License Agreement
ANY ACCESS AND/OR USE OF THE SOFTWARE PACKAGE AND DOCUMENTATION FROM ANY
WEBSITE AS DESIGNATED BY MEDIATEK INC. ("MEDIATEK") (THIS "WEBSITE") ARE
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT.
1.  Definitions
1.1 "Application" means a software or hardware developed by You using the
Software Package or Documentation for specific use with the devices which
incorporate MediaTek's chipsets and/or system and under Your own trademark
and/or brand, including, in respect of such software programs or hardware, all
bug fixes, enhancements, modifications, new releases, new versions, revisions,
supplements, updates and upgrades.
1.2 "Documentation" means any technical specifications, development guideline,
hardware schematics, hardware diagrams, technical layout and other
specifications or documentation that MediaTek may make available or provide to
You from this Website relating to or for use in connection with the Software
Package or MediaTek's chipsets.
1.3 "Critical Open Source Software" means any software or software component,
module or package that contains, or is derived in any manner (in whole or in
part) from, any software that is distributed as free software, open source
software or similar licensing or distribution models that would cause the
Software Package or Applications  to be made available for use or distribution
by others under a public license, including, without limitation, GNU's General
Public License (GPL) or Lesser/Library GPL (LGPL).
1.4 "Software Package" means MediaTek's MT3620 driver software provided or
made available to You from this Website for use in connection with the
development of Applications, including any Updates that MediaTek may provide
or make available.
1.5 "You" means the person(s) or entity using the Software Package and/or
Documentation, or otherwise exercising rights under this Agreement.
2.  Term
The term of this Agreement commences at the time it becomes effective in the
manner described above and continues until terminated by either party in
accordance with Section 8 ("Term").
3.  Grant of License and Restrictions
3.1 Subject to the provisions of this Agreement, MediaTek grants and You
accept, a limited, non-exclusive, non-transferable, non-sublicensable, and
terminable (under Section 8 hereof ) license, under MediaTek's intellectual
property rights in and to the Software Package and Documentation, during the
Term to:
(a) install a reasonable number of copies of the Software Package solely for
the purpose of developing or testing Applications;
(b) use, copy, modify and compile the Software Package, if provided in source
code form, to create derivative works solely for the purpose of developing or
testing Application ("Software Derivatives");
(c) make a reasonable number of copies of the Documentation for use and solely
for the purpose of developing or testing Applications;
(d) distribute and/or sublicense  copies of any or all of Software Package
which is required to be incorporated within Application; and
Each copy will include all notices and legends embedded in the Software Package
and Documentation.
3.2 You must ensure that MediaTek's or any third party's copyright disclaimers
and other proprietary notices that appear in the Software Package and
Documentation are retained and reproduced in full in all copies of the Software
Package and Documentation that You make as permitted under this Agreement.
3.3 You must not sell, redistribute, rent, lease, lend all or any part of the
Software Package and Documentation, or enable or allow others to do such things
except as explicitly set forth in this Sections 3 As a condition to the license
granted in Section 3.1 above, You shall not (and shall not allow any third
party to) decompile, disassemble, reverse engineer or attempt to reconstruct,
identify or discover any source code, underlying ideas, underlying algorithms
of the Software Package provided to You in object code form by any means
whatsoever, or disclose any of the foregoing, except to the extent such
restriction is expressly prohibited by applicable laws and not waivable
thereunder.
3.4 Except for the limited license granted to You in this Agreement, all
rights, title, and interest in and to the Software Package and Documentation
that are made available to You under this Agreement remain, at all times, the
sole and exclusive property of MediaTek or, for third party software contained
in the Software Package, such third party. You agree to cooperate with MediaTek
to maintain MediaTek and such thirty party's ownership of the Software Package
and Documentation, and You agree to promptly provide notice of any claims or
threatened claims relating to the Software Package and Documentation.
4.  Conditions and Requirements
4.1 You acknowledge and agree that the Applications shall comply with the
conditions and requirements set out below:
(a) Applications shall comply with all applicable laws and regulations
(including the laws and regulations of any jurisdiction in which the
Applications are offered or made available). You must not design or market
Applications for the purpose of violating any legal rights of any person or
legal entity (including but not limited to privacy rights).
(b) You shall also ensure that the Applications do not and will not violate,
misappropriate, or infringe any copyright, patent, design, trademark, trade
secret, privacy or publicity rights, or any proprietary, intellectual property
or other legal right of MediaTek or any third party and the embodying of such
content in any Application, does not infringe upon any proprietary or
intellectual property rights of any third party. You should be solely
responsible for such third party contents embodied in the Application and You
agree and acknowledge that MediaTek has no responsibility or liability relating
to such third party contents.
(e) If an Application includes any Critical Open Source Software, You must
comply with all licensing terms applicable to such Critical Open Source
Software. However, You shall separate the portion of the Critical Open Source
Software from the portion of the Software Package in the Application or
Licensed Product and shall not cause the portion of the Software Package in the
Application to be subject to the licensing terms applicable to such Critical
Open Source Software.
4.2 You acknowledge and agree that use of the Software Package and Documentation
is subject to the following conditions:
(a) You will only use the Software Package and Documentation for the purposes
and in the manner expressly permitted under this Agreement;
(b) You will not use the Software Package and Documentation for any unlawful or
illegal activity;
(c) You will not develop any Application that would constitute or facilitate the
commission of any crime, or any tortious, unlawful, or illegal act;
(d) You will not use the Software Package to create or enable others to create
any Application or other program that would disable, hack or otherwise interfere
with any authentication, content protection, digital signing, digital rights
management, security or verification mechanisms implemented in or by the
Software Package, or other MediaTek's software, services or technology; and
(e) You agree that You are solely responsible (and that MediaTek has no
liability or responsibility to You or to any third party) for any breach of Your
covenants and obligations under this Agreement or any applicable laws and
regulations, or for the consequences of any such breach (including any loss or
damage which MediaTek or any third party may suffer).
5.  DISCLAIMER OF WARRANTY
5.1 MEDIATEK MAKES NO WARRANTIES WITH RESPECT TO THE LICENSE GRANTED TO YOU
HEREUNDER, WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE AND MEDIATEK
EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT
LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR
PUPOSE AND NON-INFRINGEMENT. MEDIATEK SHALL NOT BE RESPONSIBLE FOR ANY SOFTWARE
PACKAGE AND/OR DOCUMENTATION RELEASED MADE TO YOUR SPECIFICATION OR CONFORMING
TO A PARTICULAR STANDARD OR OPEN FORUM. FURTHER, MEDIATEK DOES NOT REPRESENT OR
WARRANT THAT ANY PORTION OF THE SOFTWARE PACKAGE AND DOCUMENTATION IS FREE OF
INACCURACIES, ERRORS, BUGS OR INTERRUPTIONS, OR IS RELIABLE, ACCURATE, COMPLETE,
OR OTHERWISE VALID. THE SOFTWARE PACKAGE AND DOCUMENTATION ARE PROVIDED "AS IS"
AND "AS AVAILABLE", WITHOUT ANY WARRANTY OF ANY KIND FROM MEDIATEK. YOUR USE OF
THE SOFTWARE PACKAGE AND/OR DOCUMENTATION IS AT YOUR OWN DISCRETION AND RISK.
5.2 YOU ACKNOWLEDGE THAT SOFTWARE PACKAGE AND DOCUMENTATION MAY BE SUBJECT TO
IMPORT, EXPORT, AND/OR RE-EXPORT RESTRICTIONS UNDER THE LAWS AND REGULATIONS OF
RELATED JURISDICTIONS. YOU SHALL NOT EXPORT, RE-EXPORT, IMPORT OR OTHERWISE
SELL, TRANSFER, DIRECTLY OR INDIRECTLY, SOFTWARE PACKAGE AND/OR DOCUMENTATION
ACQUIRED HEREUNDER EXCEPT IN STRICT COMPLIANCE WITH ALL SUCH APPLICABLE LAWS
AND REGULATIONS.
5.3 You hereby acknowledge that the Software Package provided under this
Agreement might include software from one or more third parties (e.g. open
source or proprietary, collectively as "Third Party Software") and the use of
such shall be in accordance with the terms and conditions of this Agreement
unless otherwise specified in the third party software license agreement
accompanying such Third Party Software. You expressly acknowledge that it is
Your sole responsibility to obtain from any third party all proper licenses
contained in the Software Package. NOTWITHSTANDING ANYTHING CONTAINED HEREIN
TO THE CONTRARY, MEDIATEK HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES,
EXPRESS OR IMPLIED, TO THE EXTENT ALLOWED BY APPLICABLE LAWS, WITH RESPECT TO
ANY THIRD PARTY SOFTWARE.
5.4 Notwithstanding anything contained herein to the contrary, You understand
and acknowledge that the payment payable to MediaTek hereunder (if any) does not
include royalties or fees payable based on adherence of any Application or
Licensed Product to published standards, and any such fees are the sole
responsibility of You and You have the sole responsibility to procure license of
any intellectual property right for the Application or Licensed Product to
comply with such published standards.
6.  LIMITATION OF LIABILITY
MediaTek's entire liability in the aggregate for its breach of the terms
Agreement shall not exceed the aggregate amount of license fee paid by You to
MediaTek for the twelve (12) months preceding the event giving rise to the first
breach. TO THE FULLEST EXTENT ALLOWED AND PERMITTED BY APPLICABLE LAWS AND
REGULATIONS, MEDIATEK SHALL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU OR
ANY THIRD PARTY THROUGH YOU FOR PERSONAL INJURY OR ANY CONSEQUENTIAL, EXEMPLARY,
INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR
ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN RELATION TO THIS
AGREEMENT, YOUR USE OF THE SOFTWARE PACKAGE AND DOCUMENTATION, OR YOUR
DEVELOPMENT OF APPLICATIONS, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF
WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF
MEDIATEK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING
THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. YOUR UNDERSTSANDING,
ACKNOWLEDGEMENT AND ACCEPTANCE OF THIS AGREEMENT ARE THE LEGAL BASIS AND
CONSIDERATION FOR THE LICENSES GRANTED UNDER IT.
7.  Indemnity
7.1 To the fullest extent permitted by law, You agree to indemnify, defend and
hold harmless MediaTek, its affiliates, directors, officers, employees,
independent contractors and agents (each an "Indemnified Party") from any and
all claims, losses, liabilities, damages, expenses and costs (including without
limitation reasonable attorneys fees) (collectively "Losses") incurred by a
Indemnified Party as a result of Your  breach of this Agreement, any claims that
the Applications and/or Modifications violate or infringe any third party
intellectual property or proprietary rights, or otherwise related to or arising
from Your use of the Software Package, Documentation or the Applications or Your
development or distribution of Applications.
7.2 You acknowledge that the Software Package and Documentation are not intended
to be used in the development of any Application where death, personal injury,
or severe physical or environmental damage could result from errors or
inaccuracies in the content, data or information provided by the Application or
the Application failing. To the extent permitted by law, You agree to indemnify,
defend and hold harmless each Indemnified Party from any Losses incurred by such
Indemnified Party as a result of Your use of the Software Package and/or
Documentation in the development of any such Applications.
8.  Termination
8.1 Right to Terminate.
This Agreement and all rights granted by MediaTek hereunder will automatically
terminate without notice by MediaTek: (i) if You have breached any terms of this
Agreement; or (ii) if MediaTek is required by law to terminate this Agreement or
the rights granted by MediaTek hereunder.
MediaTek will have no liability to pay compensation or damages, or to provide an
indemnity, of any kind as a result of terminating this Agreement in accordance
with its terms, and termination of this Agreement is without prejudice to any
other right or remedy that MediaTek may have, now or at any time in the future.
8.2 Consequences of Termination
Upon the termination of this Agreement: (a) all rights granted to You in this
Agreement will terminate; (b) You shall promptly stop using the Software Package
and Documentation and destroy all electronic copies of the Software Package and
Documentation The provisions of Sections 1, 3.2, 3.3, 3.4, 4, 5, 6, 7, 8.2 and 9
will survive the expiration or termination of this Agreement.
9.  Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of
the Republic of Singapore, without regard to any conflict-of-laws rules.