SOFTWARE LICENSE AGREEMENT
20180301-AD937X-CTSLA


This Software License Agreement (the “Agreement”) is a legal agreement
between Analog Devices, Inc., a Massachusetts corporation, with its principal
office at One Technology Way, Norwood, Massachusetts, USA 02062 (“Analog
Devices”) and you (personally or on behalf of your employer, as applicable)
(“Licensee”) for the software and related documentation that accompanies
this Agreement (the “Licensed Software”).   YOU AGREE THAT YOU ARE BOUND BY
THE TERMS AND CONDITIONS OF THIS AGREEMENT BY DOWNLOADING, INSTALLING, COPYING
OR USING THE SOFTWARE. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, INSTALL, COPY OR
USE THE SOFTWARE.

1. Development License.  Subject to terms of this Agreement, Analog Devices
grants to Licensee a non-exclusive, non-transferable, non-sublicensable
license, without charge, to incorporate Licensed Software in object code form
into Licensee products solely for use within Analog Devices products that are
incorporated into such Licensee products.  The licenses granted under Sections
1 and 2 of this Agreement are limited to the specific Analog Devices products
identified in Appendix A to this Agreement.

2. Distribution License.  Subject to the terms of this Agreement, Analog
Devices grants to Licensee a non-exclusive, non-transferrable,
non-sublicensable license, to copy and distribute Licensed Software in object
code form solely for use within Analog Devices products that are incorporated
into Licensee products.  Distribution is limited to Licensed Software in object
code form that is incorporated into Licensee products.

3. License to Analog Devices.  During the term of this Agreement Licensee
grants to Analog Devices (and its affiliates) under any and all Licensee (and
its affiliates) patents a non-exclusive, worldwide, fully paid-up, royalty-free
license to make, use, sell, import, export, copy, distribute and otherwise
exploit Licensed Software in-whole or in-part (including updated versions of
Licensed Software), and to directly or indirectly sub-license others to do the
same.

4. Restrictions.  Licensee shall not modify, reverse engineer, decompile,
disassemble or create derivative works of Licensed Software. Licensee may only
copy the Licensed Software as expressly authorized in Sections 1 and 2 above.
In no event shall Licensee deliver or disclose the Licensed Software apart from
Licensee products to any third party without entering into a written license
agreement with Analog Devices expressly permitting such distribution.  The
Licensed Software may not be used with any products other than Analog
Devices’ products or for any other purpose.

Licensee shall not use or distribute the Licensed Software in any manner that
would cause Licensed Software, in whole or in part to become subject to any
terms of an Excluded License.  An “Excluded License” means any license,
including licenses for “open source” code (as defined by the Free Software
Foundation), that requires as a condition of use, modification, and/or
distribution of software subject to the Excluded License, that such software or
other software combined and/or distributed with such software be (i) disclosed
or distributed in source code form; (ii) licensed for the purpose of making
derivative works; or (iii) redistributable at no charge.  The restrictions of
this section apply regardless of whether the Licensed Software is intended or
designed to run in an environment that includes software under an Excluded
License.  Any license, agreement or other document issued, entered into or
granted by Licensee that purports to apply any Excluded License to any portion
of Licensed Software shall be null and void with regard to Licensed Software.
Under no circumstances will Licensee offer, provide, distribute, or license any
Licensed Software (whether in source code form or object code form) under any
form of Excluded License.

All rights not expressly granted in this Agreement are reserved to Analog
Devices and its licensors.  Analog Devices and its licensors retain all right,
title and interest in the Licensed Software and modifications thereof,
including all related patent, copyright and other intellectual property rights,
and Licensee shall not take any action inconsistent with such ownership.  Any
use of the Licensed Software for any purpose other than as expressly licensed
hereunder is outside the scope of this Agreement.  It is agreed that because of
the proprietary nature of the Licensed Software, Analog Devices’ remedies at
law for a breach by the Licensee of its obligations under this License or for
use of the Licensed Software beyond the scope of the license granted herein
will be inadequate and that Analog Devices will, in the event of such breach,
be entitled to equitable relief, including injunctive relief, without the
posting of any bond, in addition to all other remedies provided under this
License or available at law.

If Analog Devices elects to make any update, upgrade or new version of the
Licensed Software (“Updates”) available to Licensee, such Updates shall be
deemed to be Licensed Software under this Agreement.  If requested by Analog
Devices, Licensee shall only use the latest version of the Licensed Software
(including Updates).  Analog Devices shall have no obligation to provide
support or Updates.

5. Publicity. Notwithstanding anything in this Agreement, Licensee may not use
any trademark or trade name of Analog Devices or make any public announcement
regarding the existence of this Agreement without Analog Devices’ prior
written consent.  Licensee may not publish or provide the results of any
benchmark or comparison tests run on the Licensed Software to any third party
without the prior written consent of Analog Devices.

6. Feedback.  Licensee may from time to time provide suggestions, ideas,
comments or other feedback (“Feedback”) to Analog Devices with respect to
the Licensed Software.  Licensee agrees that all Feedback is and shall be given
entirely voluntarily. To the extent Licensee provides such Feedback, however,
Licensee hereby grants to Analog Devices a non-exclusive, irrevocable,
perpetual, worldwide, royalty-free, transferable license, with the right to
sublicense, under Licensee’s intellectual property, to use and disclose
Feedback in any manner Analog Devices chooses and to display, perform, copy,
make, have made, use, sell, and otherwise dispose of Analog Devices’ and its
licensee’s products embodying such Feedback in any manner and via any media
Analog Devices chooses, without reference to its source or other obligation to
Analog Devices, even if the Feedback is designated as confidential.

7.  Confidentiality.  Licensed Software in source code form and accompanying
documentation shall be regarded as “Confidential Information” of Analog
Devices and Licensee agrees to protect the confidentiality of Analog Devices’
Confidential Information with at least the same degree of care that it utilizes
with respect to its own similar proprietary information (but in no event less
than a reasonable degree of care), including without limitation agreeing (i)
not to disclose or otherwise permit any other person or entity access to
Confidential Information or to use Confidential Information or any part thereof
in any form whatsoever, except that such disclosure or access shall be
permitted to an employee or consultant of Licensee requiring access to
Confidential Information in connection with this Agreement who has signed an
agreement obligating the employee/consultant to maintain the confidentiality of
confidential information in Licensee’s possession, (ii) to notify Analog
Devices promptly and in writing of the circumstances surrounding any suspected
possessions, use, or knowledge of Confidential Information other than those
authorized by this Agreement, and (iii) not to use Confidential Information for
any purpose other than as explicitly set forth herein.  Nothing shall restrict
Licensee with respect to information or data that is independently developed or
is available to the general public otherwise than through any act or default of
Licensee.

8. Copyright Notice.  In no event shall Licensee remove any copyright or other
intellectual property notice or other legend contained on or in copies of
Licensed Software or displayed by any Licensed Software.

9. Third Party Software.  The Licensed Software may be accompanied by or
include software made available by one or more third parties (“Third Party
Software”).  Each portion of Third Party Software is subject to its own
separate software license terms and conditions (“Third Party Licenses”).
The Third Party Licenses for Third Party Software delivered with the Licensed
Software may be set forth or identified (by URL or otherwise) in (i) Appendix A
to this license (if any), (ii) the applicable software header or footer text,
(iii) a text file located in the directory of the applicable Third Party
Software component and/or (iv) such other location customarily used for
licensing terms. The use of each portion of Third Party Software is subject to
the Third Party Licenses, and you agree that your use of any Third Party
Software is bound by the applicable Third Party License.  You agree to review
and comply with all applicable Third Party Licenses prior to any use or
distribution of any Third Party Software.  Third Party Software is provided on
an “as is” basis without any representation, warranty or liability of any
kind.  Analog Devices (including its licensors) shall have no liability or
responsibility for the operation or performance of the Third Party Software and
shall not be liable for any damages, costs, or expenses, direct or indirect,
arising out of the performance or failure to perform of the Third Party
Software.  Analog Devices (including its licensors) shall be entitled to the
benefit of any and all limitations of liability and disclaimers of warranties
contained in the Third Party Licenses.

In the event that Third Party Software has only been provided to you in object
code form under this Agreement, and the Third Party License requires
distribution of the corresponding source code, you may contact
software.licensing@analog.com regarding receiving a copy of such source code.

10. Licensee Requirements. Licensee acknowledges that use or distribution of
the Licensed Software may require Licensee to obtain licenses to intellectual
property or other consents from one or more third parties.  Licensee is
responsible for obtaining any and all such  required licenses, or permissions
regarding the Licensed Software and for the performance of any and all required
tests or analysis necessary or appropriate for the determination of the
suitability of the Licensed Software for its or its customers’ purposes.
Licensee shall defend, indemnify and hold Analog Devices, its licensors, and
their respective officers, directors, employees and agents (each an
“Indemnified Party”) harmless from and against any damages, fines,
penalties, assessments, liabilities, costs and expenses (including reasonable
attorneys’ fees and court costs) in the event that any claim is brought
against an Indemnified Party (i) arising or alleged to arise from Licensee’s
use or distribution of Licensed Software or Third Party Software, or (ii) on
account of Licensee’s failure to obtain any required license or consent to
use or distribute Licensed Software or Third Party Software.  Licensee shall
bear any and all expenses and pay any and all taxes that may be payable in
relation to this Agreement.

11.  Audit.  Analog Devices shall have the right upon ten (10) days prior
written notice to audit Licensee’s compliance with the terms of this
Agreement during normal business hours.  In connection with such audit Analog
Devices shall have access to all reasonably requested documents, equipment,
information and personnel.  Licensee shall maintain complete and accurate
records of its use of the Licensed Software for a period of at least three
years from the applicable use of the Licensed Software.

12.  License Term; Term of Agreement.  This Agreement is effective upon receipt
of the Licensed Software and shall continue for three (3) years, unless earlier
terminated as permitted in this Agreement.  This Agreement will automatically
renew for additional one (1) year terms unless indicated otherwise in writing
by either of the parties thirty (30) days prior to any renewal date.  Licensee
may terminate this Agreement at any time by giving written notice to Analog
Devices. Analog Devices may terminate this Agreement at any time in the event
of any failure by Licensee to comply with any term or condition of the
Agreement.  In the event of termination, Licensee must permanently delete all
copies of Licensed Software and all of its component parts, including any
backup or archival copies.  Licenses granted to end users prior to termination
shall survive.  The provisions of Sections 3-22 shall survive any termination
or expiration of this Agreement according to their terms.

13. DISCLAIMER AND LIMITATION OF WARRANTIES.  LICENSED SOFTWARE AND THIRD PARTY
SOFTWARE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND ANALOG DEVICES,
FOR ITSELF AND ITS LICENSORS, HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS
OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE LICENSED SOFTWARE AND THIRD
PARTY SOFTWARE, INCLUDING, BUT NOT LIMITED TO, ANY EXPRESS AND IMPLIED
WARRANTIES OF MERCHANTABILITY; FITNESS FOR PARTICULAR PURPOSE AND SYSTEM
INTEGRATION; CONDITIONS OF QUALITY AND ACCURACY OF INFORMATIONAL CONTENT;
NON-INFRINGEMENT; QUIET ENJOYMENT; AND TITLE.  LICENSEE AGREES THAT ANY EFFORTS
BY ANALOG DEVICES TO MODIFY OR UPDATE LICENSED SOFTWARE OR THIRD PARTY SOFTWARE
SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS, AND THAT ANY ANALOG DEVICES
WARRANTIES SHALL NOT BE DEEMED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.

14.  Limitation of Liability.  TO THE MAXIMUM EXTENT PERMITTED BY LAW ANALOG
DEVICES (INCLUDING ITS LICENSORS) SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING
FROM OR RELATED TO THE LICENSED SOFTWARE, THIRD PARTY SOFTWARE, THEIR USE OR
ANY RELATED INFORMATION AND/OR SERVICES, INCLUDING BUT NOT LIMITED TO ANY
INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR ANALOGOUS
DAMAGES (INCLUDING WITHOUT LIMITATION ANY DAMAGES RESULTING FROM LOSS OF USE,
DATA, REVENUE, PROFITS, OR SAVINGS, COMPUTER DAMAGE OR ANY OTHER CAUSE), UNDER
ANY LEGAL THEORY (INCLUDING WITHOUT LIMITATION CONTRACT, WARRANTY, TORT,
NEGLIGENCE, STRICT OR PRODUCT LIABILITY), EVEN IF IT HAS BEEN INFORMED OF THE
POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL ANALOG DEVICES’ OR ITS LICENSORS’ CUMULATIVE LIABILITY
FOR DAMAGES TO LICENSEE FOR ANY AND ALL CAUSES WHATSOEVER, REGARDLESS OF THE
FORM OF ANY CLAIMS OR ACTIONS, EXCEED THE GREATER OF (1) ONE HUNDRED U.S.
DOLLARS ($100.00 U.S.) OR (2) THE AMOUNT PAID TO ANALOG DEVICES HEREUNDER FOR
THE LICENSED SOFTWARE.

Some jurisdictions do not permit the exclusion or limitation of liability for
consequential or incidental damages, and, as such, some portion of the above
limitation may not apply to Licensee.  In such jurisdictions, Analog Devices'
liability is limited to the greatest extent permitted by law.

15. HIGH RISK APPLICATIONS. THE LICENSED SOFTWARE IS NOT DESIGNED OR INTENDED
FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING,
WITHOUT LIMITATION, IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION
OR CONTROL SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT MACHINES, WEAPONS
SYSTEMS, OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE LICENSED SOFTWARE
COULD LEAD TO DEATH, PERSONAL INJURY OR SEVERE PHYSICAL OR ENVIRONMENTAL
DAMAGES (“HIGH RISK ACTIVITIES”).  LICENSED SOFTWARE IS NOT DESIGNED,
AUTHORIZED, OR WARRANTED TO BE SUITABLE FOR USE IN CONNECTION WITH HIGH RISK
ACTIVITIES.  USE OF LICENSED SOFTWARE IN CONNECTION WITH HIGH RISK ACTIVITIES
IS UNDERSTOOD TO BE FULLY AT LICENSEE’S RISK.

16. Choice of Law.  This Agreement and any dispute related to the Licensed
Software shall be governed by the laws of the Commonwealth of Massachusetts,
United States of America, without reference to its principles of conflicts of
laws, and, as to matters affecting copyrights, trademarks and patents, in
addition, by applicable United States federal law.  The parties agree that the
jurisdiction and venue of any action with respect to this Agreement shall be in
a court of competent subject matter jurisdiction located in the Commonwealth of
Massachusetts, and each of the parties hereby agrees to submit itself to the
exclusive jurisdiction and venue of such courts for the purpose of any such
action, except that Analog Devices may seek injunctive relief in any venue of
its choosing. Licensee hereby submits to personal jurisdiction in such courts.
The parties hereto specifically exclude the United Nations Convention on
Contracts for the International Sale of Goods and the Uniform Computer
Information Transactions Act from this Agreement and any transaction between
them that may be implemented in connection with this Agreement. The original of
this Agreement has been written in English.  The parties hereto waive any
statute, law, or regulation that might provide an alternative law or forum or
to have this Agreement written in any language other than English.

17. U.S. Government Restricted Rights. Licensed Software is provided with
RESTRICTED RIGHTS.  Use, duplication, or disclosure by the Government is
subject to restrictions as set forth in subparagraphs (a) through (d) of the
Commercial Computer Software - Restricted Rights clause at FAR 52.227-19,
(c)(1)(ii) of The Rights in Technical Data and Computer Software clause at
DFARS 252.227-7013, and in similar clauses in the NASA FAR Supplement, as
applicable.  The contractor/manufacturer of this Licensed Software is Analog
Devices, Inc., One Technology Way, Norwood, Massachusetts 02062 USA, or its
authorized licensors.

18.  Export.  Licensee shall not export, directly or indirectly, Licensed
Software, or other information or materials provided by Analog Devices or its
suppliers hereunder, to any country for which the United States or any other
relevant jurisdiction requires any export license or other governmental
approval at the time of export without first obtaining such license or
approval.  Licensee shall defend indemnify and hold harmless Analog Devices
from and against any damages, fines, penalties, assessments, liabilities, costs
and expenses (including reasonable attorneys’ fees and court costs) arising
out of any failure by Licensee to comply with this Section.

19. Compliance with Laws of Other Jurisdictions.  Licensee shall comply with
all laws, legislation, rules, regulations, governmental requirements and
industry standards with respect to Licensed Software, and the performance by
Licensee of its obligations hereunder, existing in any applicable jurisdiction.

20. Assignment.  This Agreement is personal to Licensee and Licensee may not
transfer, sublicense, lease, rent, or assign its rights under this License, and
any such attempt shall be null and void. Analog Devices may assign, transfer,
or sublicense this Agreement or any rights or obligations hereunder at any time
in its sole discretion.

21.  Waiver; Modification; Severability.  No waiver, consent, modification or
change of terms of this Agreement shall bind either party unless in writing
signed by both parties, and then such waiver, consent, modification or change
shall be effective only in the specific instance and for the specific purpose
given.  If any provision of this Agreement is unenforceable, such provision
shall be enforced to the extent possible under applicable law, and the
remaining provisions will remain in effect.

22.  Entire Agreement.  This Agreement supersedes any and all other agreements,
either oral or in writing, between the parties with respect to the matters
stated herein. If, for any reason, any provision of this Agreement is held
invalid, such invalidity shall not affect the remainder of this Agreement, and
this Agreement shall continue in force and effect to the full extent allowed by
law. For the avoidance of doubt, all Licensed Software under this Agreement is
subject to the terms and conditions of this Agreement and not any agreement or
terms for purchase of Analog Devices products, even if the Licensed Software is
delivered with such products.


Appendix A

License limited to Analog Devices transceiver / receiver / transmitter products.
