IMPORTANT NOTICE
APERIS, LLC (“APERIS”) reserve the right to make corrections, modifications, enhancements, improvements, and other changes to its products and services at any time and to discontinue any product or service without notice. Customers should obtain the latest relevant information before placing orders and should verify that such information is current and complete. All products are sold subject to APERIS’s terms and conditions of sale supplied at the time of order acknowledgment. APERIS warrants performance of its hardware products to the specifications applicable at the time of sale in accordance with APERIS’s standard warranty. Testing and other quality control techniques are used to the extent APERIS deems necessary to support this warranty. Except where mandated by government requirements, testing of all parameters of each product is not necessarily performed. APERIS assumes no liability for applications assistance or customer product design. Customers are responsible for their products and applications using APERIS components. To minimize the risks associated with customer products and applications, customers should provide adequate design and operating safeguards.
APERIS does not warrant or represent that any license, either express or implied, is granted under any APERIS patent right, copyright, mask work right, or other APERIS intellectual property right relating to any combination, machine, or process in which APERIS products or services are used. Information published by APERIS regarding third-party products or services does not constitute a license from APERIS to use such products or services or a warranty or endorsement thereof. Use of such information may require a license from a third party under the patents or other intellectual property of the third party, or a license from APERIS under the patents or other intellectual property of APERIS. Reproduction of APERIS information in APERIS data books or data sheets is permissible only if reproduction is without alteration and is accompanied by all associated warranties, conditions, limitations, and notices. Reproduction of this information with alteration is an unfair and deceptive business practice. APERIS is not responsible or liable for such altered documentation. Information of third parties may be subject to additional restrictions.
Resale of APERIS products or services with statements different from or beyond the parameters stated by APERIS for that product or service voids all express and any implied warranties for the associated APERIS product or service and is an unfair and deceptive business practice. APERIS is not responsible or liable for any such statements.
APERIS products are not authorized for use in safety-critical applications (such as life support) where a failure of the APERIS product would reasonably be expected to cause severe personal injury or death, unless officers of the parties have executed an agreement specifically governing
such use. Buyers represent that they have all necessary expertise in the safety and regulatory ramifications of their applications, and
acknowledge and agree that they are solely responsible for all legal, regulatory and safety-related requirements concerning their products
and any use of APERIS products in such safety-critical applications, notwithstanding any applications-related information or support that may be
provided by APERIS. Further, Buyers must fully indemnify APERIS and its representatives against any damages arising out of the use of APERIS products in
such safety-critical applications.
APERIS products are neither designed nor intended for use in military/aerospace applications or environments unless the APERIS products are
specifically designated by APERIS as military-grade or "enhanced plastic." Only products designated by APERIS as military-grade meet military
specifications. Buyers acknowledge and agree that any such use of APERIS products which APERIS has not designated as military-grade is solely at
the Buyer's risk, and that they are solely responsible for compliance with all legal and regulatory requirements in connection with such use.
APERIS products are neither designed nor intended for use in automotive applications or environments unless the specific APERIS products are
designated by APERIS as compliant with ISO/TS 16949 requirements. Buyers acknowledge and agree that, if they use any non-designated
products in automotive applications, APERIS will not be responsible for any failure to meet such requirements.
Following are URLs where you can obtain information on other APERIS products and application solutions:
This Software License Agreement (or "Agreement") is a legal agreement between you (either an individual or entity) and APERIS Incorporated ("APERIS"). The "Licensed Materials" subject to this Agreement include the downloadable software programs and documentation that accompany this Agreement and any electronic documentation associated with the software programs. Any applications included with the "Licensed Materials" are specifically designed and licensed for execution solely and exclusively on cameras manufactured by or for APERIS. By installing, copying or otherwise using the Licensed Materials, you agree to abide by the terms of this Agreement.
Intellectual Property, Title and Limited License Grant - The Licensed Materials are protected by copyright laws, international copyright treaties, and trade secret laws, as well as other intellectual property laws and treaties. The Licensed Materials are licensed, not sold to you, and can only be used in accordance with the terms of this Agreement. APERIS retains title and ownership of the Licensed Materials, including all intellectual property rights in the Licensed Materials and all copies of the Licensed Materials.
Subject to the terms of this Agreement, APERIS hereby grants to you a limited, non-exclusive license to use the Licensed Materials to test cameras manufactured by or for APERIS or generate applications that execute solely and exclusively on cameras manufactured by or for APERIS. Use of any software applications generated using the Licensed Materials on cameras manufactured by or for an entity other than APERIS is a material breach of this Agreement. It is also a material breach of this license to use the Licensed Materials to assist in the design, development or verification of a cameras that is instruction set compatible with, or functionally equivalent to, an APERIS camera.
Restrictions - Except as set forth above, You may not distribute, publish, rent or lease the Licensed Materials or transfer or assign this Agreement without APERIS's prior written permission and you may not sub-license the Licensed Materials except as provided herein. The Licensed Materials may include software or other tools that are designed for use with software programs available from third-party software vendors. APERIS does not directly support such third party software, and you must have or obtain rights to use such third party software directly from such third party vendor or its authorized representatives.
Termination - This license is effective until terminated. Without prejudice to any other rights, APERIS may terminate your right to use the Licensed Materials and any applications generated using the Licensed Materials under this Agreement if you fail to comply with the terms of this Agreement. In such event, you shall destroy all copies of the Licensed Materials, including all portions and derivatives thereof.
Intellectual Property Rights - The Licensed Materials contain copyrighted material, trade secrets and other proprietary information. In order to protect the Licensed Materials, and except as specifically permitted by statute by a provision that cannot be waived by contract, you may not unlock, decompile, reverse engineer, disassemble or otherwise translate any binary or object code versions of the software programs included in the Licensed Materials to human-perceivable form. You also agree that you will use your best efforts to prevent your employees and contractors from unlocking, decompiling, reverse engineering, disassembling, modifying or translating the Licensed Materials. In no event may you alter, remove or destroy any copyright notice included in the Licensed Materials. APERIS reserves all rights not specifically granted under this Agreement.
Upgrades, Updates and Plug-ins - If the Licensed Materials are labeled as an upgrade, update or plug-in you must be properly licensed to use the product identified by APERIS as being eligible for such upgrade, update or plug-in to use the Licensed Materials. An upgrade, update, or plug-in replaces or supplements a previously licensed eligible product. You may use the resulting upgraded product only in accordance with the terms of this Agreement and only to generate applications for use with cameras manufactured by or for APERIS. Notwithstanding the foregoing, nothing in the Agreement will be construed as an obligation for APERIS to maintain or support the Licensed Materials or to provide upgrades, updates or plug-ins to the Licensed Materials.
Warranties and Limitations - YOU ACKNOWLEDGE AND AGREE THAT THE LICENSED MATERIALS ARE NOT INTENDED FOR PRODUCTION APPLICATIONS AND MAY CONTAIN IRREGULARITIES AND DEFECTS NOT FOUND IN PRODUCTION SOFTWARE. FURTHERMORE, YOU ACKNOWLEDGE AND AGREE THAT THE LICENSED MATERIALS HAVE NOT BEEN TESTED OR CERTIFIED BY ANY GOVERNMENT AGENCY OR INDUSTRY REGULATORY ORGANIZATION OR ANY OTHER THIRD PARTY ORGANIZATION. YOU AGREE THAT PRIOR TO USING, INCORPORATING OR DISTRIBUTING THE LICENSED MATERIALS IN OR WITH ANY COMMERCIAL PRODUCT THAT YOU WILL THOROUGHLY TEST THE PRODUCT AND THE FUNCTIONALITY OF THE LICENSED MATERIALS IN OR WITH THAT PRODUCT AND BE SOLELY RESPONSIBLE FOR ANY PROBLEMS OR FAILURES.
THE LICENSED MATERIALS ARE PROVIDED "AS IS". TI MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR COMPLETENESS OF RESPONSES, RESULTS AND LACK OF NEGLIGENCE. TI DISCLAIMS ANY WARRANTY OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, AND NON-INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS WITH REGARD TO THE LICENSED MATERIALS OR YOUR USE OF THOSE MATERIALS.
IN NO EVENT SHALL APERIS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR DAMAGES, HOWEVER CAUSED, ARISING IN ANY WAY OUT OF THIS AGREEMENT, OR YOUR USE OF THE LICENSED MATERIALS, WHETHER OR NOT TI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE EXCLUDED DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, COST OF REMOVAL OR REINSTALLATION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OUTSIDE COMPUTER TIME, LABOR COSTS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS, LOSS OF SAVINGS, LOSS OF USE OR INTERRUPTION OF BUSINESS OR OTHER ECONOMIC LOSS. IN NO EVENT WILL TI'S AGGREGATE LIABILITY UNDER THIS AGREEMENT OR ARISING OUT OF YOUR USE OF THE LICENSED MATERIALS EXCEED FIVE HUNDRED U.S. DOLLARS (U.S. $500).
Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages or limitation on how long an implied warranty lasts, the above limitations or exclusions may not apply to you.
Export Control - You hereby acknowledge and agree that unless prior authorization is obtained from the United States Department of Commerce, neither you nor your customers will export, re-export, or release, directly or indirectly, any technology, software, or software source code, received from APERIS, or export, directly or indirectly, any direct product of such technology, software, or software source code, to any destination or country to which the export, re-export or release of the technology, software, software source code, or direct product is prohibited by the United States.
Governing Law, Jurisdiction and Severability - This Agreement will be governed by and interpreted in accordance with the laws of the State of California, without reference to that state's conflict-of-laws principles. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. Any dispute arising out of or related to this Agreement will be brought in, and each party consents to exclusive jurisdiction and venue in, the state and federal courts sitting in San Jose County, California. Each party waives all defenses of lack of personal jurisdiction and forum and agrees that process may be served on either party in a manner authorized by applicable law or court rule. If for any reason a court of competent jurisdiction finds any provision of the Agreement to be unenforceable, that provision will be enforced to the maximum extent possible to effectuate the intent of the parties and the remainder of the Agreement shall continue in full force and effect.
Entire Agreement - This is the entire Agreement between you and APERIS and supersedes any prior agreement between the parties related to the subject matter of this Agreement. No amendment or modification of this Agreement will be effective unless in writing and signed by a duly authorized representative of APERIS.