ATTENTION
Renesas Electronics Corporation ("Renesas"), hereby grants to you certain rights to use our software program "USB Attached SCSI Protocol (UASP) Filter Driver" in object code ("Program") and relevant documentation ("Documentation") (collectively, "Software") provided to you accompanied with the following terms and conditions.
USING OR INSTALLING THE SOFTWARE INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. THEREFORE, BEFORE USING OR INSTALLING THE SOFTWARE, YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS.
Terms and Condition for Use of the Software
1. License
1.1 Subject to the terms and conditions set forth herein, you may, without any charge to you, use and copy the Program, and to distribute the Program incorporated in your hardware product containing Renesas' LSI "μPD720230", "μPD720231" and "μPD720231A" ("Hardware Product"). Furthermore, you may, without any charge to you, use and copy the Documentation to the extent reasonably necessary to exercise the license granted under this paragraph 1.1 with respect to the Program.
1.2 You may delegate the work to copy and incorporate the Program in Hardware Product granted under paragraph 1.1 above to your subcontractors ("Subcontractors"), provided that you shall impose on such Subcontractors the obligations and restrictions contained in these terms and conditions (including, without limitations, the confidentiality obligations) and be responsible for the Subcontractors' compliance with such obligations and restrictions.
1.3 You hereby acknowledge and agree that Software is subject to change at any time without any prior notice.
2. Period
2.1 You may use the Software for the period of one (1) year from your acceptance of these terms and conditions ("Period"), and thereafter the Period shall be automatically extended on a year-to-year basis unless or until Renesas or you give the other a written notice of termination at least thirty (30) days prior to the expiration date of the original or each extended Period.
2.2 Renesas may terminate the license granted to you hereunder at any time if you fail to comply with any terms and conditions.
2.3 Upon termination of the license, you must destroy, and erase from your computers, the Software and any copies thereof.
3. Copyright
No title and other intellectual property rights to the Software shall be transferred to you, and except as expressly set forth in these terms and conditions, no rights or licenses shall be granted to you in connection with the Software.
4. Restrictions
4.1 You shall not reverse engineer, decompile or disassemble the Program, in whole or in part.
4.2 You shall not delete or modify the copyright notice contained on or within the Software.
4.3 You shall not convert, change, modify, combine or otherwise change or dispose of the Software, except as expressly granted in these terms and conditions.
4.4 You shall not sub-license, rent, assign, transfer or otherwise dispose of the Software and its license to any third party.
5. No Supports, No Warranties
IN NO EVENT SHALL RENESAS BE LIABLE FOR PROVIDING ANY SUPPORT REGARDING THE SOFTWARE TO YOU.
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. RENESAS DISCLAIMS ALL WARRANTIES FOR THE SOFTWARE, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHER, RENESAS MAKES NO REPRESENTATION OR WARRANTY THAT THE USE OF ANY SOFTWARE WILL NOT INFRINGE ANY THIRD PARTY'S RIGHTS, INCLUDING BUT NOT LIMITED TO, ANY INTELLECTUAL PROPERTY RIGHTS. IN NO EVENT SHALL RENESAS BE HELD LIABLE WITH RESPECT TO ANY CLAIM BY YOU OR ANY THIRD PARTY ON ACCOUNT OF OR ARISING OUT OF THE USE OF THE SOFTWARE.
6. Confidentiality
6.1 You may not disclose the Software to any third party without the prior written consent of Renesas.
6.2 Notwithstanding the provisions of paragraph 6.1 above, you may provide the Software to Subcontractors, provided that you shall impose such Subcontractors confidentiality obligation imposed to you under paragraph 6.1 above.
7. LIMITATION OF LIABILITY
IN NO EVETN SHALL RENESAS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES OR LOSS OF PROFIT OR DAMAGES BASED ON ANY THIRD PARTY CLAIM, EVEN IF RENESAS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8. Miscellaneous
8.1 You may not export or re-export, directly or indirectly, the Software and all related information furnished to you hereunder and/or any of the direct products resulting therefrom in contradiction to any applicable export control laws and regulations.
8.2 These terms and conditions shall be governed by and construed in accordance with laws of Japan, without reference to any conflict of laws principles and the United Nations Convention on Contracts for the International Sale of Goods.
8.3 You hereby agree that the exclusive jurisdiction with respect to any disputes which may arise between you and Renesas in connection with these terms and conditions shall be Tokyo District Court.
We accept the terms and conditions above.