Analog Devices, Inc. a Massachusetts corporation, with principal offices at Three Technology Way, Norwood, Massachusetts, USA 02062 (“ADI”) is willing to license the software and related documentation made available for download from the Analog Devices web site (the “Software”) to you (personally or on behalf of your employer, as applicable) ONLY IF YOU ACCEPT THIS LICENSE AGREEMENT (“Agreement”) SO AS TO BIND YOURSELF PERSONALLY OR YOUR EMPLOYER TO ITS TERMS. Any use of the Software other than pursuant to the terms of this Agreement is unlicensed and a violation of applicable copyright and other intellectual property laws.

BEFORE YOU CHOOSE THE "I ACCEPT," “I AGREE” OR ANY SIMILAR OPTION ASSOCIATED WITH THIS AGREEMENT, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CHOOSING THE "I ACCEPT," “I AGREE” OR SIMILAR OPTION, OR DOWNLOADING, INSTALLING OR OTHERWISE USING THE SOFTWARE, YOU ARE (1) REPRESENTING THAT YOU ARE OVER THE AGE OF 18 AND HAVE THE CAPACITY AND AUTHORITY TO BIND YOURSELF OR YOUR EMPLOYER, AS APPLICABLE, TO THE TERMS OF THIS AGREEMENT; AND (2) CONSENTING ON BEHALF OF YOURSELF OR AS AN AUTHORIZED REPRESENTATIVE OF YOUR EMPLOYER, AS APPLICABLE, TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, OR DO NOT REPRESENT THE FOREGOING, DO NOT DOWNLOAD, INSTALL OR OTHERWISE USE THE SOFTWARE.

Should you have any questions regarding this Agreement, or wish to contact ADI, you must write to: Analog Devices, Inc., Attention: Legal Department, Analog Devices, Inc., Three Technology Way, Norwood, Massachusetts, USA 02062.

1. SOFTWARE LICENSE GRANT.

   Subject to your compliance with the terms and conditions of this Agreement, you are granted a non-exclusive, non-transferable, non-sublicensable license to internally use the Software solely in connection with ADI products.

2. YOUR RESTRICTIONS, OBLIGATIONS AND DUTIES

   1. You may not disclose or transfer any portion of the Software to any other party for any reason. Upon discontinuation of use of the Software or termination of this license, you agree to destroy all copies, including partial copies, of the Software.

   2. You shall not disassemble, decompile, reverse engineer, copy, distribute, sublicense, modify, alter, or create derivative works of the Software.

   3. The Software may not be combined, merged and/or distributed with other software in any manner that would cause the Software to become subject to terms and conditions which differ from those of this Agreement. Without limitation, You shall not use, combine and/or distribute the Software in any manner that would cause the 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 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 you that purports to apply any Excluded License to any portion of the Software shall be null and void with regard to the Software.

   4. You shall defend, indemnify and hold ADI, its licensors, and their respective officers, directors, employees, representatives and agents (each an “Indemnified Party”) harmless from and against any and all claims, damages, fines, penalties, assessments, liabilities, costs and expenses (including reasonable attorneys’ fees, costs and expenses) in the event that any claim is brought against an Indemnified Party arising or alleged to arise from the use or other exploitation of the Software or Third Party Software (as defined below).

   5. You shall pay all foreign, federal, state, municipal and other governmental excise, sales, use, property, customs, import, value added and other taxes, fees, levies and duties of any nature now in force or enacted in the future that are assessed upon or with respect to the Software, but excluding taxes based on ADI’s net income.

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

3. TERMINATION.

   ADI may terminate this Agreement immediately (i) upon your failure to comply with any of the terms and conditions of this Agreement or (ii) in the event any assignment is made by you for the benefit of creditors, or if a receiver, trustee in bankruptcy or similar officer shall be appointed to take charge of any or all of your property, or if you file a voluntary petition under federal bankruptcy laws or similar state statutes or such a petition is filed against you and is not dismissed within sixty (60) days. In addition, ADI may terminate license grants to the Software in-whole or in-part at any time with sixty (60) days written notice. In the event of termination, you must permanently delete all copies of the Software and all of its component parts. The provisions of Sections 2(A) – 2(E) and 3-7 shall survive any termination or expiration of this Agreement.

4. OWNERSHIP.

   Title to the Software and all copies and portions thereof shall remain in ADI and its licensors, and you only receive the limited license set forth in this Agreement. All rights not expressly granted in this Agreement are reserved to ADI and its licensors. ADI and its licensors retain all right, title and interest in the Software and modifications thereof, including all related copyright and other intellectual property rights, and you shall not take any action inconsistent with such ownership. It is agreed that because of the proprietary nature of the Software, ADI’s remedies at law for a breach of this Agreement by you will be inadequate and that ADI shall, 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 Agreement or available at law. Copyright notice information may be provided with the Software, in the applicable Third Party Licenses (as defined below), with the applicable Third Party Software and/or other customary places for providing copyright notices.

5. DISCLAIMER OF WARRANTY AND LIMITATIONS OF LIABILITY AND REMEDY.

   1. The Software and Third Party Software are provided to you on an "AS IS" basis. ADI does not provide any warranty or make any representation, either express or implied, that the Software or Third Party Software meets your needs or expectations, that it will function as anticipated, or that its use will not infringe on the intellectual property rights of any third party. You assume the full responsibility for the selection, use and performance of the Software and Third Party Software. ADI ON BEHALF OF ITSELF AND ITS LICENSORS, DISCLAIMS ALL REPRESENTATIONS, GUARANTEES AND WARRANTIES TO YOU OR ANY THIRD PARTY, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SOFTWARE, THIRD PARTY SOFTWARE, AND/OR ANY RELATED INFORMATION, ADVICE AND/OR SERVICES (INCLUDING WITHOUT LIMITATION ANY SUPPORT AND/OR MAINTENANCE SERVICES), INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (INCLUDING WITHOUT LIMITATION YOUR PURPOSE OR SYSTEM INTEGRATION), ACCURACY OF INFORMATIONAL CONTENT, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT, AND SUCH WARRANTIES ARE EXPRESSLY DISCLAIMED. YOU AGREE THAT ANY EFFORTS BY ADI TO MODIFY OR UPDATE SOFTWARE OR THIRD PARTY SOFTWARE SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS. There is no obligation to provide software support or updates.

   2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU FURTHER AGREE THAT ADI AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR ANALOGOUS DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, REVENUE, PROFITS, OR SAVINGS, BUSINESS INTERRUPTION, DOWNTIME, COMPUTER OR OTHER PROPERTY 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 OR WAS GROSSLY NEGLIGENT. THE FOREGOING DISCLAIMER OF LIABILITY SHALL APPLY WITHOUT LIMITATION TO DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, THE SOFTWARE, THIRD PARTY SOFTWARE, AND/OR ANY RELATED INFORMATION, ADVICE AND/OR SERVICES (INCLUDING WITHOUT LIMITATION ANY SUPPORT AND/OR MAINTENANCE SERVICES).

   3. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF ADI IN CONNECTION WITH THIS AGREEMENT, THE SOFTWARE, THIRD PARTY SOFTWARE AND/OR ANY RELATED INFORMATION, ADVICE AND/OR SERVICES (INCLUDING WITHOUT LIMITATION ANY SUPPORT AND/OR MAINTENANCE SERVICES) SHALL NOT EXCEED THE GREATER OF (I) THE AMOUNT PAID TO ADI FOR THE LICENSES GRANTED HEREUNDER OR (II) ONE HUNDRED DOLLARS (US$100), REGARDLESS OF WHETHER SUCH LIABILITY ARISES BY CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT OR PRODUCT LIABILITY OR ANY OTHER BASIS. AN ESSENTIAL PURPOSE OF THE LIMITATION ON DAMAGES PROVIDED IN THIS SECTION IS THE ALLOCATION OF RISKS BETWEEN YOU AND ADI, AND YOU ACKNOWLEDGE THAT ADI WOULD NOT HAVE BEEN WILLING TO LICENSE THE SOFTWARE IN THE ABSENCE OF THE LIMITATIONS SET FORTH IN THIS SECTION.

   4. 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 limitations may not apply to you. In such jurisdictions, ADI's and its licensor’s liability is limited to the greatest extent permitted by law.

   5. 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.

6. GENERAL.

   1. This Agreement is the complete and exclusive statement of the agreement between you and ADI with respect to the Software and supersedes all prior oral and written communications, agreements, representations, statements and undertakings with respect to the Software, including any terms and conditions on your purchase order. No modification, termination, extension, renewal or waiver of, nor addition to the terms and conditions of this Agreement shall be binding upon ADI unless specifically set forth in writing, and signed by an authorized official of ADI. If any provision of this Agreement is unenforceable or invalid, such provision shall be enforced to the extent possible under applicable law, and the remaining provisions shall remain in effect.

   2. You shall only use the Software in compliance with all applicable laws and regulations, including without limitation export control laws. You agree that you will not directly or indirectly export the Software to another country except in full compliance with all applicable United States Federal Laws and Regulations and other laws and regulations relating to exports and imports. This software may be controlled for export as an “Encryption Item” and is classified under ECCN 5D002 per §740.17 of the US Export Regulations and may be subject to additional export or import regulations in other countries. You will not export/reexport, directly or indirectly, any software, information or technical data acquired under this Agreement or the "direct product" thereof to any country for which the United States Government or any agency thereof, at the time of export, requires an export license or other governmental approval, without first obtaining such license or approval. The term "direct product" as used herein means the immediate product (including processes and services) produced directly by the use of the technical data or information. In addition to the above, the Software and/or any "direct product" thereof, may not be used by, or exported, transferred or reexported to (i) any U.S. or U.N. or EU-sanctioned or embargoed country, or to nationals or residents of such countries; (ii) any person , entity, organization, or other party identified on the U.S. Department of Treasury’s lists of “Specially Designated Nationals and Blocked Persons,” (iii) any associations, individuals, companies, entities, organizations found in the U.S. Department of Commerce’s Table of Denial Orders or Entity List, as published and revised from time to time (collectively known as the "Denied Parties List" or "Prohibited Parties List"); and/or (iv) any unauthorized or prohibited end-user engaged in any prohibited activities related to weapons of mass destruction, including without limitation, activities related to the design, development, production or use of nuclear weapons, materials, or facilities, missile or the support of missile projects, and chemical or biological weapons. You understand that the foregoing obligations are legal requirements and agree that they shall survive any expiration or termination of this Agreement.

   3. This Agreement is personal to you and you may not transfer, sublicense, lease, rent, delegate or assign your rights or obligations under this Agreement, and any such attempt shall be null and void.

   4. This Agreement and any dispute related to the Software, its use or any information, advice or services 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 ADI may seek injunctive relief in any venue of its choosing. You hereby submit 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.

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

   6. Software and any other proprietary or confidential information of ADI or its supplier’s that are provided to you in connection with this Agreement or your use of the Software shall be regarded as “Confidential Information” of ADI and you agree to protect the confidentiality of ADI’s Confidential Information with at least the same degree of care that you utilize with respect to your 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 your employees or consultants requiring access to Confidential Information in connection with this Agreement who have each signed an agreement obligating the employee/consultant to maintain the confidentiality of Confidential Information, (ii) to notify ADI 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 you with respect to information that is independently developed or is available to the general public otherwise than through any act or default or yours.

   7. ADI shall have the right upon ten (10) days prior written notice to audit your compliance with the terms of this Agreement during normal business hours. In connection with such audit ADI shall have access to all reasonably requested documents, equipment, information, networks, facilities and personnel. If requested by ADI you shall, within ten business days of such request you shall either (i) certify in writing that you are fully compliant with this Agreement or (ii) deliver a notice in writing stating all of the reasons why you are not fully compliant.

   8. 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 Software is Analog Devices, Inc., One Technology Way, Norwood, Massachusetts 02062 USA, or its authorized licensors.

7. 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 may be set forth or identified (by URL or otherwise) in (i) Appendix A to this license, (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 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 shall be entitled to the benefit of any and all limitations of liability and disclaimers of warranties contained in the Third Party Licenses. To the extent not in conflict with the applicable Third Party Licenses, the terms and conditions of this Agreement shall apply to the applicable Third Party Software.

Appendix A

FTDI Driver License Terms

IMPORTANT NOTICE: PLEASE READ CAREFULLY BEFORE INSTALLING THE RELEVANT SOFTWARE:
This licence agreement ("Licence") is a legal agreement between you ("Licencee" or "you") and Future Technology Devices International Limited of 2 Seaward Place, Centurion Business Park, Glasgow, Scotland, G41 1HH (UK Company Number SC136640) ("Licensor" or "we) for use of driver software provided by the Licensor ("Software").

BY INSTALLING OR USING THIS SOFTWARE YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE ARE UNWILLING TO LICENSE THE SOFTWARE TO YOU AND YOU MUST DISCONTINUE INSTALLATION OF THE SOFTWARE NOW.

1.0   Grant and scope of license

1.1   In consideration of you agreeing to abide by the terms of this Licence, the Licensor hereby grants to you a non-exclusive, non-transferable, royalty free licence to use the Software on the terms of this License.

1.2   In this Licence a "Genuine FTDI Component" means an item of hardware that was manufactured for, and sold by, the Licensor or a member of the Licensor's group of companies. It does not include any counterfeit or fake products.

1.3   If you are a manufacturer of a device that includes a Genuine FTDI Component (each a "Device") then you may install the Software onto that device. If you are a seller or distributor of a Device then You may distribute the Software with the Device. If you are a user of a Device then you may install the Software on the Device, or onto a computer system in order to use the Device.

1.4   In each of those cases you may:

• 1.4.1   install and use the Software for your purposes only; and

• 1.4.2   only use the Software in conjunction with products based on and/or incorporating a Genuine FTDI Component.

1.5   The Software will not function properly on or with a component that is not a Genuine FTDI Component. Use of the Software as a driver for, or installation of the Software onto, a component that is not a Genuine FTDI Component, including without limitation counterfeit components, MAY IRRETRIEVABLY DAMAGE THAT COMPONENT. It is the Licensee's responsibility to make sure that all chips it installs the Software on, or uses the Software as a driver for, are Genuine FTDI Components. If in doubt then contact the Licensor.

2.0   If a custom vendor ID and/or product ID or description string are used, it is the responsibility of the product manufacturer to maintain any changes and subsequent WHQL re-certification as a result of making these changes.

3.0   Licensee's undertakings

3.1   Except as expressly set out in this Licence or as permitted by any local law, you undertake:

• 3.1.2   not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or any part of it;

• 3.1.3   not to make alterations to, or modifications of, the whole or any part of the Software nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

• 3.1.4   not to disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Software;

• 3.1.5   to keep all copies of the Software secure;

• 3.1.6   to include the copyright notice of the Licensor on all entire and partial copies of the Software in any form; and

• 3.1.7   not to provide, or otherwise make available, the Software in any form, in whole or in part (including, but not limited to, program listings, object and source program listings, object code and source code) to any person.

4.0   Intellectual property rights

4.1   You acknowledge that all intellectual property rights in the Software throughout the world belong to the Licensor, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software other than the right to use them in accordance with the terms of this Licence.

5.0   Warranty

5.1   To the maximum extent permitted by applicable law, the software is provided "as is".

5.2   All implied warranties, implied conditions and/or implied licences are excluded from this Licence, including but not limited to implied warranties of quality and/or fitness for purpose (in all cases) to the fullest extent permitted by law.

5.3   You acknowledge that the Software has not been developed to meet your individual requirements and that the Software may not be uninterrupted or free of bugs or errors.

6.0   Licensor's liability

6.1   To the maximum extent permitted by applicable law, in no event shall the Licensor be liable for any:

• 6.1.1   special loss or damage;

• 6.1.2   incidental loss or damage;

• 6.1.3   indirect or consequential loss or damage:

• 6.1.4   loss of income;

• 6.1.5   loss of business;

• 6.1.6   loss of profits;

• 6.1.7   loss of revenue;

• 6.1.8   loss of contracts;

• 6.1.9   business interruption;

• 6.1.10   loss of the use of money or anticipated savings;

• 6.1.11   loss of information;

• 6.1.12   loss of opportunity;

• 6.1.13   loss of goodwill or reputation; and/or

• 6.1.14   loss of, damage to or corruption of data;

  (in each case) of any kind howsoever arising and whether caused by delict (including negligence), breach of contract or otherwise.

6.2   FTDI's total liability to you in relation to the Software shall not exceed 500 US Dollars.

6.3   Nothing in this Licence limits or excludes liability for death or personal injury or for fraud.

7.0   Termination

7.1   The Licensor may terminate this Licence immediately if:

• 7.1.1   you fail to comply with any of the terms and conditions of the Licence; or

• 7.1.2   you commence or participate in any legal proceedings against the Licensor.

7.2   Upon termination:

• 7.2.1   all rights granted to you under this Licence shall cease;

• 7.2.2   you must cease all activities authorised by this Licence; and

• 7.2.3   you must immediately delete or remove the Software from all computer equipment in your possession and immediately destroy all copies of the Software then in your possession, custody or control.

8.0   Transfer of rights and obligations

8.1   You may not transfer, assign, charge or otherwise dispose of this Licence, or any of your rights or obligations arising under it.

8.2   The Licensor may transfer, assign, charge, sub-contract or otherwise dispose of this Licence, or any of his rights or obligations arising under it, at any time during the term of the Licence.

9.0   Waiver

9.1   If the Licensor fails, at any time during the term of this Licence, to insist on strict performance of any of your obligations under this Licence, or if the Licensor fails to exercise any of the rights or remedies to which he is entitled under this Licence, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

9.2   A waiver by the Licensor of any default shall not constitute a waiver of any subsequent default.

9.3   No waiver by the Licensor of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

10.0   Severability

If any of the terms of this Licence are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

11.0   Entire agreement

11.1   This Licence constitutes the whole agreement between us and supersedes any previous arrangement, understanding or agreement between us, relating to the licensing of the Software.

11.2   Each party acknowledges that in entering into this Licence it does not rely on any statement, representation, warranty or understanding other than those expressly set out in this Licence. Each party agrees that it will have no remedy in respect of any statement, representation, warranty or understanding that is not expressly set out in this Licence. Each party agrees that its only remedy in respect of those representations, statements, assurances and warranties that are set out in this Licence will be for breach of contract in accordance with the terms of this Licence.

11.3   The parties agree that nothing in this Licence will limit or exclude any liability they may have for fraud.

12.0   Miscellaneous

12.1   This Licence does not create a partnership or joint venture between the parties to it, nor authorise a party to act as agent for the other.

12.2   This Licence does not create any legal rights enforceable by any third party.

12.3   This Licence may only be varied by express written legal agreement between the parties.

13.0   Law and jurisdiction

This Licence, its subject matter or its formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with Scots law and submitted to the non-exclusive jurisdiction of the Scottish courts.

© Future Technology Devices International Ltd. 2014