SOFTWARE LICENSE AGREEMENT
Murata Manufacturing Company, Ltd. ("Murata") grants you a limited, nonexclusive license to use the downloaded software program (s) (the "Software") subject to the terms and restrictions set forth in this License Agreement. You are not permitted to use the Software in any manner not expressly authorized by this License Agreement. You acknowledge and agree that the ownership and all intellectual property rights (including but not limited to copyright, patent, trade name, know-how and trade secret) of the Software are held by Murata or Murata’s licensor. Use of the Software is subject to certain system requirements.
2. NO ASSIGNMENT
- You shall not sublicense, assign or transfer the license or the Software except as expressly provided in this License Agreement. Any attempt otherwise to sublicense, assign or transfer any of rights, duties or obligations hereunder shall be void.
Modification, copy, reverse engineering, reverse compiling, or disassembly of the Software is expressly prohibited.
4. LIMITED WARRANTY
The Software is provided "as is" without warranty of any kind, either express or implied, including, but not limited to the implied warranties of merchantability and fitness for a particular purpose.
5. LIMITATIONS OF LIABILITY
In no event shall Murata be liable to you for any damages, including any lost profits, lost savings or other incidental or consequential damages arising out of the use or inability to use the Software even if Murata has been advised of the possibility of such damages, or for any claim by any other party.
In the event that you breach any term or condition of this License Agreement, you shall indemnify Murata from any and all losses, damages, costs and expenses incurred by Murata arising out of the such breach.
You shall not disclose the Software to any third party without the prior written consent of Murata.
8. EXPORT RESTRICTIONS
You agree that you will not export or re-export the Software or accompanying documentation (or any copies thereof) or any products utilizing the Software or such documentation in violation of any applicable laws or regulations of the United States or the country in which you obtained them.
9. TERM AND TERMINATION
This License Agreement is effective until terminated. It shall terminate immediately if you fail to comply with any term or condition of this License Agreement. Upon such termination you agree to destroy the Software and documentation and provide the certificate of such destruction to Murata.
Article 2, 3, 4, 5, 6, 7, 8, 11 and this Article shall survive termination of this License Agreement.
11. GOVERNING LAW
This License Agreement shall be governed by the laws of Japan.
In the event any provision of this License Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired.
13. ENTIRE AGREEMENT
This License Agreement sets forth the entire agreement between you and Murata, supersedes all prior agreements, whether written or oral, with respect to the Software, and may be amended only in a writing signed by both parties.