Mbed Studio IDE EULA, Arm Compiler 6 EULA and Arm Compiler 6 Supplementary Terms

ANNEX 1

END USER LICENCE AGREEMENT FOR MBED STUDIO IDE

THIS END USER LICENCE AGREEMENT FOR MBED STUDIO IDE ("LICENSE") IS A LEGALLY-BINDING AGREEMENT FOR THE USE OF THE SOFTWARE ACCOMPANYING THIS LICENSE, BETWEEN ARM LIMITED ("ARM") AND EITHER A SINGLE INDIVIDUAL OR SINGLE LEGAL ENTITY ("SIGNATORY ENTITY") AS APPLICABLE, ON WHOSE BEHALF YOU ARE LEGALLY AUTHORIZED TO SIGN. AS USED HEREIN "YOU" OR "YOUR", SHALL MEAN SUCH SINGLE INDIVIDUAL OR SINGLE ENTITY. ARM IS ONLY WILLING TO LICENSE THE SOFTWARE TO YOU ON CONDITION THAT YOU ACCEPT ALL OF THE TERMS IN THIS LICENSE. BY CLICKING "I AGREE" OR BY INSTALLING OR OTHERWISE USING OR COPYING THE SOFTWARE YOU EXPRESSLY AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, YOU MAY NOT INSTALL, USE OR COPY THE SOFTWARE.

1. Definitions

1.1 "Affiliate" means any person, partnership, joint venture, corporation or other form of enterprise, domestic or foreign, including but not limited to subsidiaries, that directly or indirectly, control, are controlled by, or are under common control with You.

1.2 "Feedback" shall mean all suggestions, comments, feedback, ideas, or know-how (whether in oral or written form), relating to Software, provided by You to Arm during the Term of this License.

1.3 "Intellectual Property" means any patents, patent rights, trademarks, service marks, registered designs, topography or semiconductor mask work rights, applications for any of the foregoing, copyright, unregistered design right and any other similar protected rights in any country and to the extent recognised by any relevant jurisdiction as intellectual property, trade secrets, know-how and confidential information.

1.4 "Mbed OS" means the mbed operating system that is subject to the terms of the Apache Licence 2.0 and any other open sources licences included in the files.

1.5 "Software" means the software, firmware and data accompanying this Licence, any printed, electronic or online documentation supplied with it, and any updates Arm may make available to You under the terms of this Licence.

1.6 "Subsidiary" means any company the majority of whose voting shares is now or hereafter owned or controlled, directly or indirectly, by a party hereto. A company shall be a Subsidiary only for the period during which such control exists.

1.7 "Term" means the term of this Licence as set out in Clause 7.

1.8 "Third Party Software" means the software authored by a third party as indicated in the relevant file or directory.

2. License & Restrictions

License grant

2.1 Subject to the terms and conditions herein, Arm hereby grants to You for the Term, a non-exclusive, non-transferable, world-wide licence, to use and copy the Software to develop software applications and libraries that run on Mbed OS only.

Permitted users

2.2 The Software shall only be used by your employees, workers, consultants, professional advisors, bona fide sub-contractors or other members of your organisation ("Permitted Users") provided you hereby agree to be responsible for their acts and omissions, and provided always that such Permitted Users: (i) are contractually obliged to comply with the terms of this Licence, including those relating to confidentiality; (ii) use the Software only for your benefit; (iii) agree to assign all their work product and any rights they create therein in the supply of such work to you; and (iv) do not supply the Software or any components thereof to any third party whatsoever. Except as expressly provided in this Licence or as agreed in writing by Arm on a case by case basis, you shall not allow any third party (including but not limited to any subsidiary, parent or affiliated company) to use the Software.

Reverse Engineering

2.3 Your use of the Software shall specifically exclude the reverse engineering, decompiling, disassembly, translation, adaptation, arrangement or other alteration of any part of the Software except to the extent that the activity is permitted by applicable law.

Copyright and reservation of rights

2.4 The Software is owned by Arm and/or its licensors and is protected by copyright and other intellectual property rights, laws and international treaties. The Software is licensed not sold. You acquire no rights to the Software or any element thereof other than as expressly provided by this Licence. You shall not remove from the Software any copyright notice or other notice and shall ensure that any such notice is reproduced in any permitted reproduction of the whole or any part of the Software.

Licence to ARM to Feedback

2.5 You hereby grant to Arm and its Subsidiaries, under all of Your and Your Affiliates’ (as applicable) Intellectual Property, a perpetual, irrevocable, royalty free, non-exclusive, worldwide licence to; (i) use, reproduce, prepare derivative works of, publicly display, publicly perform and distribute the Feedback; (ii) make, have made, use, offer to sell, sell, import, or otherwise distribute the Feedback; (iii) design, have designed, made, have made, use, import, sell, offer to sell, and otherwise distribute and dispose of products that incorporate the Feedback; and (iv) sublicense (together with the rights to further sublicense) the rights granted in this Clause 2.5 subpart (i) to subpart (iii) to any third party.

2.6 Except as expressly licensed in Clause 2.5, Arm acquires no right, title or interest in the Feedback or any Intellectual Property therein. Except as expressly provided herein, in no event shall the licences granted in Clause 2.5 be construed as granting ARM expressly or by implication, estoppel or otherwise, licences to any of Your technology other than the Feedback.

3. Third Party Software

3.1 The Software may contain Third-Party Software which is subject to the terms of the licenses accompanying or otherwise applicable to that Third-Party Software. Unless otherwise expressly indicated, the terms of the Third Party Software licenses apply to the Third Party Software independent of the terms of this Licence.

The Third-Party Software is provided "AS IS" and Arm expressly disclaims all representations, warranties, conditions or other terms, express or implied, including without limitation the implied warranties of non-infringement, satisfactory quality, and fitness for a particular purpose. You acknowledge and agree that Arm shall have no liability to You from any claims resulting from Your use of the Third Party Software.

3A. Data Collection and Privacy

3A.1 The Software may include features that enable it to transmit certain computer information over the internet to Arm’s and/or its service providers’ computer systems, for example Your computer’s internet protocol address, operating system details, host ID, or usability data (including information identifying the source of that data) . This information shall be used by Arm only for the purpose of Arm protecting its legitimate interests, which may include monitoring Your compliance with the permitted uses and restrictions set out in this License, enhancing future releases of the Software and helping streamline and improve customer experience.

3A.2 Information collected by the Software will only be used for the aforementioned purposes. Please refer to the Arm Privacy Policy https://www.arm.com/company/policies/privacy for further information on how Arm collects, uses and safeguards personal data (including but not limited to personal data collected for the protection of Arm’s legitimate interests and your rights to object to its collection).

3A.3 When accepting the terms of this License Arm may request Your consent to be contacted by Arm for user research purposes. This may include contacting You for feedback on Mbed OS products, or contacting You to ask for Your participation in usability research, which may take the form of face-to-face or remote sessions with a user experience (UX) engineer, or online surveys. You can notify Arm in writing to withdraw Your consent at any time.

4. Support and maintenance

4.1 Arm is no under obligation to provide You with support and maintenance, but it may do at its sole discretion.

5. Warranties

5.1 THE SOFTWARE PROVIDED UNDER THIS LICENSE IS PROVIDED AS IS AND ARM MAKES no warranties express, implied or statutory, including, without limitation, the implied warranties of merchantability, satisfactory quality, non-infringement or fitness for a particular purpose UNDER THIS LICENSE.

5.2 You shall not knowingly give to Arm any Feedback that you have reason to believe is subject to any patent, copyright or other Intellectual Property claim or right of any third-party other than Your Affiliates.

5.3 You hereby represent and warrant that You have the power to cause all Intellectual Property owned or controlled by You or Your Affiliates to be licensed as set forth in this License, including but not limited to that relating to Feedback.

6. Limitation of Liability

6.1 IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THIS LICENSE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHETHER SUCH DAMAGES ARE ALLEGED AS A RESULT OF TORTIOUS CONDUCT OR BREACH OF CONTRACT OR OTHERWISE EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH DAMAGES SHALL INCLUDE BUT SHALL NOT BE LIMITED TO THE COST OF REMOVAL AND REINSTALLATION OF GOODS, LOSS OF GOODWILL, LOSS OF PROFITS, LOSS OR USE OF DATA, INTERRUPTION OF BUSINESS OR OTHER ECONOMIC LOSS.

6.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LICENSE, THE MAXIMUM LIABILITY OF ARM TO YOU IN AGGREGATE FOR ALL CLAIMS MADE AGAINST ARM IN CONTRACT TORT OR OTHERWISE UNDER OR IN CONNECTION WITH THIS LICENSE SHALL NOT EXCEED THE FEES PAID (IF ANY) BY YOU TO ARM UNDER THIS LICENSE.

6.3 Nothing in this Clause 6 shall operate to exclude liability for: (i) death or personal injury resulting from either party’s negligence; or (ii) fraud.

7. Term and Termination

7.1 This Licence shall remain in force until terminated by you or by ARM. Without prejudice to any of your other rights if you are in breach of any of the terms and conditions of this Licence then ARM may terminate this Licence immediately upon giving written notice to you. You may terminate this Licence at any time. Upon termination of this Licence by you or by ARM, you shall stop using the Software and Confidential Information and destroy all copies of the Software and confidential information in your possession, together with all documentation and related materials.

7.2 Upon expiry or termination of this License the provisions of Clauses 1, 2.5 – 2.6, 3A, 5, 6, 7, and 8 shall survive.

8. General

8.1 You shall not assign or otherwise transfer this License or any of Your rights and obligations hereunder whether in whole or in part without the prior written consent of Arm.

8.2 Failure or delay by either party to enforce any provision of this License shall not be deemed a waiver of future enforcement of that or any other provision.

8.3 This License constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter. No amendment to, or modification of, this License shall be binding unless in writing and signed by a duly authorised representative of both parties.

8.4 All notices which are required to be given hereunder shall be in writing and shall be sent to the address of the recipient set out in the quote or purchase order, as the case may be. Any such notice may be delivered personally, by commercial overnight courier or facsimile transmission which shall be followed by a hard copy and shall be deemed to have been served if by hand when delivered, if by commercial overnight courier 48 hours after deposit with such courier, and if by facsimile transmission when dispatched.

8.5 Neither party shall be liable for any failure or delay in its performance under this License due to causes, including, but not limited to, acts of God, acts of civil or military authority, fires, epidemics, floods, earthquakes, riots, wars, sabotage, third party industrial disputes and governments actions, which are beyond its reasonable control; provided that the delayed party: (i) gives the other party written notice of such cause promptly, and in any event within fourteen (14) days of discovery thereof; and (ii) uses its reasonable efforts to correct such failure or delay in its performance. The delayed party’s time for performance or cure under this Clause 8.5 shall be extended for a period equal to the duration of the cause.

8.6 You and Arm are independent parties. Neither company nor their employees, consultants, contractors or agents, are agents, employees or joint venturers of the other party, nor do they have the authority to bind the other party by contract or otherwise to any obligation. Neither party will represent to the contrary, either expressly, implicitly, by appearance or otherwise.

8.7 The provisions contained in each clause and sub-clause of this License shall be enforceable independently of each of the others and if a provision of this License is, or becomes, illegal, invalid or deemed unenforceable by any court or administrative body of competent jurisdiction it shall not affect the legality, validity or enforceability of any other provisions of this License. If any of these provisions is so held to be illegal, invalid or unenforceable but would be legal, valid or enforceable if some part of the provision were deleted, the provision in question will apply with such modification as may be necessary to make it legal, valid or enforceable.

8.8 The Software and Arm Confidential Information provided under this Licence are subject to U.K., European Union, and U.S. export control laws, including the U.S. Export Administration Act and its associated regulations (hereafter collectively referred to as "Export Regulations").You agree to comply fully with all such Export Regulations and You agree that You shall not, either directly or indirectly, export in breach of the Export Regulations, any Software or Arm Confidential Information (i) to any country, company or person subject to export restrictions or sanctions under the Export Regulations; or (ii) for any prohibited end use, which at the time of export requires an export license or other governmental approval, without first obtaining such license or approval.

8.9 The Software provided under this License consist solely of commercial items. You shall be responsible for ensuring that any provision of the Software to the US Government in accordance with the terms of this License are provided with the rights and subject to restrictions described herein.

8.10 Except as expressly stated in this License, the Contracts (Rights of Third Parties) Act 1999 and any legislation amending or replacing that Act shall not apply in relation to this License or any License, arrangement, understanding, liability or obligation arising under or in connection with this License and nothing in this License shall confer on any third party the right to enforce any provision of this License.

8.11 The validity, construction and performance of this License shall be governed by the laws of England.

LES-PRE-21303 – v1.2

ANNEX 2

END USER LICENCE AGREEMENT FOR ARM COMPILER 6

THIS END USER LICENCE AGREEMENT ("LICENCE") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER A SINGLE INDIVIDUAL, OR SINGLE LEGAL ENTITY) AND ARM LIMITED ("ARM") FOR THE USE OF THE SOFTWARE ACCOMPANYING THIS LICENCE. ARM IS ONLY WILLING TO LICENSE THE SOFTWARE TO YOU ON CONDITION THAT YOU ACCEPT ALL OF THE TERMS IN THIS LICENCE. BY CLICKING "I AGREE" OR BY INSTALLING OR OTHERWISE USING OR COPYING THE SOFTWARE YOU INDICATE THAT YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS LICENCE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, ARM IS UNWILLING TO LICENSE THE SOFTWARE TO YOU AND YOU MAY NOT INSTALL, USE OR COPY THE SOFTWARE, AND YOU SHOULD PROMPTLY RETURN THE SOFTWARE TO YOUR SUPPLIER AND ASK FOR A REFUND OF ANY LICENCE FEE PAID (IF ANY).

"Clang" means a compiler front end developed by http://clang.llvm.org.

"Licence Key" means an electronic licence key issued to you by ARM to enable the use of the Software.

"LLVM" means a code generation and optimization framework developed by http://llvm.org.

"Seat" means a written or electronic authorisation from ARM to run one copy of each of the licence managed components (as defined in the Software package) concurrently and only in the quantities stated in the sales order and delivery confirmation email, for the time period enabled by your Licence Key.

"Separate Files" means the separate files identified in Section 2 of the Schedule.

"Software" means any software, firmware and data accompanying this Licence, any printed, electronic or online documentation supplied with it. The package is for the release of the ARM Compiler 6 which is a modified version of LLVM, and Clang and the ARM assembler, ARM linker, ARM librarian, ARM FromELF utility and ARM libraries. For the avoidance of doubt; (i) unmodified portions of LLVM and Clang; and (ii) the libC++ and libC++ abi libraries including ARM’s modifications do not form part of the Software."Subsidiary" means any company the majority of whose voting shares is now or hereafter owned or controlled, directly or indirectly, by ARM. A company shall be a Subsidiary only for the period during which such control exists.

1. LICENCE GRANTS

1.1 SOFTWARE: ARM hereby grants to you, subject to the terms and conditions of this Licence, a non-exclusive, non-transferable licence: (a) only for the Seats, to use the Software solely for the purposes of developing, testing, debugging, analysing and optimising software applications ("Software Applications"); and (b) to use the libraries and helper libraries identified in Section 1 of the Schedule (together "Target Libraries") to: (i) incorporate, compile and link the libraries into Software Applications, provided that Software Applications contain substantial additional functionality; and (ii) incorporate and link the helper libraries into, or use them in, Software Applications; (iii) subject to clause 1.2 reproduce and distribute the Target Libraries, only in object code form, and only as part of Software Applications; and (iv) subject to clause 1.2 permit either or both your customers and your authorised distributors to redistribute the Target Libraries, only in object form and only as part of Software Applications developed by you or your permitted users (identified in clause 2 paragraph three below). You shall not modify the Software (except where it is provided in source code form). Except as permitted by clauses 1.1(b)(iii) and 1.1(b)(iv) above, you shall not redistribute any of the Software.

1.2 FURTHER CONDITIONS ON REDISTRIBUTION: If you are authorised and choose to redistribute the whole or any part of the Target Libraries, you agree: (a) to ensure that they are licensed for use only as part of Software Applications developed by you or your permitted users and only for execution on microprocessors manufactured or simulated under licence from ARM; (b) not to use ARM’s or any of its licensors names, logos or trademarks to market Software Applications; (c) to include valid copyright notices on Software Applications, and preserve any copyright notices which are included with, or in the Target Libraries; and (d) to ensure that any further redistribution is limited to redistribution by either or both your customers and your authorised distributors as part of Software Applications developed by you or your permitted users and that your customers and your authorised distributors comply with the terms of this clause 1.2(ii).

2. RESTRICTIONS ON USE OF THE SOFTWARE

2.1 SEATS, INSTALLATION AND LICENCE KEYS: Your use of the Software is limited to the specific number of Seats issued to you by ARM. For each Seat, ARM will make a Licence Key available to you to enable use of the Software, or certain components or optional functionality in the Software, as applicable. You shall only install and use the Software and Licence Keys on computers, or virtual machines running on computers, which are owned by you (or which are in your exclusive possession under an equipment finance arrangement) and which are either: (i) located at your premises; or (ii) portable computers which shall remain in the possession and control of your employees when outside such premises. Each Seat and Licence Key shall be limited or locked to a single item of your computer hardware (also known as host ID) on which the Seat or Licence Key is initially installed, except where ARM may separately agree to authorise the transfer (also known as re-hosting) of such Seat or Licence Key to another host ID.

2.2 COPYING: You shall not use or copy the Software or Licence Keys except as expressly authorised in this Licence. You may make one additional copy of the delivered Software media or image for backup or archival purposes.

2.3 PERMITTED USERS: The Software and Licence Keys shall only be used by your employees, or by your bona fide sub-contractors for whose acts and omissions you hereby agree to be responsible for to the same extent as you are for any acts and omissions of your employees, and provided always that such sub-contractors: (i) work only onsite at your premises; (ii) comply with the terms of this Licence; (iii) are contractually obligated to use the Software and Licence Keys only for your benefit, and (iv) agree to assign all their work product and any rights they create therein in the supply of such work to you. Only the single individual, company or other legal entity to whom ARM is supplying this Licence may use the Software and Licence Keys. Except as provided in this clause, you shall not allow third parties (including but not limited to any subsidiary, parent or affiliated companies, or offsite contractors you may have) to use the Software or Licence Keys unless ARM specifically agrees otherwise with you on a case by case basis.

2.4 REMOTE USE: The Software and Licence Keys shall only be used onsite at your premises, except when used offsite by an employee (but not a sub-contractor) of yours, on a portable computer, in accordance with the "SEATS, INSTALLATION AND LICENCE KEYS" paragraph above, as part of his or her normal work activities, and only for your benefit.

2.5 MULTIPLE VERSIONS: The media on which the Software resides may contain more than one version of the Software, each of which is compatible with a different operating system (such as Microsoft Windows 7 and Red Hat Linux). Each version may only be installed and used by you to the extent that you have valid Seats and Licence Keys from ARM. To the extent that certain components of the Software are identified for use on a specific operating system, you are only licensed to use such components to develop Software Applications for use with the relevant operating system or future compatible versions of such operating system.

2.6 ACADEMIC OR EDUCATIONAL USE RESTRICTION: If you or your employer or institution paid academic or educational pricing for the Software, or the Software is identified as an academic or educational version (collectively "Academic Software"), then notwithstanding anything else in this Licence, YOU AGREE TO USE THE ACADEMIC SOFTWARE ONLY FOR ACADEMIC, NON-COMMERCIAL PURPOSES, AND ARM DOES NOT GRANT YOU ANY RIGHTS TO DISTRIBUTE OR SUB-LICENCE SOFTWARE APPLICATIONS UNDER THIS LICENCE.

2.7 REVERSE ENGINEERING: Except to the extent that such activity is permitted by applicable law you shall not reverse engineer, decompile or disassemble any of the Software. If the Software was provided to you in Europe you shall not reverse engineer, decompile or disassemble any of the Software for the purposes of error correction. Solely with respect to any third party materials included in the Software, to this extent that this clause conflicts with the terms and conditions of any applicable open source software licence, the terms of such open source software licence shall prevail.

2.8 BENCHMARKING: This Licence does not prevent you from using the Software for internal benchmarking purposes. However, you shall treat any and all benchmarking data relating to the Software, and any other results of your use or testing of the Software which are indicative of its performance, efficacy, reliability or quality, as confidential information and you shall not disclose such information to any third party without the express written permission of ARM.

2.9 RESTRICTIONS ON TRANSFER OF LICENSED RIGHTS: The rights granted to you under this Licence may not be assigned, sublicensed or otherwise transferred by you to any third party without the prior written consent of ARM. An assignment shall be deemed to include, without limitation: (i) any transaction or series of transactions whereby a third party acquires, directly or indirectly, the power to control the management and policies of you, whether through the acquisition of voting securities, by contract or otherwise; or (ii) the sale of more than fifty percent (50%) of your assets whether in a single transaction or series of transactions. You shall not rent or lease the Software. You shall not share the Software with contractors (except as identified in the ‘PERMITTED USERS’ clause above) or other third parties.

2.10 COPYRIGHT AND RESERVATION OF RIGHTS: The Software is owned by ARM or its licensors and is protected by copyright and other intellectual property laws and international treaties. The Software is licensed not sold. You acquire no rights to the Software other than as expressly provided by this Licence. You shall not remove from the Software any copyright notice or other notice and shall ensure that any such notice is reproduced in any copies of the whole or any part of the Software made by you or other permitted users.

3. SUPPORT AND MAINTENANCE

If you purchased the Software directly from ARM, and you are not receiving it as Academic Software (defined in clause 2 above), you are entitled to reasonable support and maintenance for the Software, the details of which are set out in the ‘ARM Compiler Support & Maintenance Policy’ located at www.developer.arm.com. The ‘ARM Compiler Support & Maintenance Policy’ is incorporated into and forms part of this Licence. ARM reserves the right to change the terms of the policy from time to time, however, your entitlement to support and maintenance for the Software under this Licence shall be governed by the version of the policy in force at the date on which you accept the terms of this Licence.

4. CONFIDENTIALITY

You acknowledge that the Software, Licence Keys and any benchmarking data and related information mentioned in clause 2 may contain trade secrets and confidential material and you agree to maintain all such information in confidence and apply security measures no less stringent than the measures which you apply to protect your own like information, but not less than a reasonable degree of care, to prevent their unauthorised disclosure and use. Subject to any restrictions imposed by applicable law, the period of confidentiality shall be indefinite. You agree that you shall not use any such information other than in normal use of the Software under the licences granted in this Licence. You agree to allow ARM to disclose your confidential information to subsidiaries of ARM subject to the terms and conditions of this Licence.

5. LIMITED WARRANTIES

5.1 For the period of ninety (90) days from the date of receipt by you of the Software, ARM warrants to you that; (i) the media on which the Software is provided shall be free from defects in materials and workmanship under normal use; and (ii) the Software will perform substantially in accordance with its accompanying documentation (if any). ARM’s total liability and your exclusive remedy for breach of these warranties shall be limited to ARM, at ARM’s option; (a) replacing the defective Software; (b) using reasonable efforts to correct material, documented, reproducible defects in the Software and delivering such corrected Software to you; or (c) refunding the price paid by you to ARM for the Software. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer.

5.2 EXCEPT AS MAY BE PROVIDED ABOVE, YOU AGREE THAT THE SOFTWARE IS LICENSED "AS IS", AND THAT ARM EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS OR OTHER TERMS, EXPRESS OR IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, SATISFACTORY QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE.

5.3 YOU EXPRESSLY ASSUME ALL LIABILITIES AND RISKS, FOR USE OR OPERATION OF SOFTWARE APPLICATIONS, INCLUDING WITHOUT LIMITATION, SOFTWARE APPLICATIONS DESIGNED OR INTENDED FOR MISSION CRITICAL APPLICATIONS, SUCH AS PACEMAKERS, WEAPONRY, AIRCRAFT NAVIGATION, FACTORY CONTROL SYSTEMS, ETC. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.

6. LIMITATION OF LIABILITY

6.1TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ARM BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF PROFITS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE WHETHER BASED ON A CLAIM UNDER CONTRACT, TORT OR OTHER LEGAL THEORY, EVEN IF ARM WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.2 ARM does not seek to limit or exclude liability for death or personal injury arising from ARM’s negligence or ARM’s fraud and because some jurisdictions do not permit the exclusion or limitation of liability for consequential or incidental damages the above limitation relating to liability for consequential damages may not apply to you.

6.3 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LICENCE, THE MAXIMUM LIABILITY OF ARM TO YOU IN AGGREGATE FOR ALL CLAIMS MADE AGAINST ARM IN CONTRACT TORT OR OTHERWISE UNDER OR IN CONNECTION WITH THE SUBJECT MATTER OF THIS LICENCE SHALL NOT EXCEED THE GREATER OF: (I) THE TOTAL OF SUMS PAID BY YOU TO ARM (IF ANY) FOR THIS LICENCE; AND (II) $10.00 USD. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE OR EXTEND THE LIMIT.

7. THIRD PARTY RIGHTS

7.1The Separate Files are delivered subject to and your use is governed by their own separate licence agreements. This Licence does not apply to such Separate Files and they are not included in the term "Software" under this Licence. You agree to comply with all terms and conditions imposed on you in respect of such Separate Files including those identified in the Schedule ("Third Party Terms").

7.2 ARM HEREBY DISCLAIMS ANY AND ALL WARRANTIES EXPRESS OR IMPLIED FROM ANY THIRD PARTIES REGARDING ANY SEPARATE FILES, ANY THIRD PARTY MATERIALS INCLUDED IN THE SOFTWARE, ANY THIRD PARTY MATERIALS FROM WHICH THE SOFTWARE IS DERIVED (COLLECTIVELY "OTHER CODE"), AND THE USE OF ANY OR ALL THE OTHER CODE IN CONNECTION WITH THE SOFTWARE, INCLUDING (WITHOUT LIMITATION) ANY WARRANTIES OF SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.

7.3 NO THIRD PARTY LICENSORS OF OTHER CODE SHALL HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS), HOWEVER CAUSED AND WHETHER MADE UNDER CONTRACT, TORT OR OTHER LEGAL THEORY, ARISING IN ANY WAY OUT OF THE USE OR DISTRIBUTION OF THE OTHER CODE OR THE EXERCISE OF ANY RIGHTS GRANTED UNDER EITHER OR BOTH THIS LICENCE AND THE LEGAL TERMS APPLICABLE TO ANY SEPARATE FILES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. U.S. GOVERNMENT END USERS

US Government Restrictions: Use, duplication, reproduction, release, modification, disclosure or transfer of the Software is restricted in accordance with the terms of this Licence.

9. TERM AND TERMINATION

This Licence shall remain in force until terminated by you, by ARM or by expiry (in the case of a time limited licence). Without prejudice to any of its other rights if you are in breach of any of the terms and conditions of this Licence then ARM may terminate this Licence immediately upon giving written notice to you. You may terminate this Licence at any time. Upon termination of this Licence by you or by ARM or upon expiry, you shall stop using the Software and confidential information and destroy all copies of the Software and confidential information in your possession, together with all documentation and related materials. Notwithstanding the foregoing, except where ARM has terminated this Licence for your breach, your rights to distribute Target Libraries as part of Software Applications developed prior to termination or expiry shall survive termination or expiry of this Licence, subject to the terms and conditions of this Licence. The provisions of clauses , 4, 5, 6, 7, 8, 9 and 10 shall survive termination or expiry of this Licence.

10. GENERAL

10.1 This Licence is governed by English Law. Except where ARM agrees otherwise in: (i) a written contract signed by you and ARM; or (ii) a written contract provided by ARM and accepted by you, this is the only agreement between you and ARM relating to the Software and it may only be modified by written agreement between you and ARM. Except as expressly agreed in writing, this Licence may not be modified by purchase orders, advertising or other representation by any person. If any clause or sentence in this Licence is held by a court of law to be illegal or unenforceable the remaining provisions of this Licence shall not be affected thereby. The failure by ARM to enforce any of the provisions of this Licence, unless waived in writing, shall not constitute a waiver of ARM’s rights to enforce such provision or any other provision of this Licence in the future.

10.2 At ARM’s request, you agree to check your computers for installations of the Software, copies of Licence Keys, contents of any licence server log files, individual or concurrent usage of Seats, and any other information requested by ARM relating to Software installation, usage and Licence Key management, and to provide this information to ARM. You agree that auditors nominated by ARM may also perform such checking and reporting on behalf of ARM by prior appointment during your normal business hours on seven (7) days’ notice. ARM shall bear the auditors’ costs for that audit unless it reveals unlicensed usage in which case you shall promptly reimburse ARM for all reasonable costs and expenses, including professional fees, relating to such audit. Any information which is disclosed to ARM or such auditors during checking or audit shall be treated as your confidential information and shall only be used by ARM for licence management, compliance and enforcement purposes.

10.3 The Software provided under this Licence is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. You agree to comply fully with all laws and regulations of the United States and other countries ("Export Laws") to assure that the Software, is not (1) exported, directly or indirectly, in violation of Export Laws, either to any countries that are subject to U.S.A. export restrictions or to any end user who has been prohibited from participating in the U.S.A. export transactions by any federal agency of the U.S.A. government; or (2) intended to be used for any purpose prohibited by Export Laws, including, without limitation, nuclear, chemical, or biological weapons proliferation.

SCHEDULE

SECTION 1 - TARGET LIBRARIES

Target Libraries (object code):

Libraries: C libraries; ABI libraries; Standard C++ libraries; C++ runtime support libraries; Maths libraries; Software floating-point libraries; VFP support

Helper libraries: ARM Compiler 6 helper libraries found in your installation at <install_dir>\lib\armlib\h_*

SECTION 2 - SEPARATE FILES:

A. LLVM is licensed to you under the University of Illinois/NCSA Open Source License.

B. Clang is licensed to you under the University of Illinois/NCSA Open Source License or MIT license (as applicable).

C. libstdc++ is licensed to you under the GNU General Public License version 3 plus runtime exception.

D. libC++ and libC++ ABI (including ARM’s modifications) are licensed to you under either the University of Illinois/NCSA Open Source License or the MIT license.

ANNEX 3

ARM COMPILER 6 SUPPLEMENTARY TERMS

You hereby specifically and expressly consent to the following restrictions on the use of Arm Compiler 6 Software notwithstanding the terms and conditions of the End User License Agreement for Arm Compiler 6 ("AC6 EULA"):

• The Software is delivered to You subject to a License Key limited to a period not exceeding 12 months and locked to a single item of computer hardware on which the Software is initially installed.
• You shall only install and use the Software with Mbed Studio IDE and to develop Software Applications that run on Arm’s Mbed OS operating system.
• You are not entitled to support and maintenance for the Software.
• Arm may terminate the AC6 EULA for, and your use of, the Software at any time.

Except as defined herein, capitalised terms shall have the meaning given to them in the AC6 EULA.