| Copyright (c) 2017, NETRONOME Systems, Inc. All rights reserved. | |
| Agilio(r) Firmware License Agreement (the "AGREEMENT") | |
| BY INSTALLING OR USING IN ANY MANNER THE SOFTWARE THAT ACCOMPANIES THIS | |
| AGREEMENT (THE "SOFTWARE") YOU (THE "LICENSEE") ACKNOWLEDGE TO BE BOUND | |
| BY ALL OF THE TERMS OF THIS AGREEMENT. | |
| LICENSE GRANT. Subject to the terms and conditions set forth herein, | |
| Netronome Systems, Inc. ("NETRONOME") hereby grants LICENSEE a non- | |
| exclusive license to use, reproduce and distribute the SOFTWARE | |
| exclusively in object form. | |
| Restrictions. LICENSEE agrees that, (a) unless explicitly provided by | |
| NETRONOME, the source code of the SOFTWARE is not being provided to | |
| LICENSEE and is confidential and proprietary to NETRONOME and that | |
| LICENSEE has no right to access or use such source code. Accordingly, | |
| LICENSEE agrees that it shall not cause or permit the disassembly, | |
| decompilation or reverse engineering of the SOFTWARE or otherwise attempt | |
| to gain access to the source code for the SOFTWARE; and (b) LICENSEE | |
| agrees that it shall not subject the SOFTWARE in whole or in part, to the | |
| terms of any software license that requires, as a condition of use, | |
| modification and/or distribution that the source code of the SOFTWARE, or | |
| the SOFTWARE be i) disclosed or distributed in source code form; ii) | |
| licensed for the purpose of making derivative works of the source code of | |
| the SOFTWARE; or iii) redistribution of the source code of the SOFTWARE | |
| at no charge. | |
| DISCLAIMER OF ALL WARRANTIES. THE SOFTWARE IS PROVIDED "AS IS" AND WITH | |
| ALL FAULTS AND NETRONOME AND ITS LICENSORS HEREBY DISCLAIM ALL EXPRESS OR | |
| IMPLIED WARRANTIES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY | |
| WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A | |
| PARTICULAR PURPOSE. | |
| LIMITATIONS OF LIABILITY. EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT | |
| SHALL NETRONOME OR ANY OTHER PARTY INVOLVED IN THE CREATION, PRODUCTION, | |
| OR DELIVERY OF THE SOFTWARE BE LIABLE FOR ANY LOSS OF PROFITS, DATA, USE | |
| OF THE SOFTWARE, DOCUMENTATION OR EQUIPMENT, OR FOR ANY SPECIAL, | |
| INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, MULTIPLE OR OTHER | |
| DAMAGES, ARISING FROM OR IN CONNECTION WITH THE SOFTWARE EVEN IF | |
| NETRONOME OR ITS LICENSORS HAVE BEEN MADE AWARE OF THE POSSIBILITY OF | |
| SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY | |
| LIMITED REMEDY. | |
| EXPORT COMPLIANCE. LICENSEE shall not use or export or transmit the | |
| SOFTWARE, directly or indirectly, to any restricted countries or in any | |
| other manner that would violate any applicable US and other export | |
| control and other regulations and laws as shall from time to time govern | |
| the delivery, license and use of technology, including without limitation | |
| the Export Administration Act of 1979, as amended, and any regulations | |
| issued thereunder. | |
| PROHIBITION OF SOFTWARE USE IN HIGH RISK ACTIVITIES AND LIFE | |
| SUPPORT APPLICATIONS. The SOFTWARE is not designed, manufactured or | |
| intended for use as on-line control equipment in hazardous environments | |
| requiring fail-safe performance, such as in the operation of nuclear | |
| facilities, aircraft navigation or communications systems, air traffic | |
| control, life support systems, human implantation or any other | |
| application where product failure could lead to loss of life or | |
| catastrophic property damage or weapons systems, in which the failure of | |
| the SOFTWARE could lead directly to death, personal injury, or severe | |
| physical or environmental damage ("High Risk Activities"). Accordingly | |
| NETRONOME and, where applicable, NETRONOME'S third party licensors | |
| specifically disclaim any express or implied warranty of fitness for High | |
| Risk Activities. |