_necinst_eu.in_

nec单片机嵌入式系统实例开发中关于编译环境建立（下）

NEC Electronics (Europe) GmbH (hereinafter referred to as NEC EE)
               Software Program License Agreement

The program(s) delivered with this agreement (Program) are sold only on the 
condition that the purchaser agrees to the terms and conditions of this 
agreement. PLEASE READ THIS AGREEMENT CAREFULLY. If you do not 
agree, return the packaged program immediately to

                    NEC Electronics (Europe) GmbH
                         Arcadiastrasse 10
                         40472 D黶seldorf
                            Germany
                      Fax: ++49-211-6503-1279

If you agree, please fill out the Software Registration Card, which is attached to 
the Program, have it duly signed by a person which holds the power of attorney 
for the legal entity, hereinafter called Customer, and return to us by fax or by 
mail to the aforementioned address.

1. License

The license granted hereunder is non-transferable, non-assignable and non-
exclusive and authorises the Customer to use the Program in machine-readable 
form on any single computer system (hereinafter called the 'System'). A 
separate license is required for each System on which the Program will be 
used. 

2. Copy and Modification

a) In case the Program delivered hereunder is a Tool (the term Tool includes, 
but is not limited to Compiler, Debugger, Simulator) the Program may not, in 
whole or in part, in printed or machine readable form, be copied, passed on, 
modified or merged into another program, but only be used in the state as it 
is delivered. 

b) In case the Program is delivered in object code form, the Program may not, 
in whole or in part, in printed or machine-readable form, be copied, passed 
on or be modified. It may be merged into another program or may be taken 
into the Customer抯 final application.

c) In case the Program is delivered in source code form, the Program may not, 
in whole or in part, in printed or machine-readable form be copied or passed 
on. The Program may be modified and/or merged into the Customer抯 
application and be passed on in this modified state. NEC EE is not 
responsible, liable or providing any warranties with regard to any program 
resulting from such modification or merge. 


d) Notwithstanding the regulations contained in this article 2 a) - c) above, the 
Program may in every case be copied for back-up purposes and archive 
purposes; provided, however, that no more than two (2) copies shall be in 
existence with respect to any Program at any one time without prior written 
consent of NEC EE.

e) The Customer agrees to maintain appropriate records of number and 
location of all such copies of the Program. 

f) The Customer acknowledges that the original and any copy of the Program, 
in whole or in part, are the property of NEC Corporation, or NEC EE or any 
Third Party Supplier to NEC EE. The customer agrees to reproduce and 
include the appropriate copyright notice of NEC Corporation, or NEC EE, or 
the third Party to NEC EE on any copy, in whole or in part, in any form, of 
the Program.

g) The customer shall provide to NEC EE on their request all documentary 
evidence to prove that the procedure outlined in 2a), b) and c) are executed 
in full compliance with this Agreement. 

3. Confidential Treatment

During the terms of this Agreement and thereafter, until the Program has 
become part of the public domain, the Customer agrees to treat and maintain 
the Program in strict confidence and not to disclose or otherwise make available 
the Program, in any form, to any person, firm or corporation other than the 
employees of the Customer.  

4. Program Support Service

a) For a period of one (1) year from the date on which this Agreement becomes 
effective, NEC EE agrees to provide the customer with all published updates 
to the Program (hereinafter called the 'Updates'), provided that the customer 
has returned the Software Registration Card properly filled out and signed. 
Costs for these Updates may by charged separately.

b) Upon receipt of the Updates, the Customer is free to keep the original and/or 
a copy of the prior release of the program at her/his own discretion. NEC EE 
is not obliged to provide any support (technical or otherwise) to the customer 
on this previous release.

c) The Updates provided to the Customer under sub-paragraph a) above shall 
be subject to all terms and conditions of this Agreement.

5. Disclaimer 

NEC EE makes no representation or warranties with respect to the Program, 
expressly or implicitly, including, but not limited to, the implied warranties of 
merchantability or fitness for a particular purpose, or that the use of the program 
will not infringe any patent or copyright. In no event shall NEC EE be liable to 
the customer for loss or profit, goodwill, or other special or consequential 
damages as a result of the use by the customer of the Program.

6. Limitation of Liability

Claims for compensation for whatever reason (tortious acts, infringements of 
main or incidental duties, if not already infringed before conclusion of this 
Agreement, of post-contractual duties etc) may only be made against NEC EE 
in the case of wilful intent, gross negligence, legally stipulated no-fault liability, 
or infringement of significant duties resulting from the nature of the contract. 
Although NEC is liable in principle, this liability shall, except for the infringement 
of duties before the conclusion of the contract, only include typical, foreseeable 
damages.
The above limitation of liability also applies to the personal liability of the 
employees, workers, members of staff, representatives and parties engaged in 
the performance of NEC EE抯 obligations. 

7. Term

This Agreement shall become effective as of the date on which the Software 
Registration Card is signed by the Customer and shall continue in force until 
terminated by either party hereto pursuant to Paragraph 8 below. 

8. Termination

a) The Customer may terminate this Agreement upon one (1) month抯 prior 
written notice. NEC EE may immediately terminate this Agreement in the 
event that the Customer committed breach of any provisions of this 
Agreement. 

b) The Customer shall destroy the original and any copy, in whole or in part, of 
the Program promptly after the termination of this Agreement. 

9. Miscellaneous

a) NEC EE hereby represents that it has the right to grant this license to the 
Customer. 

b) The rights and benefits of the Customer hereunder shall not be assigned or 
transferred in any manner whatever. 

c) The law of the Federal Republic of Germany shall govern the validity and 
construction of this Agreement. All disputes, controversies or differences, 
which may arise between the parties, out of or in relation to or in connection 
with this Agreement, shall be first settled amicably by mutual consultations 
between the parties hereto. 

d) All prior negotiations between the parties hereto are merged in this 
Agreement. This Agreement constitutes the entire agreement between the 
parties hereto with respect to the subject matter hereof, and there are no 
understandings, representations or warranties of any kind except expressly 
set forth herein. This Agreement cannot be altered, changed, supplemented 
or amended except by written instruments signed by the parties hereto. 

NEC Electronics (Europe) GmbH
Arcadiastrasse 10
D-40472 D黶seldorf
Germany