Analog Devices, Inc. ("ADI")
Software License Agreements


API Source Code Software License Agreement | Firmware Software License Agreement


API Source Code Software License Agreement

20130524-CISC-CTSLA

BEFORE YOU SELECT THE "I ACCEPT" BUTTON AT THE BOTTOM OF THIS WINDOW, CAREFULLY READ THE TERMS AND CONDITIONS SET FORTH BELOW. BY SELECTING THE “I ACCEPT” BUTTON BELOW, OR DOWNLOADING, REPRODUCING, DISTRIBUTING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS, SELECT THE 'I DO NOT ACCEPT' BUTTON AND YOU MUST NOT DOWNLOAD, INSTALL OR OTHERWISE USE THE SOFTWARE.

DOWNLOADING, REPRODUCING, DISTRIBUTING OR OTHERWISE USING THE SOFTWARE CONSTITUTES ACCEPTANCE OF THIS LICENSE. THE SOFTWARE MAY NOT BE USED EXCEPT AS EXPRESSLY AUTHORIZED UNDER THIS LICENSE.

The software is protected by copyright law and international copyright treaties.

  1. License: Subject to the terms and conditions of this license, the software may be reproduced, modified and distributed in source code and object code form.

  2. Conditions:

    1. Any distribution of the software must include a complete copy of this license and retain all copyright and other proprietary notices. The software that is distributed (including modified versions of the software) shall be subject to the terms and conditions of this license.
    2. The software may not be combined or merged with other software in any manner that would cause the software to become subject to terms and conditions which differ from those of this license.
    3. Licensee shall not use the name or any trademark of ADI (including those of its licensors) or any contributor to endorse or promote products without prior written consent of the owner of the name or trademark. The term “contributor” means any person or entity that modifies or distributes the software.
    4. Modified versions of the Software must be conspicuously marked as such.
    5. Use of the software may or may not infringe patent rights of one or more patent holders. This license does not alleviate the obligation to obtain separate licenses from patent holders to use the software.
    6. All rights not expressly granted hereunder are reserved.
    7. This license shall be governed by the laws of Massachusetts, without regard to its conflict of laws rules. The software shall only be used in compliance with all applicable laws and regulations, including without limitation export control laws.
  3. WARRANTY DISCLAIMER: THE SOFTWARE AND ANY RELATED INFORMATION AND/OR ADVICE IS PROVIDED ON AN “AS IS” BASIS, WITHOUT REPRESENTATIONS, GUARANTEES OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. There is no obligation to provide software support or updates. The Software is not fault-tolerant and is not intended for use in high risk applications, 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 software could lead to death, personal injury, or severe physical or environmental damages. The software is not authorized to be used under such circumstances.

  4. LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY LAW ADI (INCLUDING ITS LICENSORS) AND CONTRIBUTORS SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM OR RELATED TO THE SOFTWARE, ITS USE OR ANY RELATED INFORMATION AND/OR SERVICES, INCLUDING BUT NOT LIMITED TO ANY DIRECT, 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. Some jurisdictions do not permit the exclusion or limitation of liability for consequential, incidental or other damages, and, as such, some portion of the above limitation may not apply. In such jurisdictions, liability is limited to the greatest extent permitted by law.

  5. Third Party Software: The 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 software are 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. ADI (including its licensors) and contributors 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. ADI (including its licensors) and contributors shall be entitled to the benefit of any and all limitations of liability and disclaimers of warranties contained in the Third Party Licenses. For the avoidance of doubt, this license does not alter, limit or expand the terms and conditions of, or rights granted to you pursuant to, Third Party Licenses




Firmware 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.