| License For Customer Use of NVIDIA Software | |
| IMPORTANT NOTICE -- READ CAREFULLY: This License For Customer Use of | |
| NVIDIA Software ("LICENSE") is the agreement which governs use of | |
| the software of NVIDIA Corporation and its subsidiaries ("NVIDIA") | |
| downloadable herefrom, including computer software and associated | |
| printed materials ("SOFTWARE"). By downloading, installing, copying, | |
| or otherwise using the SOFTWARE, you agree to be bound by the terms | |
| of this LICENSE. If you do not agree to the terms of this LICENSE, | |
| do not download the SOFTWARE. | |
| RECITALS | |
| Use of NVIDIA's products requires three elements: the SOFTWARE, the | |
| hardware, and a personal computer. The SOFTWARE is protected by copyright | |
| laws and international copyright treaties, as well as other intellectual | |
| property laws and treaties. The SOFTWARE may be protected by various | |
| patents, and is not sold, and instead is only licensed for use, strictly | |
| in accordance with this document. The hardware is protected by various | |
| patents, and is sold, but this agreement does not cover that sale, since | |
| it may not necessarily be sold as a package with the SOFTWARE. This | |
| agreement sets forth the terms and conditions of the SOFTWARE LICENSE only. | |
| 1. DEFINITIONS | |
| 1.1 Customer. Customer means the entity or individual that | |
| downloads or otherwise obtains the SOFTWARE. | |
| 2. GRANT OF LICENSE | |
| 2.1 Rights and Limitations of Grant. NVIDIA hereby grants Customer | |
| the following non-exclusive, non-transferable right to use the | |
| SOFTWARE, with the following limitations: | |
| 2.1.1 Rights. Customer may install and use multiple copies of the | |
| SOFTWARE on a shared computer or concurrently on different computers, | |
| and make multiple back-up copies of the SOFTWARE, solely for Customer's | |
| use within Customer's Enterprise. "Enterprise" shall mean individual use | |
| by Customer or any legal entity (such as a corporation or university) | |
| and the subsidiaries it owns by more than fifty percent (50%). | |
| 2.1.2 Open Source Exception. Notwithstanding the foregoing terms | |
| of Section 2.1.1, SOFTWARE may be copied and redistributed solely for | |
| use on operating systems distributed under the terms of an OSI-approved | |
| open source license as listed by the Open Source Initiative at | |
| http://opensource.org, provided that the binary files thereof are not | |
| modified, and Customer provides a copy of this license with the SOFTWARE. | |
| 2.1.3 Limitations. | |
| No Reverse Engineering. Customer may not reverse engineer, | |
| decompile, or disassemble the SOFTWARE, nor attempt in any other | |
| manner to obtain the source code. | |
| Usage. SOFTWARE is licensed only for use with microprocessor(s) which have | |
| been (i) designed by NVIDIA and (ii) either (a) sold by or (b) licensed by | |
| NVIDIA. Customer shall not use SOFTWARE in conjunction with, nor cause | |
| SOFTWARE to be executed by, any other microprocessor. | |
| No Translation. Customer shall not translate SOFTWARE, nor cause or permit | |
| SOFTWARE to be translated, from the architecture or language in which it is | |
| originally provided by NVIDIA, into any other architecture or language. | |
| No Rental. Customer may not rent or lease the SOFTWARE to someone | |
| else. | |
| 3. TERMINATION | |
| This LICENSE will automatically terminate if Customer fails to | |
| comply with any of the terms and conditions hereof. In such event, | |
| Customer must destroy all copies of the SOFTWARE and all of its | |
| component parts. | |
| Defensive Suspension. If Customer commences or participates in any legal | |
| proceeding against NVIDIA, then NVIDIA may, in its sole discretion, | |
| suspend or terminate all license grants and any other rights provided | |
| under this LICENSE during the pendency of such legal proceedings. | |
| 4. COPYRIGHT | |
| All title and copyrights in and to the SOFTWARE (including but | |
| not limited to all images, photographs, animations, video, audio, | |
| music, text, and other information incorporated into the SOFTWARE), | |
| the accompanying printed materials, and any copies of the SOFTWARE, | |
| are owned by NVIDIA, or its suppliers. The SOFTWARE is protected | |
| by copyright laws and international treaty provisions. Accordingly, | |
| Customer is required to treat the SOFTWARE like any other copyrighted | |
| material, except as otherwise allowed pursuant to this LICENSE | |
| and that it may make one copy of the SOFTWARE solely for backup or | |
| archive purposes. | |
| 5. APPLICABLE LAW | |
| This agreement shall be deemed to have been made in, and shall be | |
| construed pursuant to, the laws of the State of California. | |
| 6. DISCLAIMER OF WARRANTIES AND LIMITATION ON LIABILITY | |
| 6.1 No Warranties. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE | |
| LAW, THE SOFTWARE IS PROVIDED "AS IS" AND NVIDIA AND ITS SUPPLIERS | |
| DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT | |
| NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS | |
| FOR A PARTICULAR PURPOSE. | |
| 6.2 No Liability for Consequential Damages. TO THE MAXIMUM | |
| EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NVIDIA 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, EVEN IF NVIDIA HAS | |
| BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. | |
| 7. MISCELLANEOUS | |
| The United Nations Convention on Contracts for the International | |
| Sale of Goods is specifically disclaimed. If any provision of this | |
| LICENSE is inconsistent with, or cannot be fully enforced under, | |
| the law, such provision will be construed as limited to the extent | |
| necessary to be consistent with and fully enforceable under the law. | |
| This agreement is the final, complete and exclusive agreement between | |
| the parties relating to the subject matter hereof, and supersedes | |
| all prior or contemporaneous understandings and agreements relating | |
| to such subject matter, whether oral or written. Customer agrees | |
| that it will not ship, transfer or export the SOFTWARE into any | |
| country, or use the SOFTWARE in any manner, prohibited by the | |
| United States Bureau of Export Administration or any export laws, | |
| restrictions or regulations. This LICENSE may only be modified in | |
| writing signed by an authorized officer of NVIDIA. | |