Legal Terms and Conditions

By using the demo board discussed herein (together with any tools, components documentation or support materials, the “Demo Board”), you are agreeing to be bound by the terms and conditions set forth below (“Agreement”) unless you have purchased the Demo Board, in which case the Analog Devices Standard Terms and Conditions of Sale shall govern. Do not use the Demo Board until you have read and agreed to the Agreement. Your use of the Demo Board shall signify your acceptance of the Agreement.

This Agreement is made by and between you (“Customer”) and Analog Devices, Inc. (“ADI”), with its principal place of business at One Technology Way, Norwood, MA 02062, USA.

Subject to the terms and conditions of the Agreement, ADI hereby grants to Customer a free, limited, personal, temporary, non-exclusive, non-sublicensable, non-transferable license to use the Demo Board FOR DEMONSTRATION PURPOSES ONLY. Customer understands and agrees that the Demo Board is provided for the sole and exclusive purpose referenced above, and agrees not to use the Demo Board for any other purpose.

Furthermore, the license granted is expressly made subject to the following additional limitations: Customer shall not (i) rent, lease, display, sell, transfer, assign, sublicense, or distribute the Evaluation Board; and (ii) permit any Third Party to access the Demo Board. As used herein, the term “Third Party” includes any entity other than ADI, Customer, their employees, affiliates and in-house consultants.

The Demo Board is NOT sold to Customer; all rights not expressly granted herein, including ownership of the Demo Board, are reserved by ADI.

Confidentiality

This Agreement and the Demo Board shall all be considered the confidential and proprietary information of ADI. Customer may not disclose or transfer any portion of the Demo Board to any other party for any reason. Upon discontinuation of use of the Demo Board or termination of this Agreement, Customer agrees to promptly return the Demo Board to ADI.

Additional Restrictions

Customer may not disassemble, decompile or reverse engineer chips on the Demo Board. Customer shall inform ADI of any occurred damages or any modifications or alterations it makes to the Demo Board, including but not limited to soldering or any other activity that affects the material content of the Demo Board. Modifications to the Demo Board must comply with applicable law, including but not limited to the RoHS Directive.

Termination

ADI may terminate this Agreement at any time upon giving written notice to Customer. Customer agrees to return to ADI the Demo Board at that time.

Limitation of Liability

THE DEMO BOARD PROVIDED HEREUNDER IS PROVIDED “AS IS” AND ADI MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO IT. ADI SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, OR WARRANTIES, EXPRESS OR IMPLIED, RELATED TO THE DEMO BOARD INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.

IN NO EVENT WILL ADI AND ITS LICENSORS BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES RESULTING FROM CUSTOMER’S POSSESSION OR USE OF THE DEMO BOARD, INCLUDING BUT NOT LIMITED TO LOST PROFITS, DELAY COSTS, LABOR COSTS OR LOSS OF GOODWILL. ADI’S TOTAL LIABILITY FROM ANY AND ALL CAUSES SHALL BE LIMITED TO THE AMOUNT OF ONE HUNDRED US DOLLARS ($100.00).

Export

Customer agrees that it will not directly or indirectly export the Demo Board to another country, and that it will comply with all applicable United States federal laws and regulations relating to exports.

Governing Law

This Agreement shall be governed by and construed in accordance with the substantive laws of the Commonwealth of Massachusetts (excluding conflict of law rules). Any legal action regarding this Agreement will be heard in the state or federal courts having jurisdiction in Suffolk County, Massachusetts, and Customer hereby submits to the personal jurisdiction and venue of such courts. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement and is expressly disclaimed.