End-user license agreement – Altera Mentor Verification IP Altera Edition AMBA AXI3/4TM User Manual

Page 779

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End-User License Agreement

The latest version of the End-User License Agreement is available on-line at:

www.mentor.com/eula

END-USER LICENSE AGREEMENT (“Agreement”)

This is a legal agreement concerning the use of Software (as defined in Section 2) and hardware (collectively “Products”)
between the company acquiring the Products (“Customer”), and the Mentor Graphics entity that issued the
corresponding quotation or, if no quotation was issued, the applicable local Mentor Graphics entity (“Mentor
Graphics”). Except for license agreements related to the subject matter of this license agreement which are physically
signed by Customer and an authorized representative of Mentor Graphics, this Agreement and the applicable quotation
contain the parties' entire understanding relating to the subject matter and supersede all prior or contemporaneous
agreements. If Customer does not agree to these terms and conditions, promptly return or, in the case of Software
received electronically, certify destruction of Software and all accompanying items within five days after receipt of
Software and receive a full refund of any license fee paid.

1.

ORDERS, FEES AND PAYMENT.

1.1. To the extent Customer (or if agreed by Mentor Graphics, Customer’s appointed third party buying agent) places and

Mentor Graphics accepts purchase orders pursuant to this Agreement (“Order(s)”), each Order will constitute a contract
between Customer and Mentor Graphics, which shall be governed solely and exclusively by the terms and conditions of
this Agreement, any applicable addenda and the applicable quotation, whether or not these documents are referenced on the
Order. Any additional or conflicting terms and conditions appearing on an Order will not be effective unless agreed in
writing by an authorized representative of Customer and Mentor Graphics.

1.2. Amounts invoiced will be paid, in the currency specified on the applicable invoice, within 30 days from the date of such

invoice. Any past due invoices will be subject to the imposition of interest charges in the amount of one and one-half
percent per month or the applicable legal rate currently in effect, whichever is lower. Prices do not include freight,
insurance, customs duties, taxes or other similar charges, which Mentor Graphics will state separately in the applicable
invoice(s). Unless timely provided with a valid certificate of exemption or other evidence that items are not taxable, Mentor
Graphics will invoice Customer for all applicable taxes including, but not limited to, VAT, GST, sales tax and service tax.
Customer will make all payments free and clear of, and without reduction for, any withholding or other taxes; any such
taxes imposed on payments by Customer hereunder will be Customer’s sole responsibility.

If Customer appoints a third

party to place purchase orders and/or make payments on Customer’s behalf, Customer shall be liable for payment under
Orders placed by such third party in the event of default.

1.3. All Products are delivered FCA factory (Incoterms 2000), freight prepaid and invoiced to Customer, except Software

delivered electronically, which shall be deemed delivered when made available to Customer for download. Mentor
Graphics retains a security interest in all Products delivered under this Agreement, to secure payment of the purchase price
of such Products, and Customer agrees to sign any documents that Mentor Graphics determines to be necessary or
convenient for use in filing or perfecting such security interest. Mentor Graphics’ delivery of Software by electronic means
is subject to Customer’s provision of both a primary and an alternate e-mail address.

2.

GRANT OF LICENSE. The software installed, downloaded, or otherwise acquired by Customer under this Agreement,
including any updates, modifications, revisions, copies, documentation and design data (“Software”) are copyrighted, trade
secret and confidential information of Mentor Graphics or its licensors, who maintain exclusive title to all Software and retain all
rights not expressly granted by this Agreement. Mentor Graphics grants to Customer, subject to payment of applicable license
fees, a nontransferable, nonexclusive license to use Software solely: (a) in machine-readable, object-code form (except as
provided in Subsection 5.2); (b) for Customer’s internal business purposes; (c) for the term of the license; and (d) on the
computer hardware and at the site authorized by Mentor Graphics. A site is restricted to a one-half mile (800 meter) radius.
Customer may have Software temporarily used by an employee for telecommuting purposes from locations other than a
Customer office, such as the employee's residence, an airport or hotel, provided that such employee's primary place of
employment is the site where the Software is authorized for use. Mentor Graphics’ standard policies and programs, which vary
depending on Software, license fees paid or services purchased, apply to the following: (a) relocation of Software; (b) use of
Software, which may be limited, for example, to execution of a single session by a single user on the authorized hardware or for
a restricted period of time (such limitations may be technically implemented through the use of authorization codes or similar
devices); and (c) support services provided, including eligibility to receive telephone support, updates, modifications, and
revisions. For the avoidance of doubt, if Customer requests any change or enhancement to Software, whether in the course of
receiving support or consulting services, evaluating Software, performing beta testing or otherwise, any inventions, product

IMPORTANT INFORMATION

USE OF ALL SOFTWARE IS SUBJECT TO LICENSE RESTRICTIONS. CAREFULLY READ THIS LICENSE

AGREEMENT BEFORE USING THE PRODUCTS. USE OF SOFTWARE INDICATES CUSTOMER’S

COMPLETE AND UNCONDITIONAL ACCEPTANCE OF THE TERMS AND CONDITIONS SET FORTH IN

THIS AGREEMENT. ANY ADDITIONAL OR DIFFERENT PURCHASE ORDER TERMS AND CONDITIONS

SHALL NOT APPLY.

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