DO NOT DOWNLOAD, INSTALL, ACCESS, COPY, OR USE ANY PORTION OF THE SOFTWARE      UNTIL YOU HAVE READ AND ACCEPTED THE TERMS AND CONDITIONS OF THIS      AGREEMENT. BY INSTALLING, COPYING, ACCESSING, OR USING THE SOFTWARE, YOU      AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.      If You do not agree to be bound by, or the entity for whose benefit You      act has not authorized You to accept, these terms and conditions, do not      install, access, copy, or use the Software and destroy all copies of the      Software in Your possession.    
          This SOFTWARE LICENSE AGREEMENT (this “Agreement”) is entered into between      Intel Corporation, a Delaware corporation (“Intel”) and You. “You” refers      to you or your employer or other entity for whose benefit you act, as      applicable. If you are agreeing to the terms and conditions of this      Agreement on behalf of a company or other legal entity, you represent and      warrant that you have the legal authority to bind that legal entity to the      Agreement, in which case, "You" or "Your" shall be in reference to such      entity. Intel and You are referred to herein individually as a “Party” or,      together, as the “Parties”.    
          The Parties, in consideration of the mutual covenants contained in this      Agreement, and for other good and valuable consideration, the receipt and      sufficiency of which they acknowledge, and intending to be legally bound,      agree as follows:    
          1. PURPOSE. You seek to obtain, and Intel desires to provide You,      under the terms of this Agreement, Software solely for Your efforts to      develop and distribute products integrating Intel hardware and Intel      software. “Software” refers to certain software or other collateral,      including, but not limited to, related components, operating system,      application program interfaces, device drivers, associated media, printed      or electronic documentation and any updates, upgrades or releases thereto      associated with Intel product(s), software or service(s). “Intel-based      product” refers to a device that includes, incorporates, or implements      Intel product(s), software or service(s).    
          2. LIMITED LICENSE. Conditioned on Your compliance with the terms      and conditions of this Agreement, Intel grants to You a limited,      nonexclusive, nontransferable, revocable, worldwide, fully paid-up license      during the term of this Agreement, without the right to sublicense, under      Intel’s copyrights (subject to any third party licensing requirements), to      (i) internally prepare derivative works (as defined in 17 U.S.C. § 101) of      the Software (“Derivatives”), if provided or otherwise made available by      Intel in source code form, and reproduce the Software, including      Derivatives, in each case only for Your own internal evaluation, testing,      validation, and development of Intel-based products and any associated      maintenance thereof; (ii) reproduce, display, and publicly perform an      object code representation of the Software, including Your Derivatives, in      each case only when integrated with and executed by an Intel-based      product, subject to any third party licensing requirements; and (iii)      distribute an object code representation of the Software, provided by      Intel, or of any Derivatives created by You, solely as embedded in or for      execution on an Intel-based product, and if to an end user, pursuant to a      license agreement with terms and conditions at least as restrictive as      those contained in the Intel End User Software License Agreement in      Appendix A hereto.    
          If You are not the final manufacturer or vendor of an Intel-based product      incorporating or designed to incorporate the Software, You may transfer a      copy of the Software, including any Derivatives (and related end user      documentation) created by You to Your Original Equipment Manufacturer      (OEM), Original Device Manufacturer (ODM), distributors, or system      integration partners (“Your Partner”) for use in accordance with the terms      and conditions of this Agreement, provided Your Partner agrees to be fully      bound by the terms hereof and provided that You will remain fully liable      to Intel for the actions and inactions of Your Partner(s).    
          3. LICENSE RESTRICTIONS. All right, title and interest in and to      the Software and associated documentation are and will remain the      exclusive property of Intel and its licensors or suppliers. Unless      expressly permitted under the Agreement, You will not, and will not allow      any third party to (i) use, copy, distribute, sell or offer to sell the      Software or associated documentation; (ii) modify, adapt, enhance,      disassemble, decompile, reverse engineer, change or create derivative      works from the Software except and only to the extent as specifically      required by mandatory applicable laws or any applicable third party      license terms accompanying the Software; (iii) use or make the Software      available for the use or benefit of third parties; or (iv) use the      Software on Your products other than those that include the Intel hardware      product(s), platform(s), or software identified in the Software; or (v)      publish or provide any Software benchmark or comparison test results. You      acknowledge that an essential basis of the bargain in this Agreement is      that Intel grants You no licenses or other rights including, but not      limited to, patent, copyright, trade secret, trademark, trade name,      service mark or other intellectual property licenses or rights with      respect to the Software and associated documentation, by implication,      estoppel or otherwise, except for the licenses expressly granted above.      You acknowledge there are significant uses of the Software in its      original, unmodified and uncombined form. You may not remove any copyright      notices from the Software.    
          4. LICENSE TO FEEDBACK. This Agreement does not obligate You to      provide Intel with materials, information, comments, suggestions, Your      Derivatives or other communication regarding the features, functions,      performance or use of the Software (“Feedback”). If any portion of the      Software is provided or otherwise made available by Intel in source code      form, to the extent You provide Intel with Feedback in a tangible form,      You grant to Intel and its affiliates a non-exclusive, perpetual,      sublicenseable, irrevocable, worldwide, royalty-free, fully paid-up and      transferable license, to and under all of Your intellectual property      rights, whether perfected or not, to publicly perform, publicly display,      reproduce, use, make, have made, sell, offer for sale, distribute, import,      create derivative works of and otherwise exploit any comments,      suggestions, descriptions, ideas, Your Derivatives or other feedback      regarding the Software provided by You or on Your behalf.    
          5. OPEN SOURCE STATEMENT. The Software may include Open Source      Software (OSS) licensed pursuant to OSS license agreement(s) identified in      the OSS comments in the applicable source code file(s) or file header(s)      provided with or otherwise associated with the Software. Neither You nor      any OEM, ODM, customer, or distributor may subject any proprietary portion      of the Software to any OSS license obligations including, without      limitation, combining or distributing the Software with OSS in a manner      that subjects Intel, the Software or any portion thereof to any OSS      license obligation. Nothing in this Agreement limits any rights under, or      grants rights that supersede, the terms of any applicable OSS license.    
          6. THIRD PARTY SOFTWARE. Certain third party software provided with      or within the Software may only be used (a) upon securing a license      directly from the owner of the software or (b) in combination with      hardware components purchased from such third party and (c) subject to      further license limitations by the software owner. A listing of any such      third party limitations is in one or more text files accompanying the      Software. You acknowledge Intel is not providing You with a license to      such third party software and further that it is Your responsibility to      obtain appropriate licenses from such third parties directly.    
          7. CONFIDENTIALITY. The terms and conditions of this Agreement,      exchanged confidential information, as well as the Software are subject to      the terms and conditions of the Non-Disclosure Agreement(s) or Intel      Pre-Release Loan Agreement(s) (referred to herein collectively or      individually as “NDA”) entered into by and in force between Intel and You,      and in any case no less confidentiality protection than You apply to Your      information of similar sensitivity. If You would like to have a contractor      perform work on Your behalf that requires any access to or use of      Software, You must obtain a written confidentiality agreement from the      contractor which contains terms and conditions with respect to access to      or use of Software no less restrictive than those set forth in this      Agreement, excluding any distribution rights and use for any other      purpose, and You will remain fully liable to Intel for the actions and      inactions of those contractors. You may not use Intel's name in any      publications, advertisements, or other announcements without Intel's prior      written consent.    
          8. NO OBLIGATION; NO AGENCY. Intel may make changes to the      Software, or items referenced therein, at any time without notice. Intel      is not obligated to support, update, provide training for, or develop any      further version of the Software or to grant any license thereto. No      agency, franchise, partnership, jointventure, or employee-employer      relationship is intended or created by this Agreement.    
          9. EXCLUSION OF WARRANTIES. THE SOFTWARE IS PROVIDED "AS IS"      WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES      OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE.      Intel does not warrant or assume responsibility for the accuracy or      completeness of any information, text, graphics, links or other items      within the Software.    
          10. LIMITATION OF LIABILITY. IN NO EVENT WILL INTEL OR ITS      AFFILIATES, LICENSORS OR SUPPLIERS (INCLUDING THEIR RESPECTIVE DIRECTORS,      OFFICERS, EMPLOYEES, AND AGENTS) BE LIABLE FOR ANY DAMAGES WHATSOEVER      (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION, OR      LOST DATA) ARISING OUT OF OR IN RELATION TO THIS AGREEMENT, INCLUDING THE      USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF INTEL HAS BEEN ADVISED OF      THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS PROHIBIT EXCLUSION OR      LIMITATION OF LIABILITY FOR IMPLIED WARRANTIES OR CONSEQUENTIAL OR      INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY IN PART NOT APPLY TO YOU.      THE SOFTWARE LICENSED HEREUNDER IS NOT DESIGNED OR INTENDED FOR USE IN ANY      MEDICAL, LIFE SAVING OR LIFE SUSTAINING SYSTEMS, TRANSPORTATION SYSTEMS,      NUCLEAR SYSTEMS, OR FOR ANY OTHER MISSION CRITICAL APPLICATION IN WHICH      THE FAILURE OF THE SOFTWARE COULD LEAD TO PERSONAL INJURY OR DEATH. YOU      MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO      JURISDICTION. THE LIMITED REMEDIES, WARRANTY DISCLAIMER AND LIMITED      LIABILITY ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN      INTEL AND YOU. YOU ACKNOWLEDGE INTEL WOULD BE UNABLE TO PROVIDE THE      SOFTWARE WITHOUT SUCH LIMITATIONS. YOU WILL INDEMNIFY AND HOLD INTEL AND      ITS AFFILIATES, LICENSORS AND SUPPLIERS (INCLUDING THEIR RESPECTIVE      DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS) HARMLESS AGAINST ALL CLAIMS,      LIABILITIES, LOSSES, COSTS, DAMAGES, AND EXPENSES (INCLUDING REASONABLE      ATTORNEY FEES), ARISING OUT OF, DIRECTLY OR INDIRECTLY, THE DISTRIBUTION      OF THE SOFTWARE AND ANY CLAIM OF PRODUCT LIABILITY, PERSONAL INJURY OR      DEATH ASSOCIATED WITH ANY UNINTENDED USE, EVEN IF SUCH CLAIM ALLEGES THAT      INTEL OR AN INTEL AFFILIATE, LICENSORS OR SUPPLIER WAS NEGLIGENT REGARDING      THE DESIGN OR MANUFACTURE OF THE SOFTWARE.    
          11. TERMINATION AND SURVIVAL. Intel may terminate this Agreement      for any reason with thirty (30) days’ notice and immediately if You or      someone acting on Your behalf or at Your behest violates any of its terms      or conditions. Upon termination, You will immediately destroy and ensure      the destruction of the Software or return all copies of the Software to      Intel (including providing certification of such destruction or return      back to Intel). Upon termination of this Agreement, all licenses granted      to You hereunder terminate immediately. All Sections of this Agreement,      except Section 2, will survive termination.    
          12. GOVERNING LAW AND JURISDICTION. This Agreement and any dispute      arising out of or relating to it will be governed by the laws of the      U.S.A. and Delaware, without regard to conflict of laws principles. The      Parties exclude the application of the United Nations Convention on      Contracts for the International Sale of Goods (1980). The state and      federal courts sitting in Delaware, U.S.A. will have exclusive      jurisdiction over any dispute arising out of or relating to this      Agreement. The Parties consent to personal jurisdiction and venue in those      courts. A Party that obtains a judgment against the other Party in the      courts identified in this section may enforce that judgment in any court      that has jurisdiction over the Parties.    
          13. EXPORT REGULATIONS/EXPORT CONTROL. You agree that neither You      nor Your subsidiaries will export/re-export the Software, directly or      indirectly, to any country for which the U.S. Department of Commerce or      any other agency or department of the U.S. Government or the foreign      government from where it is shipping requires an export license, or other      governmental approval, without first obtaining any such required license      or approval. In the event the Software is exported from the U.S.A. or      re-exported from a foreign destination by You or Your subsidiary, You will      ensure that the distribution and export/re-export or import of the      Software complies with all laws, regulations, orders, or other      restrictions of the U.S. Export Administration Regulations and the      appropriate foreign government.    
          14. GOVERNMENT RESTRICTED RIGHTS. The Software is a commercial item      (as defined in 48 C.F.R. 2.101) consisting of commercial computer software      and commercial computer software documentation (as those terms are used in      48 C.F.R. 12.212). Consistent with 48 C.F.R. 12.212 and 48 C.F.R 227.7202-      1 through 227.7202-4, You will not provide the Software to the U.S.      Government. Contractor or Manufacturer is Intel Corporation, 2200 Mission      College Blvd., Santa Clara, CA 95054.    
          15. ASSIGNMENT. You may not delegate, assign or transfer this      Agreement, the license(s) granted or any of Your rights or duties      hereunder, expressly, by implication, by operation of law, or otherwise      and any attempt to do so, without Intel’s express prior written consent,      will be null and void. Intel may assign, delegate and transfer this      Agreement, and its rights and obligations hereunder, in its sole      discretion.    
          16. ENTIRE AGREEMENT; SEVERABILITY. The terms and conditions of      this Agreement and any NDA with Intel constitute the entire agreement      between the parties with respect to the subject matter hereof, and merge      and supersede all prior or contemporaneous agreements, understandings,      negotiations and discussions. Neither Party will be bound by any terms,      conditions, definitions, warranties, understandings, or representations      with respect to the subject matter hereof other than as expressly provided      herein. In the event any provision of this Agreement is unenforceable or      invalid under any applicable law or applicable court decision, such      unenforceability or invalidity will not render this Agreement      unenforceable or invalid as a whole, instead such provision will be      changed and interpreted so as to best accomplish the objectives of such      provision within legal limits.    
          17. WAIVER. The failure of a Party to require performance by the      other Party of any provision hereof will not affect the full right to      require such performance at any time thereafter; nor will waiver by a      Party of a breach of any provision hereof constitute a waiver of the      provision itself.    
          18. PRIVACY. YOUR PRIVACY RIGHTS ARE SET FORTH IN INTEL’S PRIVACY      NOTICE, WHICH FORMS A PART OF THIS AGREEMENT. PLEASE REVIEW THE PRIVACY      NOTICE AT      HTTP://WWW.INTEL.COM/PRIVACY TO      LEARN HOW INTEL COLLECTS, USES AND SHARES INFORMATION ABOUT YOU.    
    APPENDIX A    INTEL END USER SOFTWARE LICENSE AGREEMENT    IMPORTANT - READ BEFORE COPYING, INSTALLING OR USING.          . THE FOLLOWING NOTICE, OR TERMS AND CONDITIONS SUBSTANTIALLY IDENTICAL IN      NATURE AND EFFECT, MUST APPEAR IN THE DOCUMENTATION ASSOCIATED WITH THE      INTEL-BASED PRODUCT INTO WHICH THE SOFTWARE IS INSTALLED. MINIMALLY, SUCH      NOTICE MUST APPEAR IN THE USER GUIDE FOR THE PRODUCT. THE TERM “LICENSEE”      IN THIS TEXT REFERS TO THE END USER OF THE PRODUCT.    
          LICENSE. Licensee has a license under Intel’s copyrights to reproduce      Intel’s Software only in its unmodified and binary form, (with the      accompanying documentation, the “Software”) for Licensee’s personal use      only, and not commercial use, in connection with Intel-based products for      which the Software has been provided, subject to the following conditions:    
          -         Licensee may not disclose, distribute or transfer any part of the        Software, and You agree to prevent unauthorized copying of the Software.      
-         Licensee may not reverse engineer, decompile, or disassemble the        Software.      
- Licensee may not sublicense the Software.
-         The Software may contain the software and other intellectual property of        third party suppliers, some of which may be identified in, and licensed        in accordance with, an enclosed license.txt file or other text or file.      
-         Intel has no obligation to provide any support, technical assistance or        updates for the Software.      
      OWNERSHIP OF SOFTWARE AND COPYRIGHTS. Title to all copies of the Software      remains with Intel or its licensors or suppliers. The Software is      copyrighted and protected by the laws of the United States and other      countries, and international treaty provisions. Licensee may not remove      any copyright notices from the Software. Except as otherwise expressly      provided above, Intel grants no express or implied right under Intel      patents, copyrights, trademarks, or other intellectual property rights.      Transfer of the license terminates Licensee’s right to use the Software.    
          DISCLAIMER OF WARRANTY. The Software is provided “AS IS” without warranty      of any kind, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION,      WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE.    
          LIMITATION OF LIABILITY. NEITHER INTEL NOR ITS LICENSORS OR SUPPLIERS WILL      BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, INTERRUPTION OF BUSINESS,      OR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND      WHETHER UNDER THIS AGREEMENT OR OTHERWISE, EVEN IF INTEL HAS BEEN ADVISED      OF THE POSSIBILITY OF SUCH DAMAGES.    
          LICENSE TO USE COMMENTS AND SUGGESTIONS. This Agreement does NOT obligate      Licensee to provide Intel with comments or suggestions regarding the      Software. However, if Licensee provides Intel with comments or suggestions      for the modification, correction, improvement or enhancement of (a) the      Software or (b) Intel products or processes that work with the Software,      Licensee grants to Intel a non-exclusive, worldwide, perpetual,      irrevocable, transferable, royalty-free license, with the right to      sublicense, under Licensee’s intellectual property rights, to incorporate      or otherwise utilize those comments and suggestions.    
          TERMINATION OF THIS LICENSE. Intel or the sublicensor may terminate this      license at any time if Licensee is in breach of any of its terms or      conditions. Upon termination, Licensee will immediately destroy or return      to Intel all copies of the Software.    
          THIRD PARTY BENEFICIARY. Intel is an intended beneficiary of the End User      License Agreement and has the right to enforce all of its terms.    
          U.S. GOVERNMENT RESTRICTED RIGHTS. The Software is a commercial item (as      defined in 48 C.F.R. 2.101) consisting of commercial computer software and      commercial computer software documentation (as those terms are used in 48      C.F.R. 12.212), consistent with 48 C.F.R. 12.212 and 48 C.F.R 227.7202- 1      through 227.7202-4. You will not provide the Software to the U.S.      Government. Contractor or Manufacturer is Intel Corporation, 2200 Mission      College Blvd., Santa Clara, CA 95054.    
          EXPORT LAWS. Licensee agrees that neither Licensee nor Licensee’s      subsidiaries will export/re-export the Software, directly or indirectly,      to any country for which the U.S. Department of Commerce or any other      agency or department of the U.S. Government or the foreign government from      where it is shipping requires an export license, or other governmental      approval, without first obtaining any such required license or approval.      In the event the Software is exported from the U.S.A. or re-exported from      a foreign destination by Licensee, Licensee will ensure that the      distribution and export/re-export or import of the Software complies with      all laws, regulations, orders, or other restrictions of the U.S. Export      Administration Regulations and the appropriate foreign government.    
          APPLICABLE LAWS. This Agreement and any dispute arising out of or relating      to it will be governed by the laws of the U.S.A. and Delaware, without      regard to conflict of laws principles. The Parties to this Agreement      exclude the application of the United Nations Convention on Contracts for      the International Sale of Goods (1980). The state and federal courts      sitting in Delaware, U.S.A. will have exclusive jurisdiction over any      dispute arising out of or relating to this Agreement. The Parties consent      to personal jurisdiction and venue in those courts. A Party that obtains a      judgment against the other Party in the courts identified in this section      may enforce that judgment in any court that has jurisdiction over the      Parties.    
    Licensee’s specific rights may vary from country to country.