 2.2 and not in 2.3.  If you are expressly granted the\ndistribution license in Section 2.3 in the Software Content Register, then you\nare granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license, solely for the development of an\nAuthorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works\nprepared under the license in Section 2.2(b)) solely in combination with a NXP\nProduct; and\n(b)\tfor Licensed Software provided to you in source code form (human\nreadable), to prepare Derivative Works of the Licensed Software solely for use\nin combination with a NXP Product.\nYou may not distribute or sublicense the Licensed Software to others under the\nlicense granted in this Section 2.2.\nYou may demonstrate the Licensed Software to your direct customers as part of\nan Authorized System so long as such demonstration is directly controlled by\nyou and without prior approval by NXP; however, to all other third parties only\nif NXP has provided its advance, written approval (e.g. email approval) of your\ndemonstrating the Licensed Software to specified third parties or at specified\nevent(s).  You may not leave the Licensed Software with a direct customer or\nany other third party at any time.\n2.3.        Additional Distribution License.  If expressly authorized in the\nSoftware Content Register, subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license solely in connection with your\nmanufacturing and distribution of an Authorized System:\n(a)\tto manufacture (or have manufactured), distribute, and market the\nLicensed Software (and its Derivative Works prepared under the license in\n2.2(b)) in object code (machine readable format) only as part of, or embedded\nwithin, Authorized Systems and not on a standalone basis solely for use in\ncombination with a NXP Product.  Notwithstanding the foregoing, those files\nmarked as .h files (\"Header files\") may be distributed in source or object code\nform, but only as part of, or embedded within Authorized Systems; and\n(b)\tto copy and distribute as needed, solely in connection with an\nAuthorized System and for use in combination with a NXP Product,\nnon-confidential NXP information provided as part of the Licensed Software for\nthe purpose of maintaining and supporting Authorized Systems with which the\nLicensed Software is integrated.\n2.4\tSeparate license grants to Third Party Software, or other terms\napplicable to the Licensed Software if different from those granted in this\nSection 2, are contained in Appendix A. The Licensed Software may be\naccompanied by a Software Content Register which will identify that portion of\nthe Licensed Software, if any, that is subject to the different terms in\nAppendix A.\n2.5.         You may use subcontractors to exercise your rights under Section\n2.2 and Section 2.3, if any, so long as you have an agreement in place with the\nsubcontractor containing confidentiality restrictions no less stringent than\nthose contained in this Agreement. You will remain liable for your\nsubcontractors’ adherence to the terms of this Agreement and for any and all\nacts and omissions of such subcontractors with respect to this Agreement and\nthe Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.\n3.1.         The licenses granted above in Section 2 only extend to NXP\nIntellectual Property Rights that would be infringed by the unmodified Licensed\nSoftware prior to your preparation of any Derivative Work.\n3.2.         The Licensed Software is licensed to you, not sold. Title to\nLicensed Software delivered hereunder remains vested in NXP or NXP’s licensor\nand cannot be assigned or transferred. You are expressly forbidden from selling\nor otherwise distributing the Licensed Software, or any portion thereof, except\nas expressly permitted herein. This Agreement does not grant to you any implied\nrights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble\nthe Licensed Software except to the extent applicable law specifically\nprohibits such restriction. You must prohibit your subcontractors or customers\n(if distribution is permitted) from translating, reverse engineering,\ndecompiling, or disassembling the Licensed Software except to the extent\napplicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party\nlicensor’s) copyright notices and other proprietary legends on copies of\nLicensed Software.\n3.5.         If you distribute the Licensed Software to the United States\nGovernment, then the Licensed Software is \"restricted computer software\" and is\nsubject to FAR 52.227-19.\n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable,\nperpetual, worldwide, royalty-free, sub-licensable license under your\nIntellectual Property Rights to use without restriction and for any purpose any\nsuggestion, comment or other feedback related to the Licensed Software\n(including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject\nthe Licensed Software to an Excluded License. An Excluded License means any\nlicense that requires, as a condition of use, modification or distribution of\nsoftware subject to the Excluded License, that such software or other software\ncombined and/or distributed with the software be (i) disclosed or distributed\nin source code form; (ii) licensed for the purpose of making Derivative Works;\nor (iii) redistributable at no charge.\n3.8.         You may not publish or distribute reports associated with the use\nof the Licensed Software to anyone other than NXP.  You may advise NXP of any\nresults obtained from your use of the Licensed Software, including any problems\nor suggested improvements thereof, and NXP retains the right to use such\nresults and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed\nSoftware is not licensed under the terms of this Agreement but is instead\nlicensed under the terms of the applicable open source license(s), such as the\nBSD License, Apache License or the GNU Lesser General Public License. Your use\nof the open source software is subject to the terms of each applicable license.\nYou must agree to the terms of each applicable license, or you cannot use the\nopen source software.\n5.       INTELLECTUAL PROPERTY RIGHTS.\nUpon request, you must provide NXP the source code of any derivative of the\nLicensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your\nmodifications to the Licensed Software, and all intellectual property rights\nassociated with, and title thereto, will be the property of NXP.  You agree to\nassign all, and hereby do assign all rights, title, and interest to any such\nmodifications to the Licensed Software to NXP and agree to provide all\nassistance reasonably requested by NXP to establish, preserve or enforce such\nright.  Further, you agree to waive all moral rights relating to your\nmodifications to the Licensed Software, including, without limitation, all\nrights of identification of authorship and all rights of approval, restriction,\nor limitation on use or subsequent modification.  Notwithstanding the\nforegoing, you will have the license rights granted in Section 2 hereto to any\nsuch modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license\nto NXP to make, have made, use, sell, offer to sell, import, commercialize,\nsublicense and reproduce your modifications or derivative works to the Licensed\nSoftware without any payment to Licensee. You agree to provide all assistance\nreasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any\nlicense to any Intellectual Property Right of a third-party that may be\nnecessary for use in connection with technology that is incorporated into the\nAuthorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless\nterminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice\nto NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in\ndefault of any of the terms and conditions of this Agreement, and termination\nis effective if the defaulting party fails to correct such default within 30\ndays after written notice thereof by the non-defaulting party to the defaulting\nparty at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement\nimmediately upon written notice if you: breach any of your confidentiality\nobligations or the license restrictions under this Agreement;  become bankrupt,\ninsolvent, or file a petition for bankruptcy or insolvency; make an assignment\nfor the benefit of its creditors; enter proceedings for winding up or\ndissolution; are dissolved; or are nationalized or become subject to the\nexpropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under\nSection 2 will expire.\n7.5.         After termination of this Agreement by either party   you will\ndestroy all parts of Licensed Software and its Derivative Works (if any) and\nwill provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason,\nthe terms of Sections 1 and 3 through 24 will survive.\n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or\nnew releases of the Licensed Software under this Agreement. If you wish, you\nmay contact NXP and report problems and provide suggestions regarding the\nLicensed Software. NXP has no obligation to respond to such a problem report or\nsuggestion. NXP may make changes to the Licensed Software at any time, without\nany obligation to notify or provide updated versions of the Licensed Software\nto you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly\ndisclaims any warranty for the Licensed Software. The Licensed Software is\nprovided \"AS IS\", without warranty of any kind, either express or implied,\nincluding without limitation the implied warranties of merchantability, fitness\nfor a particular purpose, or non-infringement. You assume the entire risk\narising out of the use or performance of the licensed software, or any systems\nyou design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all\nclaims, liabilities, and costs (including reasonable attorney’s fees) related\nto (1) your use (including your subcontractor’s or distributee’s use, if\npermitted) of the Licensed Software or (2) your violation of the terms and\nconditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF\nSECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS),\nSECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY),\nIN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR\nOTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE\nDAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF\nTIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO\nTHE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL\nCOSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION\nWITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO\nTHE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED\nSOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable\nexport and import control laws and regulations including but not limited to the\nUS Export Administration Regulation (including restrictions on certain military\nend uses and military end users as specified in Section 15 C.F.R. § 744.21 and\nprohibited party lists issued by other federal governments), Catch-all\nregulations and all national and international embargoes. Each party further\nagrees that it will not knowingly transfer, divert, export or re-export,\ndirectly or indirectly, any product, software, including software source code,\nor technology restricted by such regulations or by other applicable national\nregulations, received from the other party under this Agreement, or any direct\nproduct of such software or technical data to any person, firm, entity, country\nor destination to which such transfer, diversion, export or re-export is\nrestricted or prohibited, without obtaining prior written authorization from\nthe applicable competent government authorities to the extent required by those\nlaws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public\nentity, including U.S., state, local, foreign or international governments or\npublic entities, or indirectly via a prime contractor or subcontractor of such\ngovernments or entities, NXP makes no representations, certifications, or\nwarranties whatsoever about compliance with government or public entity\nacquisition statutes or regulations, including, without limitation, statutes or\nregulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a\n\"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of\n\"Commercial Computer Software\", and/or \"Commercial Computer Software\nDocumentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48\nC.F.R. Section 227.7202, as applicable) and may only be licensed to or shared\nwith U.S. Government end users in object code form as part of, or embedded\nwithin, Authorized Systems. Any agreement pursuant to which you share the\nLicensed Software will include a provision that reiterates the limitations of\nthis document and requires all sub-agreements to similarly contain such\nlimitations.\n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain\nsoftware for use in the development of, or for incorporation into, products or\nservices (a) used in applications requiring fail-safe performance or (b) in\nwhich failure could lead to death, personal injury, or severe physical or\nenvironmental damage (these products and services are referred to as \"Critical\nApplications\"). NXP’s goal is to educate customers so that they can design\ntheir own end-product solutions to meet applicable functional safety standards\nand requirements. Licensee makes the ultimate design decisions regarding its\nproducts and is solely responsible for compliance with all legal, regulatory,\nsafety, and security related requirements concerning its products, regardless\nof any information or support that may be provided by NXP. As such, Licensee\nassumes all risk related to use of the Licensed Software in Critical\nApplications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL\nAPPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP\nharmless from any claims, liabilities, damages and associated costs and\nexpenses (including attorneys’ fees) that NXP may incur related to\nLicensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  When Software is licensed by NXP USA, Inc.,\nLicensee agrees that the laws of the State of Texas, USA, without regard to\nconflicts of laws principles, will apply to all matters relating to this\nAgreement or the Software, and Licensee agrees that any litigation will be\nsubject to the exclusive jurisdiction of the state or federal courts in Austin,\nTexas, USA..  When Software is licensed by NXP Semiconductors Netherlands B.V.,\nLicensee agrees that the laws of The Netherlands, without regard to conflicts\nof laws principles, will apply to all matters relating to this Agreement or the\nSoftware, and Licensee agrees that any litigation will be subject to the\nexclusive jurisdiction of the courts in Amsterdam, The Netherlands.\nNotwithstanding the foregoing, NXP will always be permitted to bring any action\nor proceedings against Licensee in any other court of competent jurisdiction.\nThe United Nations Convention on Contracts for the International Sale of Goods\nwill not apply to this document.\n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and\nrestrictions contained herein, you must treat the Licensed Software as\nconfidential information and you agree to retain the Licensed Software in\nconfidence perpetually. You may not disclose any part of the Licensed Software\nto anyone other than distributees in accordance with Section 2.3 and employees,\nor subcontractors in accordance with Section 2.5, who have a need to know of\nthe Licensed Software and who have executed written agreements obligating them\nto protect such Licensed Software to at least the same degree of\nconfidentiality as in this Agreement. You agree to use the same degree of care,\nbut no less than a reasonable degree of care, with the Licensed Software as you\ndo with your own confidential information. You may disclose Licensed Software\nto the extent required by a court or under operation of law or order provided\nthat you notify NXP of such requirement prior to disclosure, which you only\ndisclose the minimum of the required information, and that you allow NXP the\nopportunity to object to such court or other legal body requiring such\ndisclosure.\n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand\nnames, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement\nbetween you and NXP regarding the subject matter of this Agreement, and\nsupersedes all prior communications, negotiations, understandings, agreements\nor representations, either written or oral, if any. This Agreement may only be\namended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any\nreason to be invalid or unenforceable, then the remaining provisions of this\nAgreement will be unimpaired and, unless a modification or replacement of the\ninvalid or unenforceable provision is further held to deprive you or NXP of a\nmaterial benefit, in which case the Agreement will immediately terminate, the\ninvalid or unenforceable provision will be replaced with a provision that is\nvalid and enforceable and that comes closest to the intention underlying the\ninvalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this\nAgreement will not operate or be construed as a waiver of any other or a\nsubsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect\nto your compliance with the limited license rights granted under this Agreement\nfor three years following expiration or termination of this Agreement. NXP will\nhave the right, either itself or through an independent certified public\naccountant to examine and audit, at NXP’s expense, not more than once a year,\nand during normal business hours, all such records that may bear upon your\ncompliance with the limited license rights granted above. You must make prompt\nadjustment to compensate for any errors and/or omissions disclosed by such\nexamination or audit.\n22.        NOTICES.             All notices and communications under this\nAgreement will be made in writing, and will be effective when received at the\nfollowing addresses:\nNXP:\nNXP B.V.\nHigh Tech Campus 60\n5656 AG Eindhoven\nThe Netherlands\nATTN: Legal Department\n\nYou:\nThe address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent\ncontractors. Nothing in this Agreement will be construed to create any\npartnership, joint venture, or similar relationship. Neither party is\nauthorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and\ninure to the benefit of the parties and their permitted successors and assigns.\n You may not assign this Agreement, or any part of this Agreement, without the\nprior written approval of NXP, which approval will not be unreasonably withheld\nor delayed. NXP may assign this Agreement, or any part of this Agreement, in\nits sole discretion.\n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed\nSoftware, Licensee consents to use of certain personal information, including\nbut not limited to name, email address, and location, for the purpose of\nNXP’s internal analysis regarding future software offerings.  NXP’s\ncomplete Privacy Statement can be found at:\nhttps://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACT\nICES.\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which\nis either 1) Third Party Software or 2) NXP proprietary software subject to\ndifferent terms than those in the Agreement. If the Software Content Register\nthat accompanies the Licensed Software identifies any of the following Third\nParty Software or specific components of the NXP proprietary software, the\nfollowing terms apply to the extent they deviate from the terms in the\nAgreement:\n\nAGGIOS, Inc.: EnergyLab LITE and Seed software are distributed by NXP under\nlicense from AGGIOS, Inc. Your use of AGGIOS software, as the Licensee, is\nsubject to the following: (i) use of AGGIOS software is limited to object code\nand Authorized System only; (ii) Licensee may not sublicense the AGGIOS\nsoftware to any third party; (iii) Licensee is only granted an evaluation\nlicense for the Seed software, defined as license to use the Seed software\ninternally for own evaluation purposes, limited to three (3) months. Further\nrights including but not limited to production deployment must be obtained\ndirectly from AGGIOS, Inc.\n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and\nLicensee may not sublicense the Airbiquity software to any third party.\nLicensee’s license to use the Airbiquity software expires on June 30, 2024.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of\nthe Amazon Program Materials License Agreement (including the AVS Component\nSchedule, if applicable), located at\nhttps://developer.amazon.com/support/legal/pml.  All Amazon software is hereby\ndesignated \"Amazon confidential\".  With the exception of the binary library of\nthe Amazon Wake Word Engine for \"Alexa\", all Amazon software is also hereby\ndesignated as \"Restricted Program Materials\". Amazon is a third-party\nbeneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this\nAgreement with respect to the Greengrass software. If you have an account with\nAWS that is not in good standing, you may not download, install, use or\ndistribute the Greengrass software. You will comply with all instructions and\nrequirements in any integration documents, guidelines, or other documentation\nAWS provides. The license to the Greengrass software will immediately terminate\nwithout notice if you (a) fail to comply with this Agreement or any other\nagreement with AWS, (b) fail to make timely payment for any AWS service, (c)\nfail to implement AWS updates, or (d) bring any action for intellectual\nproperty infringement against AWS or any AWS customer utilizing AWS services.\nAny dispute or claim relating to your use of the Greengrass software will be\nresolved by binding arbitration, rather than in court, except that you may\nassert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found\nhere: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of,\nor embedded within, Authorized Systems that include an Amphion Video Decoder.\n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated\ndocumentation is restricted to current Apple MFi licensees in accordance with\nthe terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API\nsoftware to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and\nonly for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer,\ndecompile or dissemble any ARM Toolkit. You agree to abide by any third-party\nIP requirements, including the relevant license terms where applicable, where\nsuch third-party IP is identified in the documentation provided with the ARM\nToolkit. You may not copy the Arm Toolkit except solely for archival and backup\npurposes provided all notices are preserved. Arm disclaims any and all\nliability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration\nonly.  Permitted distributions must be similarly limited. Further rights must\nbe obtained directly from Atheros.\n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within,\nAuthorized Systems that include a ATI graphics processor core.\n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are\ndistributed by NXP under license from Au-Zone Technologies.  Your use of the\nLicensed Software, examples and related documentation is subject to the\nfollowing:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED\nSOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted\nto Authorized Systems that incorporate a compatible integrated circuit device\nmanufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to\ndistribution only of one copy per single NXP Product. The license granted\nherein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does\nnot include a license to the AAC family of technologies which you or your\ncustomer may need to obtain. Configuration tool outputs may only be distributed\nby licensees of the relevant Cadence SDK and distribution is limited to\ndistribution of one copy embedded in a single NXP Product. Your use of Cadence\nNatureDSP Libraries whether in source code or in binary is restricted to NXP\nSoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (\"CEVA\"): The CEVA-SPF2 linear\nalgebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries,\nCEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such\nmaterials may only be used in connection with an NXP product containing the\nS250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is\nphysically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to\nevaluation, demonstration, or certification testing only. Permitted\ndistributions must be similarly limited. Further rights, including but not\nlimited to ANY commercial distribution rights, must be obtained directly from\nCirque Corporation.\n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation\nand demonstration only.  Permitted distributions must be similarly limited.\nFurther rights must be obtained from Dolby Laboratories.\n\nCoremark:  Use of the Coremark benchmarking software is subject to the\nfollowing terms and conditions:\nhttps://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to\nevaluation and demonstration only.  Permitted distributions must be similarly\nlimited.  Further rights must be obtained directly from CSR.\n\nCrank: Use of Crank Software Inc. software is limited to evaluation and\ndemonstration only. Permitted distributions must be similarly limited. Further\nrights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in\naccordance with the Cypress IOT Community License Agreement obtained directly\nfrom Cypress Semiconductor Corporation.\n\nElektrobit Automotive GmbH (\"EB\"): EB software must be used consistent with the\nEB License Terms and Conditions, Version 1.4 (Dec 2019) found here:\nhttps://www.elektrobit.com/legal-notice/ .  Licensee is only granted an\nevaluation license for the EB software, defined as license to use the EB\nsoftware internally for own evaluation purposes, limited to three (3) months.\nProduction deployment of the EB software using this license is prohibited. See\nadditionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject\nto the acceptance of the license conditions described in the LICENSE.INFO file\ndistributed with all example projects and in the documentation and the\nadditional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative\npurpose, including the publication of any form of run time or compile time\nmetric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS\nsoftware product be used in any way that would compete with any product from\nFenopix.  License to the CanvasJS software will terminate immediately without\nnotice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you\nare provided MPEG-H decoding functionality, you understand that NXP will\nprovide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices\nInternational software must be used consistent with the terms found here:\nhttp://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is\nlimited to evaluation and demonstration only.  Permitted distributions must be\nsimilarly limited.  Further rights must be obtained from Global Locate.\n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the\nterms of the IAR Source License located within the IAR zip package. The IAR\nSource License applies to linker command files, example projects unless another\nlicense is explicitly stated, the cstartup code, low_level_init.c, and some\nother low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI\nTS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See\nhttps://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application\nin an End Product, Fraunhofer communication applies, see\nhttps://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nLumissil: Use of the Lumissil software constitutes your acceptance of the terms\nof the Lumissil Software License Agreement.  A link to the agreement is\nincorporated as follows:\nhttps://www.lumissil.com/assets/pdf/support/2023%20Lumissil%20IS3xCG5317%20Softw\nare%20License%20Agreement%20NXP.pdf .  The Run-Time Software and Boot ROM Code\nare without warranty of any kind from NXP or Lumissil, either express or\nimplied, including without limitation the implied warranties of\nmerchantability, fitness for a particular purpose, or non-infringement. You\nassume the entire risk arising out of the use or performance of the Lumissil\nsoftware, or any systems you design using the such, if any.  For the use of\nLumissil software, Lumissil is as a third-party beneficiary of the this\nAgreement with authority to enforce its rights in the Run-Time Software and\nBoot ROM Code.\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software\nincludes software owned by Microsoft Corporation (\"Microsoft\"), it is subject\nto the terms of your license with Microsoft (the \"Microsoft Underlying Licensed\nSoftware\") and as such, NXP grants no license to you, beyond evaluation and\ndemonstration in connection with NXP processors, in the Microsoft Underlying\nLicensed Software.  You must separately obtain rights beyond evaluation and\ndemonstration in connection with the Microsoft Underlying Licensed Software\nfrom Microsoft. Microsoft does not provide support services for the components\nprovided to you through this Agreement.  If you have any questions or require\ntechnical assistance, please contact NXP.  Microsoft Corporation is a third\nparty beneficiary to this Agreement with the right to enforce the terms of this\nAgreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS\nAFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED\nSOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS\nAFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY\nDIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES,\nINCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME,\nINCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING\nFROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With\nrespect to the Microsoft PlayReady software, you will have the license rights\ngranted in Section 2, provided that you may not use the Microsoft PlayReady\nsoftware unless you have entered into a Microsoft PlayReady Master Agreement\nand license directly with Microsoft.\n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the\nLicensed Software includes proprietary software of MindTree in source code\nformat, Licensee may make modifications and create derivative works only to the\nextent necessary for debugging of the Licensed Software.\n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto\nWhite Balance) software is limited to demonstration, testing, and evaluation\nonly.  In no event may Licensee distribute or sublicense the MM SOLUTIONS\nsoftware. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from MPEG LA.\n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP\nLicensee under any circumstance, even by a signed written amendment to this\nAgreement.\n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), VIT Speech to\nIntent, and Conversa may be used for evaluation or demonstration purposes only.\nAny commercial distribution rights are subject to a separate royalty agreement\nobtained from NXP.\n\nNXP Wireless Charging Library: License to the Software is limited to use in\ninductive coupling or wireless charging applications\n\nON Semiconductor: ON Semiconductor AP1302 Image Signal Processor Initialization\nBinaries must be used consistent with the terms found here:\nhttps://github.com/ONSemiconductor/ap1302_binaries/blob/main/AP1302%20Software%2\n0License%20Agreement.pdf\n\nOpus: Use of Opus software must be consistent with the terms of the Opus\nlicense which can be found at: http://www.opus-codec.org/license/\n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found\nhere: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here:\nhttp://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based\non, or copy the Pro Design software, documentation, hardware execution key or\nthe accompanying materials.  Licensee shall not use Pro Design's or any of its\nlicensors names, logos or trademarks to market the Authorized System.  Only NXP\ncustomers and distributors are permitted to further redistribute the Pro Design\nsoftware and only as part of an Authorized System which contains the Pro Design\nsoftware.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm\nAtheros, Inc. Wi-Fi software must be used strictly in accordance with the\nQualcomm Atheros, Inc. Technology License Agreement that accompanies such\nsoftware.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or\nOpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real\nFormat Client Code, or OpenMax Optimized Real Format Client code is restricted\nto applications in the automotive market.  Licensee must be a final\nmanufacturer in good standing with a current license with Real Networks for the\ncommercial use and distribution of products containing the GStreamer Optimized\nReal Format Client Code implementation or OpenMax Optimized Real Format Client\nCode\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement,\nReal-Time Innovations, Inc. software must be used strictly in accordance with\nReal-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement,\navailable here:\nhttps://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation\n_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not\nuse the RivieraWaves intellectual property licensed under this Agreement if you\ndevelop, market, and/or license products similar to such RivieraWaves\nintellectual property.  Such use constitutes a breach of this Agreement.  Any\nsuch use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by\nSanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to\nreproduce and distribute this software in source code form from SanDisk.\nPlease follow these easy steps to obtain the license and software:\n(1) Contact your local SanDisk sales representative to obtain the SanDisk\nLicense Agreement.\n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA\nmarketing department at 408-542-0403.  The license will be valid when fully\nexecuted by SanDisk.\n(3) If you have specific questions, please send an email to sales@sandisk.com\nYou may only use the SanDisk Corporation Licensed Software on products\ncompatible with a SanDisk Secure Digital Card.  You may not use the SanDisk\nCorporation Licensed Software on any memory device product.  SanDisk retains\nall rights to any modifications or derivative works to the SanDisk Corporation\nLicensed Software that you may create.\n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and\ncomponents is restricted for development of NXP ARM7, ARM9, Cortex-M0,\nCortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used\nconsistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSEVENSTAX - Not withstanding anything in this Agreement, SEVENSTAX GmbH\nsoftware must be used for evaluation purposes only, in strict accordance with\nthe SEVENSTAX License Agreement, available here:\nhttps://www.sevenstax.de/fileadmin/documents/SEVENSTAX-NX-ESLA.txt. Any other\nuse, and embedding the software into commercial products, is expressly\nprohibited.\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related\ndocumentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you,\nthe license restrictions and confidentiality obligations in this agreement with\nrespect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a\nwritten agreement at least as protective of the Licensed Software as provided\nin this Agreement.\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler\nTechnologies Licensed Software and related documentation is subject to the\nfollowing:\n(1) Duration of the license for the Licensed Software is limited to 12 months,\nunless otherwise specified in the license file.\n(2) The Licensed Software is usable by one user at a time on a single\ndesignated computer, unless otherwise agreed by Synopsys.\n(3) Licensed Software and documentation are to be used only on a designated\ncomputer at the designated physical address provided by you on the APEX license\nform.\n(4) The Licensed Software is not sub-licensable.\n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this\nAgreement, you represent and warrant that you will comply with all licenses,\nagreements, rules and bylaws of the Bluetooth SIG (Special Interest Group )\napplicable to the licensed software and documentation and its use which may\naffect when and if you may take certain actions under licenses granted\nhereunder.\n\nThe license grant under this Agreement is conditional to you being (i) a\nBluetooth SIG Associate member until such time as the specifications for the\nsoftware are made public to Bluetooth SIG members of any level and (ii)\nthereafter a Bluetooth SIG member of any level.\n\nNotwithstanding the terms contained in Section 2.3 (a), if the licensed\nsoftware includes proprietary software in source code format, you may make\nmodifications and create derivative works only to the extent necessary for\nimproving the performance of the source code with the NXP products or your\nproducts and for creating enhancements of such products. You may not further\nsublicense or otherwise distribute the source code, or any modifications or\nderivatives thereof as stand-alone products.  You will be responsible for\nqualifying any modifications or derivatives with the Bluetooth SIG and any\nother qualifying bodies.\n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from TARA Systems.\n\nTeensyduino Core Library:  If the Teensyduino Core Library or documentation is\nincorporated into a build system that allows selection among a list of target\ndevices, then similar target devices manufactured by PJRC.com must be included\nin the list of target devices and selectable in the same manner.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software\nis restricted to NXP SoC based systems that include a compatible connectivity\ndevice manufactured by TI.\n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and\nassociated data and documentation may only be used for evaluation purposes and\nfor demonstration to third parties in integrated form on a board package\ncontaining an NXP S32V234 device. Licensee may not distribute or sublicense the\nTES software. Your license to the TES software may be terminated at any time\nupon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded\nwithin, Authorized Systems that include a Vivante Graphics Processing Unit.",
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      "licenseId": "LicenseRef-cd858885-416a-484e-88d3-1166200aa439",
      "extractedText": "LA_OPT_NXP_Software_License v17 October 2020 \nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP's proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and NXP B.V. (\"NXP\").  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee's hardware product which incorporates an NXP Product or (ii) Licensee's software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4\t\"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor, microcontroller, sensor or digital signal processor) supplied directly or indirectly from NXP or an NXP Affiliate, unless there is a product specified in the Software Content Register, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)) solely in combination with a NXP Product; and\n(b)\tfor Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software solely for use in combination with a NXP Product. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2.  \n2.3.        Additional Distribution License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a)\tto manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis solely for use in combination with a NXP Product.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b)\tto copy and distribute as needed, solely in connection with an Authorized System and for use in combination with a NXP Product, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4\tSeparate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors on your premises to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors' adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP's licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP's (or its third-party licensor's) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute reports associated with the use of the Licensed Software to anyone other than NXP.  You may advise NXP of any results obtained from your use of the Licensed Software, including any problems or suggested improvements thereof, and NXP retains the right to use such results and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    \nUpon request, you must provide NXP the source code of any derivative of the Licensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your modifications to the Licensed Software, and all intellectual property rights associated with, and title thereto, will be the property of NXP.  You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.  Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification.  Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license to NXP to make, have made, use, sell, offer to sell, import, commercialize, sublicense and reproduce your modifications or derivative works to the Licensed Software without any payment to Licensee. You agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney's fees) related to (1) your use (including your subcontractor's or distributee's use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP'S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including restrictions on certain military end uses and military end users as specified in Section 15 C.F.R. § 744.21 and prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP's goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys' fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  This Agreement will be governed by, construed, and enforced in accordance with the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Licensed Software, and you agree that any litigation will be subject to the exclusive jurisdiction of the courts of Amsterdam, The Netherlands. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP's expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \n          NXP:      \tNXP B.V.\n                      \tHigh Tech Campus 60\n                        \t5656 AG Eindhoven\n                       \t The Netherlands\n                   \tATTN: Legal Department\n \nYou:              The address provided at registration will be used.\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed Software, Licensee consents to use of certain personal information, including but not limited to name, email address, and location, for the purpose of NXP’s internal analysis regarding future software offerings.  NXP’s complete Privacy Statement can be found at: https://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACTICES.\n\n\n \n \n \nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product.\n\nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n\nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement located at https://community.cypress.com/terms-and-conditions!input.jspa?displayOnly=true.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n\nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With respect to the Microsoft PlayReady software, you will have the license rights granted in Section 2, provided that you may not use the Microsoft PlayReady software unless you have entered into a Microsoft PlayReady Master Agreement and license directly with Microsoft. \n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the Licensed Software includes proprietary software of MindTree in source code format, Licensee may make modifications and create derivative works only to the extent necessary for debugging of the Licensed Software. \n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto White Balance) software is limited to demonstration, testing, and evaluation only.  In no event may Licensee distribute or sublicense the MM SOLUTIONS software. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from MPEG LA.  \n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP Licensee under any circumstance, even by a signed written amendment to this Agreement. \n\nNXP Wireless Charging Library: License to the Software is limited to use in inductive coupling or wireless charging applications \n\nOpus: Use of Opus software must be consistent with the terms of the Opus license which can be found at: http://www.opus-codec.org/license/ \n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found here: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based on, or copy the Pro Design software, documentation, hardware execution key or the accompanying materials.  Licensee shall not use Pro Design's or any of its licensors names, logos or trademarks to market the Authorized System.  Only NXP customers and distributors are permitted to further redistribute the Pro Design software and only as part of an Authorized System which contains the Pro Design software.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in accordance with the Qualcomm Atheros, Inc. Technology License Agreement that accompanies such software.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real Format Client Code, or OpenMax Optimized Real Format Client code is restricted to applications in the automotive market.  Licensee must be a final manufacturer in good standing with a current license with Real Networks for the commercial use and distribution of products containing the GStreamer Optimized Real Format Client Code implementation or OpenMax Optimized Real Format Client Code\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not use the RivieraWaves intellectual property licensed under this Agreement if you develop, market, and/or license products similar to such RivieraWaves intellectual property.  Such use constitutes a breach of this Agreement.  Any such use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by SanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to reproduce and distribute this software in source code form from SanDisk.  Please follow these easy steps to obtain the license and software:  \n(1) Contact your local SanDisk sales representative to obtain the SanDisk License Agreement.  \n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA marketing department at 408-542-0403.  The license will be valid when fully executed by SanDisk. \n(3) If you have specific questions, please send an email to sales@sandisk.com \nYou may only use the SanDisk Corporation Licensed Software on products compatible with a SanDisk Secure Digital Card.  You may not use the SanDisk Corporation Licensed Software on any memory device product.  SanDisk retains all rights to any modifications or derivative works to the SanDisk Corporation Licensed Software that you may create. \n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and components is restricted for development of NXP ARM7, ARM9, Cortex-M0, Cortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used consistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler Technologies Licensed Software and related documentation is subject to the following: \n(1) Duration of the license for the Licensed Software is limited to 12 months, unless otherwise specified in the license file. \n(2) The Licensed Software is usable by one user at a time on a single designated computer, unless otherwise agreed by Synopsys.  \n(3) Licensed Software and documentation are to be used only on a designated computer at the designated physical address provided by you on the APEX license form. \n(4) The Licensed Software is not sub-licensable. \n\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from TARA Systems.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to NXP SoC based systems that include a compatible connectivity device manufactured by TI.  \n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and associated data and documentation may only be used for evaluation purposes and for demonstration to third parties in integrated form on a board package containing an NXP S32V234 device. Licensee may not distribute or sublicense the TES software. Your license to the TES software may be terminated at any time upon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded within, Authorized Systems that include a Vivante Graphics Processing Unit.  \n",
      "name": "LA_OPT_NXP_Software_License v17 October 2020 clause 2.3"
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      "licenseId": "LicenseRef-d1ff3cc0-134d-4339-9a4d-8a0edc9d2788",
      "extractedText": "The GNU General Public License v2.0 w/Linux-syscall-note\n========================================================\n\nNOTE! This copyright does *not* cover user programs that use kernel services by\nnormal system calls - this is merely considered normal use of the kernel, and\ndoes *not* fall under the heading of \"derived work\". Also note that the GPL below\nis copyrighted by the Free Software Foundation, but the instance of code that it\nrefers to (the Linux kernel) is copyrighted by me and others who actually wrote\nit.\n\nAlso note that the only valid version of the GPL as far as the kernel is\nconcerned is _this_ particular version of the license (ie v2, not v2.2 or v3.x or\nwhatever), unless explicitly otherwise stated.\n\nLinus Torvalds\n\n\nVersion 2, June 1991\n--------------------\n\nCopyright (C) 1989, 1991 Free Software Foundation, Inc.\n59 Temple Place, Suite 330, Boston, MA 02111-1307 USA\n\nEveryone is permitted to copy and distribute verbatim copies\nof this license document, but changing it is not allowed.\n\nPreamble\n\nThe licenses for most software are designed to take away your freedom to share\nand change it. By contrast, the GNU General Public License is intended to\nguarantee your freedom to share and change free software--to make sure the\nsoftware is free for all its users. This General Public License applies to most\nof the Free Software Foundation's software and to any other program whose authors\ncommit to using it. (Some other Free Software Foundation software is covered by\nthe GNU Library General Public License instead.) You can apply it to your\nprograms, too.\n\nWhen we speak of free software, we are referring to freedom, not price. Our\nGeneral Public Licenses are designed to make sure that you have the freedom to\ndistribute copies of free software (and charge for this service if you wish),\nthat you receive source code or can get it if you want it, that you can change\nthe software or use pieces of it in new free programs; and that you know you can\ndo these things.\n\nTo protect your rights, we need to make restrictions that forbid anyone to deny\nyou these rights or to ask you to surrender the rights. These restrictions\ntranslate to certain responsibilities for you if you distribute copies of the\nsoftware, or if you modify it.\n\nFor example, if you distribute copies of such a program, whether gratis or for a\nfee, you must give the recipients all the rights that you have. You must make\nsure that they, too, receive or can get the source code. And you must show them\nthese terms so they know their rights.\n\nWe protect your rights with two steps: (1) copyright the software, and (2) offer\nyou this license which gives you legal permission to copy, distribute and/or\nmodify the software.\n\nAlso, for each author's protection and ours, we want to make certain that\neveryone understands that there is no warranty for this free software. If the\nsoftware is modified by someone else and passed on, we want its recipients to\nknow that what they have is not the original, so that any problems introduced by\nothers will not reflect on the original authors' reputations.\n\nFinally, any free program is threatened constantly by software patents. We wish\nto avoid the danger that redistributors of a free program will individually\nobtain patent licenses, in effect making the program proprietary. To prevent\nthis, we have made it clear that any patent must be licensed for everyone's free\nuse or not licensed at all.\n\nThe precise terms and conditions for copying, distribution and modification\nfollow.\n\nTERMS AND CONDITIONS FOR COPYING, DISTRIBUTION AND MODIFICATION\n\n0. This License applies to any program or other work which contains a notice\nplaced by the copyright holder saying it may be distributed under the terms of\nthis General Public License. The \"Program\", below, refers to any such program or\nwork, and a \"work based on the Program\" means either the Program or any\nderivative work under copyright law: that is to say, a work containing the\nProgram or a portion of it, either verbatim or with modifications and/or\ntranslated into another language. (Hereinafter, translation is included without\nlimitation in the term \"modification\".) Each licensee is addressed as \"you\".\n\nActivities other than copying, distribution and modification are not covered by\nthis License; they are outside its scope. The act of running the Program is not\nrestricted, and the output from the Program is covered only if its contents\nconstitute a work based on the Program (independent of having been made by\nrunning the Program). Whether that is true depends on what the Program does.\n\n1. You may copy and distribute verbatim copies of the Program's source code as\nyou receive it, in any medium, provided that you conspicuously and appropriately\npublish on each copy an appropriate copyright notice and disclaimer of warranty;\nkeep intact all the notices that refer to this License and to the absence of any\nwarranty; and give any other recipients of the Program a copy of this License\nalong with the Program.\n\nYou may charge a fee for the physical act of transferring a copy, and you may at\nyour option offer warranty protection in exchange for a fee.\n\n2. You may modify your copy or copies of the Program or any portion of it, thus\nforming a work based on the Program, and copy and distribute such modifications\nor work under the terms of Section 1 above, provided that you also meet all of\nthese conditions:\n\n      a) You must cause the modified files to carry prominent notices stating\n      that you changed the files and the date of any change.\n\n      b) You must cause any work that you distribute or publish, that in whole or\n      in part contains or is derived from the Program or any part thereof, to be\n      licensed as a whole at no charge to all third parties under the terms of\n      this License.\n\n      c) If the modified program normally reads commands interactively when run,\n      you must cause it, when started running for such interactive use in the\n      most ordinary way, to print or display an announcement including an\n      appropriate copyright notice and a notice that there is no warranty (or\n      else, saying that you provide a warranty) and that users may redistribute\n      the program under these conditions, and telling the user how to view a copy\n      of this License. (Exception: if the Program itself is interactive but does\n      not normally print such an announcement, your work based on the Program is\n      not required to print an announcement.)\n\nThese requirements apply to the modified work as a whole. If identifiable\nsections of that work are not derived from the Program, and can be reasonably\nconsidered independent and separate works in themselves, then this License, and\nits terms, do not apply to those sections when you distribute them as separate\nworks. But when you distribute the same sections as part of a whole which is a\nwork based on the Program, the distribution of the whole must be on the terms of\nthis License, whose permissions for other licensees extend to the entire whole,\nand thus to each and every part regardless of who wrote it.\n\nThus, it is not the intent of this section to claim rights or contest your rights\nto work written entirely by you; rather, the intent is to exercise the right to\ncontrol the distribution of derivative or collective works based on the Program.\n\nIn addition, mere aggregation of another work not based on the Program with the\nProgram (or with a work based on the Program) on a volume of a storage or\ndistribution medium does not bring the other work under the scope of this\nLicense.\n\n3. You may copy and distribute the Program (or a work based on it, under Section\n2) in object code or executable form under the terms of Sections 1 and 2 above\nprovided that you also do one of the following:\n\n      a) Accompany it with the complete corresponding machine-readable source\n      code, which must be distributed under the terms of Sections 1 and 2 above\n      on a medium customarily used for software interchange; or,\n\n      b) Accompany it with a written offer, valid for at least three years, to\n      give any third party, for a charge no more than your cost of physically\n      performing source distribution, a complete machine-readable copy of the\n      corresponding source code, to be distributed under the terms of Sections 1\n      and 2 above on a medium customarily used for software interchange; or,\n\n      c) Accompany it with the information you received as to the offer to\n      distribute corresponding source code. (This alternative is allowed only for\n      noncommercial distribution and only if you received the program in object\n      code or executable form with such an offer, in accord with Subsection b\n      above.)\n\nThe source code for a work means the preferred form of the work for making\nmodifications to it. For an executable work, complete source code means all the\nsource code for all modules it contains, plus any associated interface definition\nfiles, plus the scripts used to control compilation and installation of the\nexecutable. However, as a special exception, the source code distributed need not\ninclude anything that is normally distributed (in either source or binary form)\nwith the major components (compiler, kernel, and so on) of the operating system\non which the executable runs, unless that component itself accompanies the\nexecutable.\n\nIf distribution of executable or object code is made by offering access to copy\nfrom a designated place, then offering equivalent access to copy the source code\nfrom the same place counts as distribution of the source code, even though third\nparties are not compelled to copy the source along with the object code.\n\n4. You may not copy, modify, sublicense, or distribute the Program except as\nexpressly provided under this License. Any attempt otherwise to copy, modify,\nsublicense or distribute the Program is void, and will automatically terminate\nyour rights under this License. However, parties who have received copies, or\nrights, from you under this License will not have their licenses terminated so\nlong as such parties remain in full compliance.\n\n5. You are not required to accept this License, since you have not signed it.\nHowever, nothing else grants you permission to modify or distribute the Program\nor its derivative works. These actions are prohibited by law if you do not accept\nthis License. Therefore, by modifying or distributing the Program (or any work\nbased on the Program), you indicate your acceptance of this License to do so, and\nall its terms and conditions for copying, distributing or modifying the Program\nor works based on it.\n\n6. Each time you redistribute the Program (or any work based on the Program), the\nrecipient automatically receives a license from the original licensor to copy,\ndistribute or modify the Program subject to these terms and conditions. You may\nnot impose any further restrictions on the recipients' exercise of the rights\ngranted herein. You are not responsible for enforcing compliance by third parties\nto this License.\n\n7. If, as a consequence of a court judgment or allegation of patent infringement\nor for any other reason (not limited to patent issues), conditions are imposed on\nyou (whether by court order, agreement or otherwise) that contradict the\nconditions of this License, they do not excuse you from the conditions of this\nLicense. If you cannot distribute so as to satisfy simultaneously your\nobligations under this License and any other pertinent obligations, then as a\nconsequence you may not distribute the Program at all. For example, if a patent\nlicense would not permit royalty-free redistribution of the Program by all those\nwho receive copies directly or indirectly through you, then the only way you\ncould satisfy both it and this License would be to refrain entirely from\ndistribution of the Program.\n\nIf any portion of this section is held invalid or unenforceable under any\nparticular circumstance, the balance of the section is intended to apply and the\nsection as a whole is intended to apply in other circumstances.\n\nIt is not the purpose of this section to induce you to infringe any patents or\nother property right claims or to contest validity of any such claims; this\nsection has the sole purpose of protecting the integrity of the free software\ndistribution system, which is implemented by public license practices. Many\npeople have made generous contributions to the wide range of software distributed\nthrough that system in reliance on consistent application of that system; it is\nup to the author/donor to decide if he or she is willing to distribute software\nthrough any other system and a licensee cannot impose that choice.\n\nThis section is intended to make thoroughly clear what is believed to be a\nconsequence of the rest of this License.\n\n8. If the distribution and/or use of the Program is restricted in certain\ncountries either by patents or by copyrighted interfaces, the original copyright\nholder who places the Program under this License may add an explicit geographical\ndistribution limitation excluding those countries, so that distribution is\npermitted only in or among countries not thus excluded. In such case, this\nLicense incorporates the limitation as if written in the body of this License.\n\n9. The Free Software Foundation may publish revised and/or new versions of the\nGeneral Public License from time to time. Such new versions will be similar in\nspirit to the present version, but may differ in detail to address new problems\nor concerns.\n\nEach version is given a distinguishing version number. If the Program specifies a\nversion number of this License which applies to it and \"any later version\", you\nhave the option of following the terms and conditions either of that version or\nof any later version published by the Free Software Foundation. If the Program\ndoes not specify a version number of this License, you may choose any version\never published by the Free Software Foundation.\n\n10. If you wish to incorporate parts of the Program into other free programs\nwhose distribution conditions are different, write to the author to ask for\npermission. For software which is copyrighted by the Free Software Foundation,\nwrite to the Free Software Foundation; we sometimes make exceptions for this. Our\ndecision will be guided by the two goals of preserving the free status of all\nderivatives of our free software and of promoting the sharing and reuse of\nsoftware generally.\n\nNO WARRANTY\n\n11. BECAUSE THE PROGRAM IS LICENSED FREE OF CHARGE, THERE IS NO WARRANTY FOR THE\nPROGRAM, TO THE EXTENT PERMITTED BY APPLICABLE LAW. EXCEPT WHEN OTHERWISE STATED\nIN WRITING THE COPYRIGHT HOLDERS AND/OR OTHER PARTIES PROVIDE THE PROGRAM \"AS IS\"\nWITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT\nLIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A\nPARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE\nPROGRAM IS WITH YOU. SHOULD THE PROGRAM PROVE DEFECTIVE, YOU ASSUME THE COST OF\nALL NECESSARY SERVICING, REPAIR OR CORRECTION.\n\n12. IN NO EVENT UNLESS REQUIRED BY APPLICABLE LAW OR AGREED TO IN WRITING WILL\nANY COPYRIGHT HOLDER, OR ANY OTHER PARTY WHO MAY MODIFY AND/OR REDISTRIBUTE THE\nPROGRAM AS PERMITTED ABOVE, BE LIABLE TO YOU FOR DAMAGES, INCLUDING ANY GENERAL,\nSPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY\nTO USE THE PROGRAM (INCLUDING BUT NOT LIMITED TO LOSS OF DATA OR DATA BEING\nRENDERED INACCURATE OR LOSSES SUSTAINED BY YOU OR THIRD PARTIES OR A FAILURE OF\nTHE PROGRAM TO OPERATE WITH ANY OTHER PROGRAMS), EVEN IF SUCH HOLDER OR OTHER\nPARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.\n\nEND OF TERMS AND CONDITIONS",
      "name": "GNU General Public License v2.0 with Linux Syscall Note"
    },
    {
      "licenseId": "LicenseRef-e2c96ad5-0da2-4164-aaff-bf9cf56d10e9",
      "extractedText": "LA_OPT_NXP_Software_License v48 July 2023\nIMPORTANT.  Read the following NXP Software License Agreement (“Agreement”)\ncompletely. By selecting the “I Accept” button at the end of this page, or\nby downloading, installing, or using the Licensed Software, you indicate that\nyou accept the terms of the Agreement, and you acknowledge that you have the\nauthority, for yourself or on behalf of your company, to bind your company to\nthese terms. You may then download or install the file. In the event of a\nconflict between the terms of this Agreement and any license terms and\nconditions for NXP’s proprietary software embedded anywhere in the Licensed\nSoftware file, the terms of this Agreement shall control.  If a separate\nlicense agreement for the Licensed Software has been signed by you and NXP,\nthen that agreement shall govern your use of the Licensed Software and shall\nsupersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized\nrepresentative, or, if you have no employer, you as an individual (“you” or\n“Licensee”), and NXP B.V. (“NXP”).  It concerns your rights to use the\nsoftware provided to you in binary or source code form and any accompanying\nwritten materials (the “Licensed Software”). The Licensed Software may\ninclude any updates or error corrections or documentation relating to the\nLicensed Software provided to you by NXP under this Agreement. In consideration\nfor NXP allowing you to access the Licensed Software, you are agreeing to be\nbound by the terms of this Agreement. If you do not agree to all of the terms\nof this Agreement, do not download or install the Licensed Software. If you\nchange your mind later, stop using the Licensed Software and delete all copies\nof the Licensed Software in your possession or control. Any copies of the\nLicensed Software that you have already distributed, where permitted, and do\nnot destroy will continue to be governed by this Agreement. Your prior use will\nalso continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         “Affiliate” means, with respect to a party, any corporation or\nother legal entity that now or hereafter Controls, is Controlled by or is under\ncommon Control with such party; where “Control” means the direct or\nindirect ownership of greater than fifty percent (50%) of the shares or similar\ninterests entitled to vote for the election of directors or other persons\nperforming similar functions. An entity is considered an Affiliate only so long\nas such Control exists.\n1.2\t“Authorized System” means either (i) Licensee’s hardware product\nwhich incorporates an NXP Product or (ii) Licensee’s software program which\nis used exclusively in connection with an NXP Product and with which the\nLicensed Software will be integrated.\n1.3.\t“Derivative Work” means a work based upon one or more pre-existing\nworks.  A work consisting of editorial revisions, annotations, elaborations, or\nother modifications which, as a whole, represent an original work of\nauthorship, is a Derivative Work.\n1.4\t“Intellectual Property Rights” means any and all rights under\nstatute, common law or equity in and under copyrights, trade secrets, and\npatents (including utility models), and analogous rights throughout the world,\nincluding any applications for and the right to apply for, any of the foregoing.\n1.5\t“NXP Product” means a hardware product (e.g. a microprocessor,\nmicrocontroller, sensor or digital signal processor) and/or services (e.g.\ncloud platform services) supplied directly or indirectly from NXP or an NXP\nAffiliate, unless there is a product specified in the Software Content\nRegister, in which case this definition is limited to such product.\n1.6      “Software Content Register” means the documentation which may\naccompany the Licensed Software which identifies the contents of the Licensed\nSoftware, including but not limited to identification of any Third Party\nSoftware, if any, and may also contain other related information as whether the\nlicense in 2.3 is applicable.\n1.7     “Third Party Software” means, any software included in the Licensed\nSoftware that is not NXP proprietary software, and is not open source software,\nand to which different license terms may apply.\n2.       LICENSE GRANT.\n2.1.         If you are not expressly granted the distribution license in\nSection 2.3 in the Software Content Register, then you are only granted the\nrights in Section 2.2 and not in 2.3.  If you are expressly granted the\ndistribution license in Section 2.3 in the Software Content Register, then you\nare granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license, solely for the development of an\nAuthorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works\nprepared under the license in Section 2.2(b)) solely in combination with a NXP\nProduct; and\n(b)\tfor Licensed Software provided to you in source code form (human\nreadable), to prepare Derivative Works of the Licensed Software solely for use\nin combination with a NXP Product.\nYou may not distribute or sublicense the Licensed Software to others under the\nlicense granted in this Section 2.2.\nYou may demonstrate the Licensed Software to your direct customers as part of\nan Authorized System so long as such demonstration is directly controlled by\nyou and without prior approval by NXP; however, to all other third parties only\nif NXP has provided its advance, written approval (e.g. email approval) of your\ndemonstrating the Licensed Software to specified third parties or at specified\nevent(s).  You may not leave the Licensed Software with a direct customer or\nany other third party at any time.\n2.3.        Additional Distribution License.  If expressly authorized in the\nSoftware Content Register, subject to the terms and conditions of this\nAgreement, NXP grants you a worldwide, personal, non-transferable,\nnon-exclusive, non-sublicensable license solely in connection with your\nmanufacturing and distribution of an Authorized System:\n(a)\tto manufacture (or have manufactured), distribute, and market the\nLicensed Software (and its Derivative Works prepared under the license in\n2.2(b)) in object code (machine readable format) only as part of, or embedded\nwithin, Authorized Systems and not on a standalone basis solely for use in\ncombination with a NXP Product.  Notwithstanding the foregoing, those files\nmarked as .h files (“Header files”) may be distributed in source or object\ncode form, but only as part of, or embedded within Authorized Systems; and\n(b)\tto copy and distribute as needed, solely in connection with an\nAuthorized System and for use in combination with a NXP Product,\nnon-confidential NXP information provided as part of the Licensed Software for\nthe purpose of maintaining and supporting Authorized Systems with which the\nLicensed Software is integrated.\n2.4\tSeparate license grants to Third Party Software, or other terms\napplicable to the Licensed Software if different from those granted in this\nSection 2, are contained in Appendix A. The Licensed Software may be\naccompanied by a Software Content Register which will identify that portion of\nthe Licensed Software, if any, that is subject to the different terms in\nAppendix A.\n2.5.         You may use subcontractors to exercise your rights under Section\n2.2 and Section 2.3, if any, so long as you have an agreement in place with the\nsubcontractor containing confidentiality restrictions no less stringent than\nthose contained in this Agreement. You will remain liable for your\nsubcontractors’ adherence to the terms of this Agreement and for any and all\nacts and omissions of such subcontractors with respect to this Agreement and\nthe Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.\n3.1.         The licenses granted above in Section 2 only extend to NXP\nIntellectual Property Rights that would be infringed by the unmodified Licensed\nSoftware prior to your preparation of any Derivative Work.\n3.2.         The Licensed Software is licensed to you, not sold. Title to\nLicensed Software delivered hereunder remains vested in NXP or NXP’s licensor\nand cannot be assigned or transferred. You are expressly forbidden from selling\nor otherwise distributing the Licensed Software, or any portion thereof, except\nas expressly permitted herein. This Agreement does not grant to you any implied\nrights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble\nthe Licensed Software except to the extent applicable law specifically\nprohibits such restriction. You must prohibit your subcontractors or customers\n(if distribution is permitted) from translating, reverse engineering,\ndecompiling, or disassembling the Licensed Software except to the extent\napplicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party\nlicensor’s) copyright notices and other proprietary legends on copies of\nLicensed Software.\n3.5.         If you distribute the Licensed Software to the United States\nGovernment, then the Licensed Software is “restricted computer software”\nand is subject to FAR 52.227-19.\n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable,\nperpetual, worldwide, royalty-free, sub-licensable license under your\nIntellectual Property Rights to use without restriction and for any purpose any\nsuggestion, comment or other feedback related to the Licensed Software\n(including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject\nthe Licensed Software to an Excluded License. An Excluded License means any\nlicense that requires, as a condition of use, modification or distribution of\nsoftware subject to the Excluded License, that such software or other software\ncombined and/or distributed with the software be (i) disclosed or distributed\nin source code form; (ii) licensed for the purpose of making Derivative Works;\nor (iii) redistributable at no charge.\n3.8.         You may not publish or distribute reports associated with the use\nof the Licensed Software to anyone other than NXP.  You may advise NXP of any\nresults obtained from your use of the Licensed Software, including any problems\nor suggested improvements thereof, and NXP retains the right to use such\nresults and related information in any manner it deems appropriate.\n4.       OPEN SOURCE.         Open source software included in the Licensed\nSoftware is not licensed under the terms of this Agreement but is instead\nlicensed under the terms of the applicable open source license(s), such as the\nBSD License, Apache License or the GNU Lesser General Public License. Your use\nof the open source software is subject to the terms of each applicable license.\nYou must agree to the terms of each applicable license, or you cannot use the\nopen source software.\n5.       INTELLECTUAL PROPERTY RIGHTS.\nUpon request, you must provide NXP the source code of any derivative of the\nLicensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your\nmodifications to the Licensed Software, and all intellectual property rights\nassociated with, and title thereto, will be the property of NXP.  You agree to\nassign all, and hereby do assign all rights, title, and interest to any such\nmodifications to the Licensed Software to NXP and agree to provide all\nassistance reasonably requested by NXP to establish, preserve or enforce such\nright.  Further, you agree to waive all moral rights relating to your\nmodifications to the Licensed Software, including, without limitation, all\nrights of identification of authorship and all rights of approval, restriction,\nor limitation on use or subsequent modification.  Notwithstanding the\nforegoing, you will have the license rights granted in Section 2 hereto to any\nsuch modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license\nto NXP to make, have made, use, sell, offer to sell, import, commercialize,\nsublicense and reproduce your modifications or derivative works to the Licensed\nSoftware without any payment to Licensee. You agree to provide all assistance\nreasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any\nlicense to any Intellectual Property Right of a third-party that may be\nnecessary for use in connection with technology that is incorporated into the\nAuthorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless\nterminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice\nto NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in\ndefault of any of the terms and conditions of this Agreement, and termination\nis effective if the defaulting party fails to correct such default within 30\ndays after written notice thereof by the non-defaulting party to the defaulting\nparty at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement\nimmediately upon written notice if you: breach any of your confidentiality\nobligations or the license restrictions under this Agreement;  become bankrupt,\ninsolvent, or file a petition for bankruptcy or insolvency; make an assignment\nfor the benefit of its creditors; enter proceedings for winding up or\ndissolution; are dissolved; or are nationalized or become subject to the\nexpropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under\nSection 2 will expire.\n7.5.         After termination of this Agreement by either party   you will\ndestroy all parts of Licensed Software and its Derivative Works (if any) and\nwill provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason,\nthe terms of Sections 1 and 3 through 24 will survive.\n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or\nnew releases of the Licensed Software under this Agreement. If you wish, you\nmay contact NXP and report problems and provide suggestions regarding the\nLicensed Software. NXP has no obligation to respond to such a problem report or\nsuggestion. NXP may make changes to the Licensed Software at any time, without\nany obligation to notify or provide updated versions of the Licensed Software\nto you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly\ndisclaims any warranty for the Licensed Software. The Licensed Software is\nprovided “AS IS”, without warranty of any kind, either express or implied,\nincluding without limitation the implied warranties of merchantability, fitness\nfor a particular purpose, or non-infringement. You assume the entire risk\narising out of the use or performance of the licensed software, or any systems\nyou design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all\nclaims, liabilities, and costs (including reasonable attorney’s fees) related\nto (1) your use (including your subcontractor’s or distributee’s use, if\npermitted) of the Licensed Software or (2) your violation of the terms and\nconditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF\nSECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS),\nSECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY),\nIN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR\nOTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE\nDAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF\nTIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO\nTHE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL\nCOSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION\nWITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO\nTHE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED\nSOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n12.        EXPORT COMPLIANCE. Each party shall comply with all applicable\nexport and import control laws and regulations including but not limited to the\nUS Export Administration Regulation (including restrictions on certain military\nend uses and military end users as specified in Section 15 C.F.R. § 744.21 and\nprohibited party lists issued by other federal governments), Catch-all\nregulations and all national and international embargoes. Each party further\nagrees that it will not knowingly transfer, divert, export or re-export,\ndirectly or indirectly, any product, software, including software source code,\nor technology restricted by such regulations or by other applicable national\nregulations, received from the other party under this Agreement, or any direct\nproduct of such software or technical data to any person, firm, entity, country\nor destination to which such transfer, diversion, export or re-export is\nrestricted or prohibited, without obtaining prior written authorization from\nthe applicable competent government authorities to the extent required by those\nlaws.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public\nentity, including U.S., state, local, foreign or international governments or\npublic entities, or indirectly via a prime contractor or subcontractor of such\ngovernments or entities, NXP makes no representations, certifications, or\nwarranties whatsoever about compliance with government or public entity\nacquisition statutes or regulations, including, without limitation, statutes or\nregulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a\n“Commercial Item” as defined in 48 C.F.R. Section 2.101, consisting of\n“Commercial Computer Software”, and/or “Commercial Computer Software\nDocumentation,” as such terms are used in 48 C.F.R. Section 12.212 (or 48\nC.F.R. Section 227.7202, as applicable) and may only be licensed to or shared\nwith U.S. Government end users in object code form as part of, or embedded\nwithin, Authorized Systems. Any agreement pursuant to which you share the\nLicensed Software will include a provision that reiterates the limitations of\nthis document and requires all sub-agreements to similarly contain such\nlimitations.\n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain\nsoftware for use in the development of, or for incorporation into, products or\nservices (a) used in applications requiring fail-safe performance or (b) in\nwhich failure could lead to death, personal injury, or severe physical or\nenvironmental damage (these products and services are referred to as\n“Critical Applications”). NXP’s goal is to educate customers so that they\ncan design their own end-product solutions to meet applicable functional safety\nstandards and requirements. Licensee makes the ultimate design decisions\nregarding its products and is solely responsible for compliance with all legal,\nregulatory, safety, and security related requirements concerning its products,\nregardless of any information or support that may be provided by NXP. As such,\nLicensee assumes all risk related to use of the Licensed Software in Critical\nApplications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL\nAPPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP\nharmless from any claims, liabilities, damages and associated costs and\nexpenses (including attorneys’ fees) that NXP may incur related to\nLicensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  This Agreement will be governed by,\nconstrued, and enforced in accordance with the laws of The Netherlands, without\nregard to conflicts of laws principles, will apply to all matters relating to\nthis Agreement or the Licensed Software, and you agree that any litigation will\nbe subject to the exclusive jurisdiction of the courts of Amsterdam, The\nNetherlands. The United Nations Convention on Contracts for the International\nSale of Goods will not apply to this document.\n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and\nrestrictions contained herein, you must treat the Licensed Software as\nconfidential information and you agree to retain the Licensed Software in\nconfidence perpetually. You may not disclose any part of the Licensed Software\nto anyone other than distributees in accordance with Section 2.3 and employees,\nor subcontractors in accordance with Section 2.5, who have a need to know of\nthe Licensed Software and who have executed written agreements obligating them\nto protect such Licensed Software to at least the same degree of\nconfidentiality as in this Agreement. You agree to use the same degree of care,\nbut no less than a reasonable degree of care, with the Licensed Software as you\ndo with your own confidential information. You may disclose Licensed Software\nto the extent required by a court or under operation of law or order provided\nthat you notify NXP of such requirement prior to disclosure, which you only\ndisclose the minimum of the required information, and that you allow NXP the\nopportunity to object to such court or other legal body requiring such\ndisclosure.\n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand\nnames, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement\nbetween you and NXP regarding the subject matter of this Agreement, and\nsupersedes all prior communications, negotiations, understandings, agreements\nor representations, either written or oral, if any. This Agreement may only be\namended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any\nreason to be invalid or unenforceable, then the remaining provisions of this\nAgreement will be unimpaired and, unless a modification or replacement of the\ninvalid or unenforceable provision is further held to deprive you or NXP of a\nmaterial benefit, in which case the Agreement will immediately terminate, the\ninvalid or unenforceable provision will be replaced with a provision that is\nvalid and enforceable and that comes closest to the intention underlying the\ninvalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this\nAgreement will not operate or be construed as a waiver of any other or a\nsubsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect\nto your compliance with the limited license rights granted under this Agreement\nfor three years following expiration or termination of this Agreement. NXP will\nhave the right, either itself or through an independent certified public\naccountant to examine and audit, at NXP’s expense, not more than once a year,\nand during normal business hours, all such records that may bear upon your\ncompliance with the limited license rights granted above. You must make prompt\nadjustment to compensate for any errors and/or omissions disclosed by such\nexamination or audit.\n22.        NOTICES.             All notices and communications under this\nAgreement will be made in writing, and will be effective when received at the\nfollowing addresses:\nNXP:\nNXP B.V.\nHigh Tech Campus 60\n5656 AG Eindhoven\nThe Netherlands\nATTN: Legal Department\n\nYou:\nThe address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent\ncontractors. Nothing in this Agreement will be construed to create any\npartnership, joint venture, or similar relationship. Neither party is\nauthorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and\ninure to the benefit of the parties and their permitted successors and assigns.\n You may not assign this Agreement, or any part of this Agreement, without the\nprior written approval of NXP, which approval will not be unreasonably withheld\nor delayed. NXP may assign this Agreement, or any part of this Agreement, in\nits sole discretion.\n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed\nSoftware, Licensee consents to use of certain personal information, including\nbut not limited to name, email address, and location, for the purpose of\nNXP’s internal analysis regarding future software offerings.  NXP’s\ncomplete Privacy Statement can be found at:\nhttps://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACT\nICES.\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which\nis either 1) Third Party Software or 2) NXP proprietary software subject to\ndifferent terms than those in the Agreement. If the Software Content Register\nthat accompanies the Licensed Software identifies any of the following Third\nParty Software or specific components of the NXP proprietary software, the\nfollowing terms apply to the extent they deviate from the terms in the\nAgreement:\n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and\nLicensee may not sublicense the Airbiquity software to any third party.\nLicensee’s license to use the Airbiquity software expires on June 30, 2024.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of\nthe Amazon Program Materials License Agreement (including the AVS Component\nSchedule, if applicable), located at\nhttps://developer.amazon.com/support/legal/pml.  All Amazon software is hereby\ndesignated “Amazon confidential”.  With the exception of the binary library\nof the Amazon Wake Word Engine for “Alexa”, all Amazon software is also\nhereby designated as “Restricted Program Materials”. Amazon is a\nthird-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this\nAgreement with respect to the Greengrass software. If you have an account with\nAWS that is not in good standing, you may not download, install, use or\ndistribute the Greengrass software. You will comply with all instructions and\nrequirements in any integration documents, guidelines, or other documentation\nAWS provides. The license to the Greengrass software will immediately terminate\nwithout notice if you (a) fail to comply with this Agreement or any other\nagreement with AWS, (b) fail to make timely payment for any AWS service, (c)\nfail to implement AWS updates, or (d) bring any action for intellectual\nproperty infringement against AWS or any AWS customer utilizing AWS services.\nAny dispute or claim relating to your use of the Greengrass software will be\nresolved by binding arbitration, rather than in court, except that you may\nassert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found\nhere: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of,\nor embedded within, Authorized Systems that include an Amphion Video Decoder.\n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated\ndocumentation is restricted to current Apple MFi licensees in accordance with\nthe terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API\nsoftware to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and\nonly for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer,\ndecompile or dissemble any ARM Toolkit. You agree to abide by any third-party\nIP requirements, including the relevant license terms where applicable, where\nsuch third-party IP is identified in the documentation provided with the ARM\nToolkit. You may not copy the Arm Toolkit except solely for archival and backup\npurposes provided all notices are preserved. Arm disclaims any and all\nliability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration\nonly.  Permitted distributions must be similarly limited. Further rights must\nbe obtained directly from Atheros.\n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within,\nAuthorized Systems that include a ATI graphics processor core.\n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are\ndistributed by NXP under license from Au-Zone Technologies.  Your use of the\nLicensed Software, examples and related documentation is subject to the\nfollowing:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED\nSOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted\nto Authorized Systems that incorporate a compatible integrated circuit device\nmanufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to\ndistribution only of one copy per single NXP Product. The license granted\nherein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does\nnot include a license to the AAC family of technologies which you or your\ncustomer may need to obtain. Configuration tool outputs may only be distributed\nby licensees of the relevant Cadence SDK and distribution is limited to\ndistribution of one copy embedded in a single NXP Product. Your use of Cadence\nNatureDSP Libraries whether in source code or in binary is restricted to NXP\nSoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (“CEVA”): The CEVA-SPF2 linear\nalgebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries,\nCEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such\nmaterials may only be used in connection with an NXP product containing the\nS250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is\nphysically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to\nevaluation, demonstration, or certification testing only. Permitted\ndistributions must be similarly limited. Further rights, including but not\nlimited to ANY commercial distribution rights, must be obtained directly from\nCirque Corporation.\n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation\nand demonstration only.  Permitted distributions must be similarly limited.\nFurther rights must be obtained from Dolby Laboratories.\n\nCoremark:  Use of the Coremark benchmarking software is subject to the\nfollowing terms and conditions:\nhttps://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to\nevaluation and demonstration only.  Permitted distributions must be similarly\nlimited.  Further rights must be obtained directly from CSR.\n\nCrank: Use of Crank Software Inc. software is limited to evaluation and\ndemonstration only. Permitted distributions must be similarly limited. Further\nrights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in\naccordance with the Cypress IOT Community License Agreement obtained directly\nfrom Cypress Semiconductor Corporation.\n\nElektrobit Automotive GmbH (“EB”): EB software must be used consistent with\nthe EB License Terms and Conditions, Version 1.4 (Dec 2019) found here:\nhttps://www.elektrobit.com/legal-notice/ .  Licensee is only granted an\nevaluation license for the EB software, defined as license to use the EB\nsoftware internally for own evaluation purposes, limited to three (3) months.\nProduction deployment of the EB software using this license is prohibited. See\nadditionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject\nto the acceptance of the license conditions described in the LICENSE.INFO file\ndistributed with all example projects and in the documentation and the\nadditional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative\npurpose, including the publication of any form of run time or compile time\nmetric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS\nsoftware product be used in any way that would compete with any product from\nFenopix.  License to the CanvasJS software will terminate immediately without\nnotice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you\nare provided MPEG-H decoding functionality, you understand that NXP will\nprovide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices\nInternational software must be used consistent with the terms found here:\nhttp://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm\n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is\nlimited to evaluation and demonstration only.  Permitted distributions must be\nsimilarly limited.  Further rights must be obtained from Global Locate.\n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the\nterms of the IAR Source License located within the IAR zip package. The IAR\nSource License applies to linker command files, example projects unless another\nlicense is explicitly stated, the cstartup code, low_level_init.c, and some\nother low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI\nTS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See\nhttps://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application\nin an End Product, Fraunhofer communication applies, see\nhttps://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software\nincludes software owned by Microsoft Corporation (\"Microsoft\"), it is subject\nto the terms of your license with Microsoft (the \"Microsoft Underlying Licensed\nSoftware\") and as such, NXP grants no license to you, beyond evaluation and\ndemonstration in connection with NXP processors, in the Microsoft Underlying\nLicensed Software.  You must separately obtain rights beyond evaluation and\ndemonstration in connection with the Microsoft Underlying Licensed Software\nfrom Microsoft. Microsoft does not provide support services for the components\nprovided to you through this Agreement.  If you have any questions or require\ntechnical assistance, please contact NXP.  Microsoft Corporation is a third\nparty beneficiary to this Agreement with the right to enforce the terms of this\nAgreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS\nAFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED\nSOFTWARE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS\nAFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY\nDIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES,\nINCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME,\nINCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING\nFROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  With\nrespect to the Microsoft PlayReady software, you will have the license rights\ngranted in Section 2, provided that you may not use the Microsoft PlayReady\nsoftware unless you have entered into a Microsoft PlayReady Master Agreement\nand license directly with Microsoft.\n\nMindTree: Notwithstanding the terms contained in Section 2.3 (a), if the\nLicensed Software includes proprietary software of MindTree in source code\nformat, Licensee may make modifications and create derivative works only to the\nextent necessary for debugging of the Licensed Software.\n\nMM SOLUTIONS AD:  Use of MM SOLUTIONS AEC (Auto Exposure Control) and AWB (Auto\nWhite Balance) software is limited to demonstration, testing, and evaluation\nonly.  In no event may Licensee distribute or sublicense the MM SOLUTIONS\nsoftware. Further rights must be obtained directly from MM SOLUTIONS.\n\nMPEG LA: Use of MPEG LA audio or video codec technology is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from MPEG LA.\n\nMQX RTOS Code: MQX RTOS source code may not be re-distributed by any NXP\nLicensee under any circumstance, even by a signed written amendment to this\nAgreement.\n\nNXP Voice Software: VoiceSpot, VoiceSeeker (including AEC), VIT Speech to\nIntent, and Conversa may be used for evaluation or demonstration purposes only.\nAny commercial distribution rights are subject to a separate royalty agreement\nobtained from NXP.\n\nNXP Wireless Charging Library: License to the Software is limited to use in\ninductive coupling or wireless charging applications\n\nOpus: Use of Opus software must be consistent with the terms of the Opus\nlicense which can be found at: http://www.opus-codec.org/license/\n\nOracle JRE (Java): The Oracle JRE must be used consistent with terms found\nhere: http://java.com/license\n\nP&E Micro: P&E Software must be used consistent with the terms found here:\nhttp://www.pemicro.com/licenses/gdbserver/license_gdb.pdf\n\nPro Design Electronic: Licensee may not modify, create derivative works based\non, or copy the Pro Design software, documentation, hardware execution key or\nthe accompanying materials.  Licensee shall not use Pro Design's or any of its\nlicensors names, logos or trademarks to market the Authorized System.  Only NXP\ncustomers and distributors are permitted to further redistribute the Pro Design\nsoftware and only as part of an Authorized System which contains the Pro Design\nsoftware.\n\nQualcomm Atheros, Inc.: Notwithstanding anything in this Agreement, Qualcomm\nAtheros, Inc. Wi-Fi software must be used strictly in accordance with the\nQualcomm Atheros, Inc. Technology License Agreement that accompanies such\nsoftware.  Any other use is expressly prohibited.\n\nReal Networks - GStreamer Optimized Real Format Client Code implementation or\nOpenMax Optimized Real Format Client Code: Use of the GStreamer Optimized Real\nFormat Client Code, or OpenMax Optimized Real Format Client code is restricted\nto applications in the automotive market.  Licensee must be a final\nmanufacturer in good standing with a current license with Real Networks for the\ncommercial use and distribution of products containing the GStreamer Optimized\nReal Format Client Code implementation or OpenMax Optimized Real Format Client\nCode\n\nReal-Time Innovations, Inc.: Not withstanding anything in this Agreement,\nReal-Time Innovations, Inc. software must be used strictly in accordance with\nReal-Time Innovations, Inc.'s Automotive Software Evaluation License Agreement,\navailable here:\nhttps://www.rti.com/hubfs/_Collateral/Services_and_Support/Automotive_Evaluation\n_SLA_90_dayNXP.pdf .  Any other use is expressly prohibited.\n\nRivieraWaves SAS (a member of the CEVA, Inc. family of companies): You may not\nuse the RivieraWaves intellectual property licensed under this Agreement if you\ndevelop, market, and/or license products similar to such RivieraWaves\nintellectual property.  Such use constitutes a breach of this Agreement.  Any\nsuch use rights must be obtained directly from RivieraWaves.\n\nSanDisk Corporation: If the Licensed Software includes software developed by\nSanDisk Corporation (\"SanDisk\"), you must separately obtain the rights to\nreproduce and distribute this software in source code form from SanDisk.\nPlease follow these easy steps to obtain the license and software:\n(1) Contact your local SanDisk sales representative to obtain the SanDisk\nLicense Agreement.\n(2) Sign the license agreement.  Fax the signed agreement to SanDisk USA\nmarketing department at 408-542-0403.  The license will be valid when fully\nexecuted by SanDisk.\n(3) If you have specific questions, please send an email to sales@sandisk.com\nYou may only use the SanDisk Corporation Licensed Software on products\ncompatible with a SanDisk Secure Digital Card.  You may not use the SanDisk\nCorporation Licensed Software on any memory device product.  SanDisk retains\nall rights to any modifications or derivative works to the SanDisk Corporation\nLicensed Software that you may create.\n\nSEGGER Microcontroller - emWin Software: Your use of SEGGER emWin software and\ncomponents is restricted for development of NXP ARM7, ARM9, Cortex-M0,\nCortex-M3, Cortex-M4, Cortex-M33, Cortex-M7, and Cortex-A7 based products only.\n\nSEGGER Microcontroller - J-Link/J-Trace Software: Segger software must be used\nconsistent with the terms found here: http://www.segger.com/jlink-software.html\n\nSynopsys/BLE Software: Your use of the Synopsys/BLE Software and related\ndocumentation is subject to the following:\n(1) Synopsys is third-party beneficiaries of, and thus may enforce against you,\nthe license restrictions and confidentiality obligations in this agreement with\nrespect to their intellectual property and proprietary information.\n(2) Your distribution of the Licensed Software shall subject any recipient to a\nwritten agreement at least as protective of the Licensed Software as provided\nin this Agreement.\n\nSynopsys/Target Compiler Technologies: Your use of the Synopsys/Target Compiler\nTechnologies Licensed Software and related documentation is subject to the\nfollowing:\n(1) Duration of the license for the Licensed Software is limited to 12 months,\nunless otherwise specified in the license file.\n(2) The Licensed Software is usable by one user at a time on a single\ndesignated computer, unless otherwise agreed by Synopsys.\n(3) Licensed Software and documentation are to be used only on a designated\ncomputer at the designated physical address provided by you on the APEX license\nform.\n(4) The Licensed Software is not sub-licensable.\n\nT2 Labs / T2 Software:  As a condition to the grant of any license under this\nAgreement, you represent and warrant that you will comply with all licenses,\nagreements, rules and bylaws of the Bluetooth SIG (Special Interest Group )\napplicable to the licensed software and documentation and its use which may\naffect when and if you may take certain actions under licenses granted\nhereunder.\n\nThe license grant under this Agreement is conditional to you being (i) a\nBluetooth SIG Associate member until such time as the specifications for the\nsoftware are made public to Bluetooth SIG members of any level and (ii)\nthereafter a Bluetooth SIG member of any level.\n\nNotwithstanding the terms contained in Section 2.3 (a), if the licensed\nsoftware includes proprietary software in source code format, you may make\nmodifications and create derivative works only to the extent necessary for\nimproving the performance of the source code with the NXP products or your\nproducts and for creating enhancements of such products. You may not further\nsublicense or otherwise distribute the source code, or any modifications or\nderivatives thereof as stand-alone products.  You will be responsible for\nqualifying any modifications or derivatives with the Bluetooth SIG and any\nother qualifying bodies.\nTARA Systems: Use of TARA Systems GUI technology Embedded Wizard is limited to\nevaluation and demonstration only. Permitted distributions must be similarly\nlimited. Further rights must be obtained directly from TARA Systems.\n\nTexas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed Software\nis restricted to NXP SoC based systems that include a compatible connectivity\ndevice manufactured by TI.\n\nTES Electronic Solutions Germany (TES):  TES 3D Surround View software and\nassociated data and documentation may only be used for evaluation purposes and\nfor demonstration to third parties in integrated form on a board package\ncontaining an NXP S32V234 device. Licensee may not distribute or sublicense the\nTES software. Your license to the TES software may be terminated at any time\nupon notice.\n\nVivante: Distribution of Vivante software must be a part of, or embedded\nwithin, Authorized Systems that include a Vivante Graphics Processing Unit.",
      "name": "LA_OPT_NXP_Software_License v48 July 2023 clause 2.3"
    },
    {
      "licenseId": "LicenseRef-e60c2706-136b-49be-84a4-218b5ca0c384",
      "extractedText": "LA_OPT_NXP_Software_License v62 May 2025\nIMPORTANT.  Read the following NXP Software License Agreement (\"Agreement\") completely. By selecting the \"I Accept\" button at the end of this page, or by downloading, installing, or using the Licensed Software, you indicate that you accept the terms of the Agreement, and you acknowledge that you have the authority, for yourself or on behalf of your company, to bind your company to these terms. You may then download or install the file. In the event of a conflict between the terms of this Agreement and any license terms and conditions for NXP’s proprietary software embedded anywhere in the Licensed Software file, the terms of this Agreement shall control.  If a separate license agreement for the Licensed Software has been signed by you and NXP, then that agreement shall govern your use of the Licensed Software and shall supersede this Agreement.\n\nNXP SOFTWARE LICENSE AGREEMENT\nThis is a legal agreement between your employer, of which you are an authorized representative, or, if you have no employer, you as an individual (\"you\" or \"Licensee\"), and and NXP USA, Inc., if Licensee is located within the United States or NXP Semiconductors Netherlands B.V., if Licensee if located outside of the United States (“NXP”).  It concerns your rights to use the software provided to you in binary or source code form and any accompanying written materials (the \"Licensed Software\"). The Licensed Software may include any updates or error corrections or documentation relating to the Licensed Software provided to you by NXP under this Agreement. In consideration for NXP allowing you to access the Licensed Software, you are agreeing to be bound by the terms of this Agreement. If you do not agree to all of the terms of this Agreement, do not download or install the Licensed Software. If you change your mind later, stop using the Licensed Software and delete all copies of the Licensed Software in your possession or control. Any copies of the Licensed Software that you have already distributed, where permitted, and do not destroy will continue to be governed by this Agreement. Your prior use will also continue to be governed by this Agreement.\n1.       DEFINITIONS\n1.1.         \"Affiliate\" means, with respect to a party, any corporation or other legal entity that now or hereafter Controls, is Controlled by or is under common Control with such party; where \"Control\" means the direct or indirect ownership of greater than fifty percent (50%) of the shares or similar interests entitled to vote for the election of directors or other persons performing similar functions. An entity is considered an Affiliate only so long as such Control exists.\n1.2\t\"Authorized System\" means either (i) Licensee’s hardware product which incorporates an NXP Product or (ii) Licensee’s software program which is used exclusively in connection with an NXP Product and with which the Licensed Software will be integrated.      \n1.3.\t\"Derivative Work\" means a work based upon one or more pre-existing works.  A work consisting of editorial revisions, annotations, elaborations, or other modifications which, as a whole, represent an original work of authorship, is a Derivative Work.         \n1.4\t\"Intellectual Property Rights\" means any and all rights under statute, common law or equity in and under copyrights, trade secrets, and patents (including utility models), and analogous rights throughout the world, including any applications for and the right to apply for, any of the foregoing.\n1.5\t\"NXP Product\" means a hardware product (e.g. a microprocessor, microcontroller, sensor or digital signal processor) and/or services (e.g. cloud platform services) supplied directly or indirectly from NXP or an NXP Affiliate, unless there is a product specified in the Software Content Register, in which case this definition is limited to such product.\n1.6      \"Software Content Register\" means the documentation which may accompany the Licensed Software which identifies the contents of the Licensed Software, including but not limited to identification of any Third Party Software, if any, and may also contain other related information as whether the license in 2.3 is applicable. \n1.7     \"Third Party Software\" means, any software included in the Licensed Software that is not NXP proprietary software, and is not open source software, and to which different license terms may apply. \n2.       LICENSE GRANT.  \n2.1.         If you are not expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are only granted the rights in Section 2.2 and not in 2.3.  If you are expressly granted the distribution license in Section 2.3 in the Software Content Register, then you are granted the rights in both Section 2.2 and 2.3.\n2.2.\tStandard License.  Subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license, solely for the development of an Authorized System:\n(a)\tto use and reproduce the Licensed Software (and its Derivative Works prepared under the license in Section 2.2(b)) solely in combination with a NXP Product; and\n(b)\tfor Licensed Software provided to you in source code form (human readable), to prepare Derivative Works of the Licensed Software solely for use in combination with a NXP Product. \nYou may not distribute or sublicense the Licensed Software to others under the license granted in this Section 2.2. \nYou may demonstrate the Licensed Software to your direct customers as part of an Authorized System so long as such demonstration is directly controlled by you and without prior approval by NXP; however, to all other third parties only if NXP has provided its advance, written approval (e.g. email approval) of your demonstrating the Licensed Software to specified third parties or at specified event(s).  You may not leave the Licensed Software with a direct customer or any other third party at any time. \n2.3.        Additional Distribution License.  If expressly authorized in the Software Content Register, subject to the terms and conditions of this Agreement, NXP grants you a worldwide, personal, non-transferable, non-exclusive, non-sublicensable license solely in connection with your manufacturing and distribution of an Authorized System: \n(a) to manufacture (or have manufactured), distribute, and market the Licensed Software (and its Derivative Works prepared under the license in 2.2(b)) in object code (machine readable format) only as part of, or embedded within, Authorized Systems and not on a standalone basis solely for use in combination with a NXP Product.  Notwithstanding the foregoing, those files marked as .h files (\"Header files\") may be distributed in source or object code form, but only as part of, or embedded within Authorized Systems; and  \n(b) to copy and distribute as needed, solely in connection with an Authorized System and for use in combination with a NXP Product, non-confidential NXP information provided as part of the Licensed Software for the purpose of maintaining and supporting Authorized Systems with which the Licensed Software is integrated. \n2.4\tSeparate license grants to Third Party Software, or other terms applicable to the Licensed Software if different from those granted in this Section 2, are contained in Appendix A. The Licensed Software may be accompanied by a Software Content Register which will identify that portion of the Licensed Software, if any, that is subject to the different terms in Appendix A. \n2.5.         You may use subcontractors to exercise your rights under Section 2.2 and Section 2.3, if any, so long as you have an agreement in place with the subcontractor containing confidentiality restrictions no less stringent than those contained in this Agreement. You will remain liable for your subcontractors’ adherence to the terms of this Agreement and for any and all acts and omissions of such subcontractors with respect to this Agreement and the Licensed Software.\n3.       LICENSE LIMITATIONS AND RESTRICTIONS.  \n3.1.         The licenses granted above in Section 2 only extend to NXP Intellectual Property Rights that would be infringed by the unmodified Licensed Software prior to your preparation of any Derivative Work.   \n3.2.         The Licensed Software is licensed to you, not sold. Title to Licensed Software delivered hereunder remains vested in NXP or NXP’s licensor and cannot be assigned or transferred. You are expressly forbidden from selling or otherwise distributing the Licensed Software, or any portion thereof, except as expressly permitted herein. This Agreement does not grant to you any implied rights under any NXP or third party Intellectual Property Rights.\n3.3.         You may not translate, reverse engineer, decompile, or disassemble the Licensed Software except to the extent applicable law specifically prohibits such restriction. You must prohibit your subcontractors or customers (if distribution is permitted) from translating, reverse engineering, decompiling, or disassembling the Licensed Software except to the extent applicable law specifically prohibits such restriction.\n3.4.         You must reproduce any and all of NXP’s (or its third-party licensor’s) copyright notices and other proprietary legends on copies of Licensed Software.  \n3.5.         If you distribute the Licensed Software to the United States Government, then the Licensed Software is \"restricted computer software\" and is subject to FAR 52.227-19.   \n3.6.         You grant to NXP a non-exclusive, non-transferable, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under your Intellectual Property Rights to use without restriction and for any purpose any suggestion, comment or other feedback related to the Licensed Software (including, but not limited to, error corrections and bug fixes).\n3.7.         You will not take or fail to take any action that could subject the Licensed Software to an Excluded License. An Excluded License means any license that requires, as a condition of use, modification or distribution of software subject to the Excluded License, that such software or other software combined and/or distributed with the software be (i) disclosed or distributed in source code form; (ii) licensed for the purpose of making Derivative Works; or (iii) redistributable at no charge. \n3.8.         You may not publish or distribute reports associated with the use of the Licensed Software to anyone other than NXP.  You may advise NXP of any results obtained from your use of the Licensed Software, including any problems or suggested improvements thereof, and NXP retains the right to use such results and related information in any manner it deems appropriate.\n3.9.        Licensee may not use the Licensed Software as data or training input to any artificial intelligence models or machine learning algorithms.\n4.       OPEN SOURCE.         Open source software included in the Licensed Software is not licensed under the terms of this Agreement but is instead licensed under the terms of the applicable open source license(s), such as the BSD License, Apache License or the GNU Lesser General Public License. Your use of the open source software is subject to the terms of each applicable license. You must agree to the terms of each applicable license, or you cannot use the open source software.  \n5.       INTELLECTUAL PROPERTY RIGHTS.    \nUpon request, you must provide NXP the source code of any derivative of the Licensed Software.\nUnless prohibited by law, the following paragraph shall apply.  Your modifications to the Licensed Software, and all intellectual property rights associated with, and title thereto, will be the property of NXP.  You agree to assign all, and hereby do assign all rights, title, and interest to any such modifications to the Licensed Software to NXP and agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.  Further, you agree to waive all moral rights relating to your modifications to the Licensed Software, including, without limitation, all rights of identification of authorship and all rights of approval, restriction, or limitation on use or subsequent modification.  Notwithstanding the foregoing, you will have the license rights granted in Section 2 hereto to any such modifications made by you or your licensees.\nOtherwise, you agree to grant an irrevocable, worldwide, and perpetual license to NXP to make, have made, use, sell, offer to sell, import, commercialize, sublicense and reproduce your modifications or derivative works to the Licensed Software without any payment to Licensee. You agree to provide all assistance reasonably requested by NXP to establish, preserve or enforce such right.\n6.       ESSENTIAL PATENTS.    NXP has no obligation to identify or obtain any license to any Intellectual Property Right of a third-party that may be necessary for use in connection with technology that is incorporated into the Authorized System (whether or not as part of the Licensed Software).\n7.       TERM AND TERMINATION.   This Agreement will remain in effect unless terminated as provided in this Section.\n7.1.         You may terminate this Agreement immediately upon written notice to NXP at the address provided below.\n7.2.         Either party may terminate this Agreement if the other party is in default of any of the terms and conditions of this Agreement, and termination is effective if the defaulting party fails to correct such default within 30 days after written notice thereof by the non-defaulting party to the defaulting party at the address below.\n7.3.         Notwithstanding the foregoing, NXP may terminate this Agreement immediately upon written notice if you: breach any of your confidentiality obligations or the license restrictions under this Agreement;  become bankrupt, insolvent, or file a petition for bankruptcy or insolvency; make an assignment for the benefit of its creditors; enter proceedings for winding up or dissolution; are dissolved; or are nationalized or become subject to the expropriation of all or substantially all of your business or assets.\n7.4.         Upon termination of this Agreement, all licenses granted under Section 2 will expire. \n7.5.         After termination of this Agreement by either party   you will destroy all parts of Licensed Software and its Derivative Works (if any) and will provide to NXP a statement certifying the same.\n7.6.         Notwithstanding the termination of this Agreement for any reason, the terms of Sections 1 and 3 through 24 will survive.  \n8.        SUPPORT.  NXP is not obligated to provide any support, upgrades or new releases of the Licensed Software under this Agreement. If you wish, you may contact NXP and report problems and provide suggestions regarding the Licensed Software. NXP has no obligation to respond to such a problem report or suggestion. NXP may make changes to the Licensed Software at any time, without any obligation to notify or provide updated versions of the Licensed Software to you.\n9.        NO WARRANTY.  To the maximum extent permitted by law, NXP expressly disclaims any warranty for the Licensed Software. The Licensed Software is provided \"AS IS\", without warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose,  non-infringement, or any warranty that the Licensed Software is free from vulnerabilities. You assume the entire risk arising out of the use or performance of the licensed software, or any systems you design using the licensed software (if any).\n10.        INDEMNITY. You agree to fully defend and indemnify NXP from all claims, liabilities, and costs (including reasonable attorney’s fees) related to (1) your use (including your subcontractor’s or distributee’s use, if permitted) of the Licensed Software or (2) your violation of the terms and conditions of this Agreement.\n11.        LIMITATION OF LIABILITY.  EXCLUDING LIABILITY FOR A BREACH OF SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND RESTRICTIONS), SECTION 16 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION 10 (INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP’S TOTAL LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION WITH THE LICENSED SOFTWARE PROVIDED UNDER THIS AGREEMENT TO WHICH LOSSES OR DAMAGES ARE CLAIMED.\n\n12.        EXPORT COMPLIANCE. \n12.1\tEach party shall comply with all applicable export and import control laws and regulations including but not limited to the US Export Administration Regulation (including restrictions on certain military end uses and military end users as specified in Section 15 C.F.R. § 744.21 and prohibited party lists issued by other federal governments), Catch-all regulations and all national and international embargoes. Each party further agrees that it will not knowingly transfer, divert, export or re-export, directly or indirectly, any product, software, including software source code, or technology restricted by such regulations or by other applicable national regulations, received from the other party under this Agreement, or any direct product of such software or technical data to any person, firm, entity, country or destination to which such transfer, diversion, export or re-export is restricted or prohibited, without obtaining prior written authorization from the applicable competent government authorities to the extent required by those laws.\n12.2 Prohibition of Export to Russian Federation\n\n(a) With respect to activity that falls under the scope of Article 12g, 12ga of Council Regulation (EU) No 833/2014, or Council Regulation (EU) No 765/2006 (as the case requires), you (a) will not sell, export or re-export, directly or indirectly any item, and (b) will not sell, license or sublicense any intellectual property rights or trade secrets, to the Russian Federation or Belarus, or for use in the Russian Federation or Belarus.\n\n(b) You will ensure that the purpose of paragraph (a) above is not frustrated by any third parties further down the commercial chain, including by either resellers, sublicensees, or both.\n\n(c) You will set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by either resellers, sublicensees, or both, that would frustrate the purpose of paragraph (a).\n\n(d) Any violation of paragraphs (a), (b) or (c) will constitute a material breach of this Agreement, and NXP will be entitled to seek appropriate remedies, including, but not limited to: (i) termination of these Terms; (ii) suspension of any of its business relationships with you, youraffiliates or both, until the breach of paragraph (a) above is remedied, and (iii) a plan to remedy the breach.\n\n(e) You will immediately inform NXP about any problems in applying paragraphs (a), (b) or (c), above, including any relevant activities by third parties that could frustrate the purpose of paragraph (a). You will make available to NXPinformation concerning compliance with the obligations under paragraphs (a), (b) and (c) within 2 weeks of the request for information.\n13.   GOVERNMENT CONTRACT COMPLIANCE\n13.1.      If you sell Authorized Systems directly to any government or public entity, including U.S., state, local, foreign or international governments or public entities, or indirectly via a prime contractor or subcontractor of such governments or entities, NXP makes no representations, certifications, or warranties whatsoever about compliance with government or public entity acquisition statutes or regulations, including, without limitation, statutes or regulations that may relate to pricing, quality, origin or content.\n13.2.      The Licensed Software has been developed at private expense and is a \"Commercial Item\" as defined in 48 C.F.R. Section 2.101, consisting of \"Commercial Computer Software\", and/or \"Commercial Computer Software Documentation,\" as such terms are used in 48 C.F.R. Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may only be licensed to or shared with U.S. Government end users in object code form as part of, or embedded within, Authorized Systems. Any agreement pursuant to which you share the Licensed Software will include a provision that reiterates the limitations of this document and requires all sub-agreements to similarly contain such limitations. \n14.        CRITICAL APPLICATIONS.  In some cases, NXP may promote certain software for use in the development of, or for incorporation into, products or services (a) used in applications requiring fail-safe performance or (b) in which failure could lead to death, personal injury, or severe physical or environmental damage (these products and services are referred to as \"Critical Applications\"). NXP’s goal is to educate customers so that they can design their own end-product solutions to meet applicable functional safety standards and requirements. Licensee makes the ultimate design decisions regarding its products and is solely responsible for compliance with all legal, regulatory, safety, and security related requirements concerning its products, regardless of any information or support that may be provided by NXP. As such, Licensee assumes all risk related to use of the Licensed Software in Critical Applications and NXP SHALL NOT BE LIABLE FOR ANY SUCH USE IN CRITICAL APPLICATIONS BY LICENSEE. Accordingly, Licensee will indemnify and hold NXP harmless from any claims, liabilities, damages and associated costs and expenses (including attorneys’ fees) that NXP may incur related to Licensee’s incorporation of the Licensed Software in a Critical Application.\n15.        CHOICE OF LAW; VENUE.  When Software is licensed by NXP USA, Inc., Licensee agrees that the laws of the State of Texas, USA, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the state or federal courts in Austin, Texas, USA..  When Software is licensed by NXP Semiconductors Netherlands B.V., Licensee agrees that the laws of The Netherlands, without regard to conflicts of laws principles, will apply to all matters relating to this Agreement or the Software, and Licensee agrees that any litigation will be subject to the exclusive jurisdiction of the courts in Amsterdam, The Netherlands. Notwithstanding the foregoing, NXP will always be permitted to bring any action or proceedings against Licensee in any other court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this document. \n16.        CONFIDENTIAL INFORMATION.  Subject to the license grants and restrictions contained herein, you must treat the Licensed Software as confidential information and you agree to retain the Licensed Software in confidence perpetually. You may not disclose any part of the Licensed Software to anyone other than distributees in accordance with Section 2.3 and employees, or subcontractors in accordance with Section 2.5, who have a need to know of the Licensed Software and who have executed written agreements obligating them to protect such Licensed Software to at least the same degree of confidentiality as in this Agreement. You agree to use the same degree of care, but no less than a reasonable degree of care, with the Licensed Software as you do with your own confidential information. You may disclose Licensed Software to the extent required by a court or under operation of law or order provided that you notify NXP of such requirement prior to disclosure, which you only disclose the minimum of the required information, and that you allow NXP the opportunity to object to such court or other legal body requiring such disclosure. \n17.       TRADEMARKS.  You are not authorized to use any NXP trademarks, brand names, or logos.\n18.        ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between you and NXP regarding the subject matter of this Agreement, and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form, signed by you and NXP.\n19.        SEVERABILITY.  If any provision of this Agreement is held for any reason to be invalid or unenforceable, then the remaining provisions of this Agreement will be unimpaired and, unless a modification or replacement of the invalid or unenforceable provision is further held to deprive you or NXP of a material benefit, in which case the Agreement will immediately terminate, the invalid or unenforceable provision will be replaced with a provision that is valid and enforceable and that comes closest to the intention underlying the invalid or unenforceable provision.\n20.        NO WAIVER.  The waiver by NXP of any breach of any provision of this Agreement will not operate or be construed as a waiver of any other or a subsequent breach of the same or a different provision.\n21.        AUDIT.  You will keep full, clear and accurate records with respect to your compliance with the limited license rights granted under this Agreement for three years following expiration or termination of this Agreement. NXP will have the right, either itself or through an independent certified public accountant to examine and audit, at NXP’s expense, not more than once a year, and during normal business hours, all such records that may bear upon your compliance with the limited license rights granted above. You must make prompt adjustment to compensate for any errors and/or omissions disclosed by such examination or audit.\n22.        NOTICES.             All notices and communications under this Agreement will be made in writing, and will be effective when received at the following addresses: \n       NXP:\t\n       NXP B.V.\n       High Tech Campus 60\n       5656 AG Eindhoven\n       The Netherlands\n       ATTN: Legal Department\n \t         \n       You:\t\n       The address provided at registration will be used.\n\n23.        RELATIONSHIP OF THE PARTIES.     The parties are independent contractors. Nothing in this Agreement will be construed to create any partnership, joint venture, or similar relationship. Neither party is authorized to bind the other to any obligations with third parties.\n24.        SUCCESSION AND ASSIGNMENT.   This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.  You may not assign this Agreement, or any part of this Agreement, without the prior written approval of NXP, which approval will not be unreasonably withheld or delayed. NXP may assign this Agreement, or any part of this Agreement, in its sole discretion. \n25.\tPRIVACY. By agreeing to this Agreement and/or utilizing the Licensed Software, Licensee consents to use of certain personal information, including but not limited to name, email address, and location, for the purpose of NXP’s internal analysis regarding future software offerings.  NXP’s complete Privacy Statement can be found at: https://www.nxp.com/company/our-company/about-nxp/privacy-statement:PRIVACYPRACTICES.\n\n\nAPPENDIX A\nOther License Grants and Restrictions:\n\nThe Licensed Software may include some or all of the following software, which is either 1) Third Party Software or 2) NXP proprietary software subject to different terms than those in the Agreement. If the Software Content Register that accompanies the Licensed Software identifies any of the following Third Party Software or specific components of the NXP proprietary software, the following terms apply to the extent they deviate from the terms in the Agreement:\n\nAGGIOS, Inc.: EnergyLab LITE and Seed software are distributed by NXP under license from AGGIOS, Inc. Your use of AGGIOS software, as the Licensee, is subject to the following: (i) use of AGGIOS software is limited to object code and Authorized System only; (ii) Licensee may not sublicense the AGGIOS software to any third party; (iii) Licensee is only granted an evaluation license for the Seed software, defined as license to use the Seed software internally for own evaluation purposes, limited to three (3) months. Further rights including but not limited to production deployment must be obtained directly from AGGIOS, Inc. \n\nAirbiquity Inc.: The Airbiquity software may only be used in object code and Licensee may not sublicense the Airbiquity software to any third party. Licensee’s license to use the Airbiquity software expires on June 30, 2026.\n\nAmazon: Use of the Amazon software constitutes your acceptance of the terms of the Amazon Program Materials License Agreement (including the AVS Component Schedule, if applicable), located at https://developer.amazon.com/support/legal/pml.  All Amazon software is hereby designated \"Amazon confidential\".  With the exception of the binary library of the Amazon Wake Word Engine for \"Alexa\", all Amazon software is also hereby designated as \"Restricted Program Materials\". Amazon is a third-party beneficiary to this Agreement with respect to the Amazon software.\n\nAmazon Web Services, Inc.: AWS is an intended third-party beneficiary to this Agreement with respect to the Greengrass software. If you have an account with AWS that is not in good standing, you may not download, install, use or distribute the Greengrass software. You will comply with all instructions and requirements in any integration documents, guidelines, or other documentation AWS provides. The license to the Greengrass software will immediately terminate without notice if you (a) fail to comply with this Agreement or any other agreement with AWS, (b) fail to make timely payment for any AWS service, (c) fail to implement AWS updates, or (d) bring any action for intellectual property infringement against AWS or any AWS customer utilizing AWS services.  Any dispute or claim relating to your use of the Greengrass software will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.\n\nAmazon: AWS Fleetwise software must be used consistent with the terms found here: https://github.com/aws/aws-iot-fleetwise-edge/blob/main/LICENSE.\n\nAmphion Semiconductor Ltd.: Distribution of Amphion software must be a part of, or embedded within, Authorized Systems that include an Amphion Video Decoder.  \n\nApple MFi Software Development Kit: Use of Apple MFi Software and associated documentation is restricted to current Apple MFi licensees in accordance with the terms of their own valid and in-effect license from Apple.\n\nAquantia Corp.: You may use Aquantia's API binaries solely to flash the API software to an NXP Product which mates with an Aquantia device.\n\nArgus Cyber Security: The Argus software may only be used in object code and only for evaluation and demonstration purposes.\n\nArm Toolkit: This tool is owned by Arm Limited. You may not reverse engineer, decompile or dissemble any ARM Toolkit. You agree to abide by any third-party IP requirements, including the relevant license terms where applicable, where such third-party IP is identified in the documentation provided with the ARM Toolkit. You may not copy the Arm Toolkit except solely for archival and backup purposes provided all notices are preserved. Arm disclaims any and all liability related to your use of the ARM Toolkit.\n\nAtheros: Use of Atheros software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained directly from Atheros.    \n\nATI (AMD): Distribution of ATI software must be a part of, or embedded within, Authorized Systems that include a ATI graphics processor core.  \n\nAu-Zone Technologies: eIQ Portal, Model Tool, DeepViewRT and ModelRunner are distributed by NXP under license from Au-Zone Technologies.  Your use of the Licensed Software, examples and related documentation is subject to the following:\n(1)          Use of Software is limited to Authorized System only\n(2)          In no event may Licensee Sublicense the Software\n(3)          AU-ZONE TECHNOLOGIES SHALL NOT BE LIABLE FOR USE OF LICENSED SOFTWARE IN CRITICAL APPLICATIONS BY LICENSEE\n\nBroadcom Corporation: Your use of Broadcom Corporation software is restricted to Authorized Systems that incorporate a compatible integrated circuit device manufactured or sold by Broadcom.\n\nCadence Design Systems: Use of Cadence audio codec software is limited to distribution only of one copy per single NXP Product. The license granted herein to the Cadence Design Systems HiFi aacPlus Audio Decoder software does not include a license to the AAC family of technologies which you or your customer may need to obtain. Configuration tool outputs may only be distributed by licensees of the relevant Cadence SDK and distribution is limited to distribution of one copy embedded in a single NXP Product. Your use of Cadence NatureDSP Libraries whether in source code or in binary is restricted to NXP SoC based systems or emulation enablement based on NXP SoC.\n\nCEVA D.S.P. Ltd. And CEVA Technologies Inc. (\"CEVA\"): The CEVA-SPF2 linear algebra, CEVA-SPF2 Neural Network Libraries, CEVA-SPF2 Core Libraries, CEVA-SPF2 OpenAMP and CEVA-SPF2 STL licensed modules are owned by CEVA and such materials may only be used in connection with an NXP product containing the S250 or S125 integrated circuits, whether or not the CEVA-SPF2 Core is physically implemented and/or enabled on such NXP product\n\nCirque Corporation: Use of Cirque Corporation technology is limited to evaluation, demonstration, or certification testing only. Permitted distributions must be similarly limited. Further rights, including but not limited to ANY commercial distribution rights, must be obtained directly from Cirque Corporation. \n\nCoding Technologies (Dolby Labs): Use of CTS software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited. Further rights must be obtained from Dolby Laboratories. \n\nCoremark:  Use of the Coremark benchmarking software is subject to the following terms and conditions:  https://github.com/eembc/coremark/blob/main/LICENSE.md\n\nCSR: Use of Cambridge Silicon Radio, Inc. (\"CSR\") software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained directly from CSR. \n\nCrank: Use of Crank Software Inc. software is limited to evaluation and demonstration only. Permitted distributions must be similarly limited. Further rights must be obtained directly from Crank Software Inc.\n\nCypress Semiconductor Corporation: WWD RTOS source code may only be used in accordance with the Cypress IOT Community License Agreement obtained directly from Cypress Semiconductor Corporation. \n\nElektrobit Automotive GmbH (\"EB\"): EB software must be used consistent with the EB License Terms and Conditions, Version 1.4 (Dec 2019) found here: https://www.elektrobit.com/legal-notice/ .  Licensee is only granted an evaluation license for the EB software, defined as license to use the EB software internally for own evaluation purposes, limited to three (3) months. Production deployment of the EB software using this license is prohibited. See additionally Section 2.1.1 EB EULA.\n\nEmbedded Systems Academy GmbH (EmSA):  Any use of Micro CANopen Plus is subject to the acceptance of the license conditions described in the LICENSE.INFO file distributed with all example projects and in the documentation and the additional clause described below.\nClause 1: Micro CANopen Plus may not be used for any competitive or comparative purpose, including the publication of any form of run time or compile time metric, without the express permission of EmSA.\n\nFenopix Technologies Private Limited: Under no circumstances may the CanvasJS software product be used in any way that would compete with any product from Fenopix.  License to the CanvasJS software will terminate immediately without notice if Licensee fail to comply with any provision of this Agreement.\n\nFraunhofer IIS: Fraunhofer MPEG Audio Decoder (Fraunhofer copyright) - If you are provided MPEG-H decoding functionality, you understand that NXP will provide Fraunhofer your name and contact information.\n\nFuture Technology Devices International Ltd.: Future Technology Devices International software must be used consistent with the terms found here: https://ftdichip.com/driver-licence-terms-details/ \n\nGlobal Locate (Broadcom Corporation): Use of Global Locate, Inc. software is limited to evaluation and demonstration only.  Permitted distributions must be similarly limited.  Further rights must be obtained from Global Locate.    \n\nIAR Systems: Use of IAR flashloader or any IAR source code is subject to the terms of the IAR Source License located within the IAR zip package. The IAR Source License applies to linker command files, example projects unless another license is explicitly stated, the cstartup code, low_level_init.c, and some other low-level runtime library files.\n\nLC3plus: the LC3plus Low Complexity Communication Codec Plus (LC3plus) per ETSI TS 103 634 V1.3.1, is subject to ETSI Intellectual Property Rights Policy, See https://portal.etsi.org/directives/45_directives_jun_2022.pdf. For application in an End Product, Fraunhofer communication applies, see https://www.iis.fraunhofer.de/en/ff/amm/communication/lc3.html\n\nLumissil: Use of the Lumissil software constitutes your acceptance of the terms of the Lumissil Software License Agreement.  A link to the agreement is incorporated as follows: https://www.lumissil.com/assets/pdf/support/2023%20Lumissil%20IS3xCG5317%20Software%20License%20Agreement%20NXP.pdf .  The Run-Time Software and Boot ROM Code are without warranty of any kind from NXP or Lumissil, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You assume the entire risk arising out of the use or performance of the Lumissil software, or any systems you design using the such, if any.  For the use of Lumissil software, Lumissil is as a third-party beneficiary of the this Agreement with authority to enforce its rights in the Run-Time Software and Boot ROM Code.\n\nMicrosoft: Except for Microsoft PlayReady software, if the Licensed Software includes software owned by Microsoft Corporation (\"Microsoft\"), it is subject to the terms of your license with Microsoft (the \"Microsoft Underlying Licensed Software\") and as such, NXP grants no license to you, beyond evaluation and demonstration in connection with NXP processors, in the Microsoft Underlying Licensed Software.  You must separately obtain rights beyond evaluation and demonstration in connection with the Microsoft Underlying Licensed Software from Microsoft. Microsoft does not provide support services for the components provided to you through this Agreement.  If you have any questions or require technical assistance, please contact NXP.  Microsoft Corporation is a third party beneficiary to this Agreement with the right to enforce the terms of this Agreement.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED SOFTWARE.  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