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Licensing ST-v1

ROWEBOTS COMMERCIAL SOURCE CODE LICENSE AGREEMENT  

DEFINITIONS

 

LICENSEE

 

LICENSOR

74 Simcoe St. Scotland Ontario N0E 1R0 Canada

Contact: Kim Rowe

Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Telephone: +1 519 279 4600 x221

 

HOST SOFTWARE PRODUCTS

The HOST SOFTWARE PRODUCTS are binary only executable software applications which run on a host workstation and aid the development of applications which utilize EMBEDDED SOFTWARE PRODUCTS. HOST SOFTWARE PRODUCTS include documentation, binary executables, and associated other files. These modules are fully defined in terms of their version number, name and description as part of the appendices of this document. The functions and details of the HOST SOFTWARE PRODUCTS are defined by the documentation, data sheets, other information, binary tools and source code for these tools.

 

EMBEDDED SOFTWARE PRODUCTS

The EMBEDDED SOFTWARE PRODUCTS are source code, binary libraries, documentation and other necessary configuration files and information. These software modules are intended to be used as components in the development of embedded application programs and not seen by the end users of the applications. These modules are fully defined in terms of their version number, name and description as part of the appendices of this document. The functions and details of the EMBEDDED SOFTWARE PRODUCTS are defined by the documentation, data sheets, other information such as RFCs, binary tools and source code for these software modules.

 

SOFTWARE PRODUCT

 The SOFTWARE PRODUCT is defined as the combination of the HOST SOFTWARE PRODUCTS and the EMBEDDED SOFTWARE PRODUCTS

 

COMMERCIAL EMBEDDED SOFTWARE BINARY DISTRIBUTION LICENSE

This separate license is used to allow LICENSEE to distribute a binary coded application to their customers as part of a product which includes binary libraries or binary images from EMBEDDED SOFTWARE PRODUCTS. It does not allow any source code, documentation or HOST SOFTWARE PRODUCTS distribution.

 

COMMERCIAL GENERAL BINARY DISTRIBUTION LICENSE

This separate license is used to allow LICENSEE to distribute copies of HOST SOFTWARE PRODUCTS

 

COMMERCIAL SOFTWARE SOURCE DISTRIBUTION LICENSE

This separate license is used to allow a DISTRIUBUTOR to sell copies of SOFTWARE PRODUCTS in a defined market.

 

APPLICATION BINARY IMAGE

This is a binary image of an application which includes binary libraries or machine code generated from the EMBEDDED SOFTWARE PRODUCTS

 

MAJOR RELEASE NUMBER

Each component of the SOFTWARE PRODUCTS has a release number. The MAJOR RELEASE NUMBER is the first number in the sequence. (ie. 5.2.1.1 with 5 as the major release number)

 

 

IMPORTANT—READ CAREFULLY: This RoweBots Source Code License Agreement ("SCLA") is a legal agreement between you (either an individual or a single entity) and LICENSOR or RoweBots Research Inc. ("Rowebots") for the RoweBots software product identified above, and the enhancements to this software which includes computer software, source code and may include associated media, printed materials, and "online" or electronic documentation ("SOFTWARE PRODUCT"). By accepting this license agreement, and thereby getting access to the SOFTWARE PRODUCT, or agreeing to a contract with this license agreement used to protect software components used as part of the contract or agreement, you agree to be bound by the terms of this SCLA. If you do not agree to the terms of this SCLA, do not install or use the SOFTWARE PRODUCT.

 

SOFTWARE PRODUCT LICENSE

The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold.

 

1. GRANT OF LICENSE. This SCLA grants you the following rights:

The EMBEDDED SOFTWARE PRODUCTS source code can be taken and modified and changed into new versions without restriction except that all original copyright, branding and trademarks must be preserved and no new restrictions can be added. All new versions fall under the same license provisions as the original SOFTWARE PRODUCT. All additions to the source code are defined as new versions if they augment the underlying functionality within the application programming interfaces of the source code or provide additional functionality consistent with the existing application programming interfaces and broad user needs for similar function calls or defined standards.

 The EMBEDDED SOFTWARE PRODUCTS can be taken and combined with application binary modules to create an APPLICATION BINARY IMAGE. To distribute APPLICATION BINARY IMAGES, LICENSEE must have a COMMERCIAL EMBEDDED SOFTWARE BINARY DISTRIBUTION LICENSE. This agreement is included as Appendix 1.

HOST SOFTWARE PRODUCTS are licensed on a per user basis as defined by each specific purchase order and are part of the SOFTWARE PRODUCT as identified in the appendices. The number of computers that the HOST SOFTWARE PRODUCTS may be simultaneously used on, is limited by the number of purchased copies currently owned by the purchaser. HOST SOFTWARE PRODUCTS many only be redistributed by LICENSEE under a valid COMMERCIAL GENERAL BINARY DISTRIBUTION LICENSE

The Licensee under this SCLA shall not at any time transfer, assign or distribute in any other manner any non-commercial licenses to the Software Product without the express written approval of Rowebots, which approval may be arbitrarily withheld.

Source code redistribution of the RoweBots owned SOFTWARE PRODUCT and Rowebots owned enhancements is prohibited and any violation of this provision will cause irreparable harm and injury to RoweBots .

Library, binary, Flash or ROM versions of code where programming APIs are visible to programmers is prohibited under this agreement. Users must get a COMMERCIAL SOFTWARE SOURCE DISTRIBUTION LICENSE for this or have a distribution license for the SOFTWARE PRODUCT.

New versions created by LICENSEE may be resubmitted to Rowebots for inclusion into the source code if there are any changes to existing files, minor additional files and bug fixes or extensions to support new hardware. All copyright, title and ownership of software and documentation submitted to Rowebots shall be irrevocably transferred to Rowebots together with the software and will be made available to the community at large. A disclaimer must be provided to Rowebots with this software stating that no known patent infringement is present in the software or the combined new version. All patent issues will be examined by RoweBots before general inclusion in the shared source code which makes up the SOFTWARE PRODUCT.

RoweBots will exclusively own all rights to the SOFTWARE PRODUCT and any amendments, enhancements, inclusions in and extensions thereto submitted to RoweBots.

 

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.

Reverse engineering. Reverse engineering, recoding and any use of the SOFTWARE PRODUCT which copies the algorithms, ideas, internal concepts, and approaches is strictly prohibited. Such action will cause irreparable injury and damage to RoweBots. Any violator of this provision agrees to an immediate injunction in all international jurisdictions to prevent further damage until the issues can be fully resolved.

 Support Services. RoweBots may provide you with support services related to the SOFTWARE PRODUCT ("Support Services"). Use of Support Services is governed by the RoweBots policies and programs described in the user manual, in "online" documentation, and/or in other RoweBots provided materials. Any supplemental software code provided to you as part of the Support Services shall be considered part of the SOFTWARE PRODUCT and subject to the terms and conditions of this SCLA. With respect to technical information you provide to RoweBots as part of the Support Services, RoweBots may use such information for its business purposes, including for product support and development. RoweBots will not utilize such technical information in a form that personally identifies you. Note that a separate NDA protects you against disclosure of your proprietary information.

Software Transfer. You may not transfer any of your rights under this SCLA without receiving written permission from RoweBots. Separate registration is required for each entity and registration will not be unreasonably withheld. Further, RoweBots recognizes that businesses manage business units and that the sale and reorganization of business units requires the transfer of SCLAs. Transfers of SCLAs under these conditions will not be withheld.

Agreement Violations: At an time, if a breach of the agreement occurs, LICENSEE must contact RoweBots immediately and inform RoweBots of all details of the breach.

Termination. Without prejudice to any other rights, RoweBots may terminate this SCLA if you fail to comply with the terms and conditions of this SCLA and fail to correct these issues within 60 days of being notified to correct the issues. In such event, 60 days after notification, you must immediately destroy all copies of the SOFTWARE PRODUCT and all of its component parts. Backups may remain untouched provided the SOFTWARE PRODUCTS are not in use and not available on any development machines. All additional APPLICATION BINARY IMAGES which have been transferred to another legal entity are not subject to destruction unless produced with the purpose of bypassing breach correction.

 

3. UPGRADES.

All upgrades are available to all registered members of the Commercial Community for the major releases of the components purchased by the licensee. The SOFTWARE PRODUCTS and the corresponding MAJOR RELEASE NUMBER is defined in the appendices.

4. COPYRIGHT.

Excluding components included only for convenience, all title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the SOFTWARE PRODUCT are owned by RoweBots or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material except that you may install the HOST SOFTWARE PRODUCTS components of the SOFTWARE PRODUCT on as many computers as used for development of the APPLICATION BINARY IMAGES for the LICENCED APPLICATION provided the number of simultaneous users of the HOST SOFTWARE PRODUCTS does not exceed the number of copies purchased. , It is also permitted that you keep the original SOFTWARE PRODUCTS for backup or archival purposes. You may not copy the printed materials accompanying the SOFTWARE PRODUCT. You may also install the EMBEDDED SOFTWARE PRODUCTS source code, libraries documentation and other non-host tool components on as many computers at as many sites as necessary to effectively develop your APPLICATION BINARY IMAGES provided this software is solely used for the projects for which it was licensed for.

 

5. DUAL-MEDIA SOFTWARE.

You may receive the SOFTWARE PRODUCT in more than one medium. Regardless of the type or size of medium you receive, you may use only one medium that is appropriate for your computer licensed for the number of users of the host tools purchased. Similarly, you may only install one media on each computer used for development unless you have multiple project licenses for said computer. You may not loan, rent, lease, or otherwise transfer the other medium to another user, except as part of the permanent transfer (as provided above) of the SOFTWARE PRODUCT.

 

6. U.S. GOVERNMENT RESTRICTED RIGHTS.

The SOFTWARE PRODUCT and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software—Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is RoweBots, 119 Church St. Kitchener, ON, N2G2S3, Canada.

 

7. EXPORT RESTRICTIONS.

You agree that you will not export or re-export the SOFTWARE PRODUCT to any country, person, entity or end user subject to restrictions imposed by Canada or the United States of America. You specifically agree not to export or re-export the SOFTWARE PRODUCT (i) to any country to which Canada or the United States of America has embargoed or restricted the export of goods or services, which currently include, but are not necessarily limited to Iran, Iraq, Libya, North Korea, Sudan and Syria, or to any national of any such country, wherever located, who intends to transmit or transport the products back to such country; (ii) to any end-user who you know or has reason to know will utilize the SOFTWARE PRODUCT in the design, development or production of nuclear, chemical or biological weapons; or (iii) to any end-user who has been prohibited from participating in Canadian export transactions by any federal agency of the Canadian government. You warrant and represent that neither the Bureau of Export Administration nor any other U.S. federal agency has suspended, revoked or denied your export privileges.

 

8. LICENSE PURCHASE.

You agree that you will not distribute any commercial binary versions which include the SOFTWARE PRODUCT unless it is done under a RoweBots Commercial Embedded Software Binary Distribution License, which has been purchased from RoweBots or its authorized distributors. You agree that for each product that the SOFTWARE PRODUCT is used on, a separate RoweBots Commercial Embedded Software Binary Distribution License will be purchased at current list prices or a negotiated price based on volume commitments in specific time periods. You agree all distribution of host tools also require a RoweBots Commercial General Binary Distribution License.

 

9. WEBSITE LINKS.

You agree that if you use the SOFTWARE PRODUCT without purchasing a corresponding RoweBots Commercial Embedded Software Binary Distribution License, for each product that the SOFTWARE PRODUCT is used on, you will add to your web site a link to the product page for the SOFTWARE PRODUCT components that you are using. Detailed instructions on adding links are found at www.rowebots.com.

 

10. INCLUSION IN SEMICONDUCTOR VENDORS SOFTWARE DISTRIBUTIONS

If you received this software as part of an approved distribution from a semiconductor vendor, you are entitled to have fees waived for the Unison component licenses for both the source code use and for binary distribution of the components detailed in Appendix , A of this agreement under the standard terms and conditions for these compoents listed in this document. In other words, you can use the Unison components for commercial purposes including development and binary distribution of applications including these compnents FREE.

 

MISCELLANEOUS

You agree that you will not publish performance results of the SOFTWARE PRODUCTS without obtaining written permission from RoweBots before publishing results. This does not preclude any publication of system performance for any application which was developed with the SOFTWARE PRODUCTS.

RoweBots has developed the SOFTWARE PRODUCTS either by itself or licensed subcomponents for inclusion in the SOFTWARE PRODUCTS. RoweBots will certify that the SOFTWARE PRODUCTS do not violate any software copyrights or do not infringe any patents to the best of their knowledge at the time of signing of this agreement. RoweBots will indemnify LICENSEE with respect to these claims provided that all defense of any claims is under RoweBots control, and provided that the infringement is completely limited to the SOFTWARE PRODUCTS and is not linked to the application use or the hardware involved in the system design and that the infringement was before the agreement was signed

If any part of this agreement is found to be invalid in a court of law, the other sections of this agreement will remain in full effect and force.

If you acquired this product in the United States, this SCLA is governed by the laws of the State of California.

If you acquired this product in Canada or elsewhere other than United States, this SCLA is governed by the laws of the Province of Ontario, Canada. Each of the parties hereto irrevocably attorns to the jurisdiction of the courts of the Province of Ontario and further agrees to commence any litigation which may arise hereunder in the courts located in the Judicial District of Brant , Province of Ontario, Canada.

Should you have any questions concerning this SCLA, you are required to deliver software and documentation to Rowebots under the provisions of Section 1 above, or if you desire to contact RoweBots for any reason, please contact the RoweBots distributor serving your country, or write: RoweBots, 74 Simcoe St. Scotland Ontario N0E 1R0 Canada email: This email address is being protected from spambots. You need JavaScript enabled to view it..

 

LIMITED WARRANTY

If you acquired THE SOFTWARE product in THE UNITED STATES OF AMERICA OR CANADA ON PHYSICAL MEDIA or using a purchae order, the follow limited warranty applies to you:

LIMITED WARRANTY. RoweBots warrants that (a) the SOFTWARE PRODUCT will perform substantially in accordance with the accompanying written materials for a period of 365 days from the date of receipt, and (b) any Support Services provided by RoweBots shall be substantially as described in applicable written materials provided to you by RoweBots, and RoweBots support engineers will make commercially reasonable efforts to solve any problem issues. Some states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. To the extent allowed by applicable law, implied warranties on the SOFTWARE PRODUCT, if any, are limited to one year (1).

CUSTOMER REMEDIES. RoweBots's and its suppliers' entire liability and your exclusive remedy shall be, at RoweBots's option, either (a) return of the price paid, if any, or (b) repair or replacement of the SOFTWARE PRODUCT that does not meet RoweBots's Limited Warranty and which is returned to RoweBots with a copy of your receipt. This Limited Warranty is void if failure of the SOFTWARE PRODUCT has resulted from accident, abuse, or misapplication. Any replacement SOFTWARE PRODUCT will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. Outside the United States, neither these remedies nor any product support services offered by RoweBots are available without proof of purchase from an authorized international source.

NO OTHER WARRANTIES. To the maximum extent permitted by applicable law, RoweBots and its suppliers disclaim all other warranties and conditions, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, with regard to the SOFTWARE PRODUCT, and the provision of or failure to provide Support Services. This limited warranty gives you specific legal rights. You may have others, which vary from state/jurisdiction to state/jurisdiction.

LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall RoweBots or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the SOFTWARE PRODUCT or the provision of or failure to provide Support Services, even if RoweBots has been advised of the possibility of such damages. In any case, RoweBots's entire liability under any provision of this SCLA shall be limited to the greater of the amount actually paid by you for the SOFTWARE PRODUCT or U.S.$5.00; provided, however, if you have entered into a RoweBots Support Services Agreement, RoweBots's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you

IF YOU ACQUIRED THE SOFTWARE PRODUCT ON PHYSICAL MEDIA (e.g. CD-ROM), OR VIA PURCHASE ORDER OUTSIDE THE UNITED STATES OR CANADA, FOR THE LIMITED WARRANTIES AND SPECIAL PROVISIONS PERTAINING TO YOUR PARTICULAR JURISDICTION, PLEASE REFER TO YOUR WARRANTY INFORMATION INCLUDED WITH THIS PACKAGE OR PROVIDED WITH THE SOFTWARE PRODUCT PRINTED MATERIALS OR ASK RoweBots FOR THE INFORMATION

WEB DOWNLOAD - NO WARRANTY

If you acquired THE SOFTWARE product VIA WEB DOWNLOAD, the following WARRANTY EXCLUSION applies to you:

NO WARRANTIES. RoweBots EXPRESSLY DISCLAIMS ANY LIABILITY FOR THE SOFTWARE PRODUCT. THE SOFTWARE PRODUCT AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE PRODUCT REMAINS WITH YOU.

LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall RoweBots or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the SOFTWARE PRODUCT or the provision of or failure to provide Support Services, even if RoweBots has been advised of the possibility of such damages. In any case, RoweBots's entire liability under any provision of this SCLA shall be limited to the greater of the amount actually paid by you for the SOFTWARE PRODUCT or US$5.00; provided however, if you have entered into a RoweBots Support Services Agreement, RoweBots's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.

If a click through version of this license was used, the person who accepted the terms and conditions and the legal entity which the person worked on behalf of is deemed to have accepted the entire agreement assuming the purchaser and the purchase order define the date, replace the signature and have the appendices information provided.

Date: _____________________________________

Signing Authority (printed): ________________________________________________________

Signed By Authority: __________________________________________

Location: ____________________________________________________

Date: _____________________________________

Signing Authority (printed): ________________________________________________________

For RoweBots: ______________________________________________

 

Appendix A Approved FREE components for semiconductor vendors

    • ST Microelectronics
      •  Unison Kernel

 

Appendix 1 ROWEBOTS COMMERCIAL EMBEDDED BINARY DISTRIBUTION AGREEMENT

DEFINITIONS

LICENSEE

LICENSOR

RoweBots Research Inc.

74 Simcoe St. Scotland Ontario, N0E 1R0 Canada

Contact: Kim Rowe

Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Telephone: +1 519 279 4600 x221

 

HOST SOFTWARE PRODUCTS

The HOST SOFTWARE PRODUCTS are binary only executable software applications which run on a host workstation and aid the development of applications which utilize EMBEDDED SOFTWARE PRODUCTS. HOST SOFTWARE PRODUCTS include documentation, binary executables, and associated other files. These modules are fully defined in terms of their version number, name and description as part of the appendicies of this document. The functions and details of the HOST SOFTWARE PRODUCTS are defined by the documentation, data sheets, other information, binary tools and source code for these tools.

 

EMBEDDED SOFTWARE PRODUCTS

The EMBEDDED SOFTWARE PRODUCTS are source code, binary libraries, documentation and other necessary configuration files and information. These software modules are intended to be used as componens in the development of embedded application programs and not seen by the end users of the applications. These modules are fully defined in terms of their version number, name and description as part of the appendicies of this document. The functions and details of the EMBEDDED SOFTWARE PRODUCTS are defined by the documentation, data sheets, other information such as RFCs, binary tools and source code for these software modules.

 

EMBEDDED BINARY SOFTWARE PRODUCTS

The EMBEDDED BINARY SOFTWARE PRODUCTS are linked into a single binary executable for the given application or they will be supporting files and configuration information for the APPLICATION BINARY IMAGE.. They will execute on a microcontroller or microprocessor. SOFTWARE PRODUCT The SOFTWARE PRODUCT is defined as the combination of the HOST SOFTWARE PRODUCTS and the EMBEDDED SOFTWARE PRODUCTS.

 

COMMERCIAL EMBEDDED SOFTWARE BINARY DISTRIBUTION LICENSE

This separate license is used to allow LICENSEE to distribute a binary coded application to their customers as part of a product which includes binary libraries or binary images (EMBEDDED BINARY SOFWARE PRODUCTS) from EMBEDDED SOFTWARE PRODUCTS. It does not allow any source code, documentation or HOST SOFTWARE PRODUCTS distribution.

COMMERCIAL GENERAL BINARY DISTRIBUTION LICENSE

This separate license is used to allow LICENSEE to distribute copies of HOST SOFTWARE PRODUCTS.

COMMERCIAL SOFTWARE SOURCE DISTRIBUTION LICENSE

This separate license is used to allow a DISTRIUBUTOR to sell copies of SOFTWARE PRODUCTS in a defined market.

APPLICATION BINARY IMAGE

This is a binary image of an application which includes binary libraries or machine code generated from the EMBEDDED SOFTWARE PRODUCTS.

MAJOR RELEASE NUMBER

Each component of the SOFTWARE PRODUCTS has a release number. The MAJOR RELEASE NUMBER is the first number in the sequence. (ie. 5.2.1.1 with 5 as the major release number)

SPECIFIC APPLICATION (and license types)

The SPECIFIC APPLICATION is the description of the type of license purchased. It could be one of a PRODUCT LICENSE, in which case the SPECIFIC APPLICATION refers to one single application, a PRODUCT LINE LICENSE, in which case it refers to a set of related and functionally equivilent products, a PRODUCT FAMILY LICENSE, which refers to a set of related and functionally different products, or an ARCHITECTURE LICENSE which would describe the MCU or MCU which would be licensed.

 

 

IMPORTANT—READ CAREFULLY: This RoweBots Commercial Embedded Software Binary Distribution License Agreement ("EBLA") is a legal agreement between you (either an individual or a single entity) and RoweBots Research Inc. ("Rowebots") for the RoweBots software product identified above, and the enhancements to this software , which includes computer software, source code and may include associated media, printed materials, and "online" or electronic documentation ("SOFTWARE PRODUCT"). By agreeing to this agreement and thereby getting access to the SOFTWARE PRODUCT, you agree to be bound by the terms of this EBLA. If you do not agree to the terms of this EBLA, do not redistribute embedded binary versions of the SOFTWARE PRODUCT.

 

SOFTWARE PRODUCT LICENSE

The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold and applies to the specific application summarized in Appendix "A-1" attached hereto (the "SPECIFIC APPLICATION").

1. GRANT OF LICENSE. This EBLA grants you the following rights:

The right to re-distribute the EMBEDDED BINARY SOFTWARE PRODUCTS for the Specific Application to the limit of the quantities purchased as stipulated in Appendix "A-2" attached hereto, in binary form only without separate libraries as an APPLICATION BINARY IMAGE is granted.

All distribution of host tools or embedded libraries also require a separate RoweBots Commercial General Binary Distribution License.

 

2. SPECIFIC APPLICATION. This license is only valid for this SPECIFIC APPLICATION. Any new applications or applications which require a separate license agreemen is subject to additional fees.

 

3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

Support Services. RoweBots may provide you with support services related to the SOFTWARE PRODUCT ("Support Services"). Use of Support Services is governed by the RoweBots policies and programs described in the user manual, in "online" documentation, and/or in other RoweBots provided materials. Any supplemental software code provided to you as part of the Support Services shall be considered part of the SOFTWARE PRODUCT and subject to the terms and conditions of this EBLA. With respect to technical information you provide to RoweBots as part of the Support Services, RoweBots may use such information for its business purposes, including for product support and development. RoweBots will not utilize such technical information in a form that personally identifies you.

Software Transfer. You may not transfer any of your rights under this SCLA without receiving written permission from RoweBots. Separate registration is required for each entity and registration will not be unreasonably withheld. Further, RoweBots recognizes that businesses manage business units and that the sale and reorganization of business units requires the transfer of SCLAs. Transfers of COMMERCIAL EMBEDDED SOFTWARE BINARY DISTRIBUTION LICENSE (ESBDL)s under these conditions will not be withheld.

Agreement Violations: At an time, if a breach of the agreement occurs, LICENSEE must contact RoweBots immediately and inform RoweBots of all details of the breach.

Termination. Without prejudice to any other rights, RoweBots may terminate this SCLA if you fail to comply with the terms and conditions of this SCLA and fail to correct these issues within 60 days of being notified to correct the issues. In such event, 60 days after notification, you must immediately destroy all copies of the SOFTWARE PRODUCT and all of its component parts. Backups may remain untouched provided the SOFTWARE PRODUCTS are not in use and not available on any development machines. All additional APPLICATION BINARY IMAGES which have been transferred to another legal entity are not subject to destruction unless produced with the purpose of bypassing breach correction.

 

4. UPGRADES

All upgrades are available to all registered members of the Commercial Community for the major releases of the components purchased by the licensee The SOFTWARE PRODUCTS and the corresponding MAJOR RELEASE NUMBER is defined in the appendices.

 

5. COPYRIGHT

Excluding components included only for convenience, all title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the SOFTWARE PRODUCT are owned by RoweBots or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material except that you may install the HOST SOFTWARE PRODUCTS components of the SOFTWARE PRODUCT on as many computers as used for development of the APPLICATION BINARY IMAGES for the LICENCED APPLICATION provided the number of simultaneous users of the HOST SOFTWARE PRODUCTS does not exceed the number of copies purchased. , It is also permitted that you keep the original SOFTWARE PRODUCTS for backup or archival purposes. You may not copy the printed materials accompanying the SOFTWARE PRODUCT. You may also install the EMBEDDED SOFTWARE PRODUCTS source code, libraries documentation and other non-host tool components on as many computers at as many sites as necessary to effectively develop your APPLICATION BINARY IMAGES provided this software is solely used for the projects for which it was licensed for.

 

6. DUAL-MEDIA SOFTWARE

You may receive the SOFTWARE PRODUCT in more than one medium. Regardless of the type or size of medium you receive, you may use only one medium that is appropriate for your computers. You may not use or install the other medium on another computer for a project except the SPECIFIC APPLICATION. You may not loan, rent, lease, or otherwise transfer the other medium to another user, except as part of the permanent transfer (as provided above) of the SOFTWARE PRODUCT.

 

7. U.S. GOVERNMENT RESTRICTED RIGHTS

The SOFTWARE PRODUCT and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software—Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is RoweBots, 74 Simcoe St. Scotland Ontario, Canada.

 

8 EXPORT RESTRICTIONS

You agree that you will not export or re-export the SOFTWARE PRODUCT to any country, person, entity or end user subject to restrictions imposed by Canada or the United States of America. You specifically agree not to export or re-export the SOFTWARE PRODUCT (i) to any country to which Canada or the United States of America has embargoed or restricted the export of goods or services, which currently include, but are not necessarily limited to Iran, Iraq, Libya, North Korea, Sudan and Syria, or to any national of any such country, wherever located, who intends to transmit or transport the products back to such country; (ii) to any end-user who you know or has reason to know will utilize the SOFTWARE PRODUCT in the design, development or production of nuclear, chemical or biological weapons; or (iii) to any end-user who has been prohibited from participating in Canadian export transactions by any federal agency of the Canadian government. You warrant and represent that neither the Bureau of Export Administration nor any other U.S. federal agency has suspended, revoked or denied your export privileges.

 

MISCELLANEOUS

You agree that you will not publish performance results of the SOFTWARE PRODUCTS without obtaining written permission from RoweBots before publishing results. This does not preclude any publication of system performance for any application which was developed with the SOFTWARE PRODUCTS.

RoweBots has developed the SOFTWARE PRODUCTS either by itself or licensed subcomponents for inclusion in the SOFTWARE PRODUCTS. RoweBots will certify that the SOFTWARE PRODUCTS do not violate any software copyrights or do not infringe any patents to the best of their knowledge at the time of signing of this agreement. RoweBots will indemnify LICENSEE with respect to these claims provided that all defense of any claims is under RoweBots control, and provided that the infringement is completely limited to the SOFTWARE PRODUCTS and is not linked to the application use or the hardware involved in the system design and that the infringement was before the agreement was signed...

If any part of this agreement is found to be invalid in a court of law, the other sections of this agreement will remain in full effect and force.

If you acquired this product in the United States, this EBLA is governed by the laws of the State of California.

If you acquired this product in Canada, this EBLA is governed by the laws of the Province of Ontario, Canada. Each of the parties hereto irrevocably attorns to the jurisdiction of the courts of the Province of Ontario and further agrees to commence any litigation which may arise hereunder in the courts located in the Judicial District of Ottawa-Carleton, Province of Ontario.

If this product was acquired outside the United States, then local law may apply.

Should you have any questions concerning this EBLA, you are required to deliver software and documentation to Rowebots under the provisions of Section 1 above, or if you desire to contact RoweBots for any reason, please contact the RoweBots distributor serving your country, or write: RoweBots, 74 Simcoe St. Scotland Ontario N0E 1R0 Canada, email: This email address is being protected from spambots. You need JavaScript enabled to view it..

 

LIMITED WARRANTY

If you acquired THE SOFTWARE product in THE UNITED STATES OR CANADA ON PHYSICAL MEDIA, or VIA PURCHASE ORDER, the follow limited warranty applies to you:

LIMITED WARRANTY. RoweBots warrants that (a) the SOFTWARE PRODUCT will perform substantially in accordance with the accompanying written materials for a period of 365 days from the date of receipt, and (b) any Support Services provided by RoweBots shall be substantially as described in applicable written materials provided to you by RoweBots, and RoweBots support engineers will make commercially reasonable efforts to solve any problem issues. Some states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. To the extent allowed by applicable law, implied warranties on the SOFTWARE PRODUCT, if any, are limited to one year (1).

CUSTOMER REMEDIES. RoweBots's and its suppliers' entire liability and your exclusive remedy shall be, at RoweBots's option, either (a) return of the price paid, if any, or (b) repair or replacement of the SOFTWARE PRODUCT that does not meet RoweBots's Limited Warranty and which is returned to RoweBots with a copy of your receipt. This Limited Warranty is void if failure of the SOFTWARE PRODUCT has resulted from accident, abuse, or misapplication. Any replacement SOFTWARE PRODUCT will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. Outside the United States, neither these remedies nor any product support services offered by RoweBots are available without proof of purchase from an authorized international source.

NO OTHER WARRANTIES. To the maximum extent permitted by applicable law, RoweBots and its suppliers disclaim all other warranties and conditions, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, with regard to the SOFTWARE PRODUCT, and the provision of or failure to provide Support Services. This limited warranty gives you specific legal rights. You may have others, which vary from state/jurisdiction to state/jurisdiction.

LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall RoweBots or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the SOFTWARE PRODUCT or the provision of or failure to provide Support Services, even if RoweBots has been advised of the possibility of such damages. In any case, RoweBots's entire liability under any provision of this EBLA shall be limited to the greater of the amount actually paid by you for the SOFTWARE PRODUCT or U.S.$5.00; provided, however, if you have entered into a RoweBots Support Services Agreement, RoweBots's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.

IF YOU ACQUIRED THE SOFTWARE PRODUCT ON PHYSICAL MEDIA (e.g. CD-ROM), OR VIA PURCHASE ORDER OUTSIDE THE UNITED STATES OR CANADA, FOR THE LIMITED WARRANTIES AND SPECIAL PROVISIONS PERTAINING TO YOUR PARTICULAR JURISDICTION, PLEASE REFER TO YOUR WARRANTY INFORMATION INCLUDED WITH THIS PACKAGE OR PROVIDED WITH THE SOFTWARE PRODUCT PRINTED MATERIALS OR ASK RoweBots FOR THE INFORMATION.

WEB DOWNLOAD - NO WARRANTY

If you acquired THE SOFTWARE product VIA WEB DOWNLOAD, the following warranty EXCLUSION applies to you:

NO WARRANTIES. RoweBots EXPRESSLY DIEBLAIMS ANY LIABILITY FOR THE SOFTWARE PRODUCT. THE SOFTWARE PRODUCT AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE PRODUCT REMAINS WITH YOU.

LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall RoweBots or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the SOFTWARE PRODUCT or the provision of or failure to provide Support Services, even if RoweBots has been advised of the possibility of such damages. In any case, RoweBots's entire liability under any provision of this EBLA shall be limited to the greater of the amount actually paid by you for the SOFTWARE PRODUCT or US$5.00; provided however, if you have entered into a RoweBots Support Services Agreement, RoweBots's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.

If a click through version of this license was used, the person who accepted the terms and conditions and the legal entity which the person worked on behalf of is deemed to have accepted the entire agreement assuming the purchaser and the purchase order define the date, replace the signature and have the appendices information provided.

 

Date: _____________________________________

Signing Authority (printed): ________________________________________________________

Signed By Authority: __________________________________________

Location: ____________________________________________________

Date: _____________________________________

Signing Authority (printed): ________________________________________________________

For RoweBots: ______________________________________________

 

 

Appendix 1 - A – 1 Specific Product Definition (This specification must be submitted to This email address is being protected from spambots. You need JavaScript enabled to view it. before issuing this license, with the specification subject to change by RoweBots as required to meet accuracy and preciseness.) The form for submission is available from Rowebots. This information must clearly identify the type of license and if necessary the associated product information, microcontroller or microprocessor.

Appendix 1 - A – 2 Licensed Products and Quantities (This specification is taken from the online order of this license, or the purchase order if ordered directly .) The Major Release Number is 5.

 


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Rowebots Limited

RoweBots was founded in May 1987 by a group of Univer­sity researchers. From the outset, RoweBots had its roots in real-time multiprocessor software and has broadened into an embedded signal processing systems company today.

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