TERMS AND CONDITION & LICENSE AGREEMENT

By contacting our support team or downloading Software from this web site, Licensee agrees to the following terms and conditions. If Licensee does not agree to these terms, Licensee agrees not to receive any suuport help from us and remove the Software from Licensee's systems.

1. License Grant.

Subject to the following terms, Beyond Micro, Inc. (BM) hereby grants to Licensee a limited, non-exclusive, royalty-free license to use and distribute the Software for the sole purpose of enabling Licensee products that use BM's integrated circuits.

2. License Restrictions.

(a) Licensee shall not translate, sell, lease, loan, trade, or market the Software, any derivative works thereof, or any compiled form thereof or derived therefrom. (b) Licensee shall not reverse engineer, decompile or disassemble the object code portion of the Software.

(c) Licensee shall neither export nor re-export, directly or indirectly, the Software, or the direct product thereof, to any country to which export or re-export is restricted by United States law or regulation without the prior authorization, if required, of the United States Department of Commerce.

3. Ownership.

Title to the Software (or any copies thereof), and all intellectual property rights appurtenant thereto, will at all times reside exclusively with BM and/or its licensors. Licensee will have no other rights to the Software other than as granted hereunder. Licensee agrees that BM is not granting a license to practice any of the patented technology in the Software except incident to the licensed use of the Software. Licensee will not remove from the Software, or allow to be removed, any copyright or other proprietary rights notice included in or affixed to the Software.

4. No Training or Support.

BM shall not be obligated to provide any training or support for the Software and any such training and support which BM does agree to provide shall be at BM's then-applicable engineering rates.

5. Disclaimer of Warranty.

LICENSEE ACKNOWLEDGES THAT THE SOFTWARE IS LICENSED HEREUNDER ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, BM DISCLAIMS ANY AND ALL STATUTORY, EXPRESS OR IMPLIED WARRANTIES REGARDING THE LICENSED ITEMS, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS.

6. Limitation of Liability.

IN NO EVENT WILL BM BE LIABLE TO FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SOFTWARE INCURRED OR SUFFERED BY LICENSEE OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF BM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Licensee shall be solely responsible for applying the Software to Licensee's testing and production processes and BM shall assume no liability whatsoever in connection with Licensee's implementation of the Software or otherwise in connection with the Software.