The contents of this archive are subject to one or more licenses provided herein.


EVALUATION AGREEMENT FOR S212 AND S332

DISTRIBUTION OF THE S212 AND S332 SOFTWARE PACKAGES, AND ASSOCIATED
INFORMATION, IS STRICTLY PROHIBITED EXCEPT AS PROVIDED UNDER PARAGRAPH 1 OF
SECTION 1 (GRANT OF EVALUATION LICENSE).

This Evaluation Agreement is for the Garmin Switzerland GmbH and its
affiliated companies (collectively Garmin) S212 ANT Softdevice software
package (S212) and the Garmin S332 ANT and BLE Softdevice software package
(S332).  The S212 and S332 are to be used solely with Nordic Semiconductor
ASA (Nordic) nRF52 series wireless connectivity integrated circuits (nRF52
series IC). 

You (You or Licensee) must carefully and thoroughly read this Evaluation
Agreement (Evaluation Agreement), and accept to adhere to this Evaluation
Agreement before downloading, installing and/or using any software or content
in the S212 or S332 provided herewith.  If You are accepting this Evaluation
Agreement on behalf of a commercial entity, You represent that You have the
authority to contractually bind such entity to this Evaluation Agreement.

YOU ACCEPT THIS EVALUATION AGREEMENT BY (A) CLICKING ACCEPT OR AGREE TO THIS
EVALUATION AGREEMENT, WHERE THIS OPTION IS MADE AVAILABLE TO YOU; OR (B) BY
ACTUALLY USING THE S212 OR S332, IN THIS CASE YOU AGREE THAT THE USE OF THE
S212 OR S332 CONSTITUTES ACCEPTANCE OF THE EVALUATION AGREEMENT FROM THAT
POINT ONWARDS.

IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS EVALUATION AGREEMENT,
THEN DO NOT DOWNLOAD, INSTALL/COMPLETE INSTALLATION OF, OR IN ANY OTHER WAY
MAKE USE OF THE S212 OR S332 OR ANY DOCUMENTATION RELATED TO THE S212 OR S332.


1.	Grant of Evaluation License 
Subject to the terms in this Evaluation Agreement, Garmin grants You a
limited, non-exclusive, non-transferable, non-sub licensable, revocable,
royalty-free evaluation license to use the S212 and S332 solely in connection
with the nRF52 series IC for Licensees internal evaluation, development and
testing purposes (the Limited Purpose).  The Limited Purpose does include
ability of Licensee to include the S212 and/or S332 into prototype and sample
versions of Licensee products provided to Licensees customers and used solely
for demonstration, evaluation and testing as part of Licensees business
development activities; provided, however, that the S212 and/or S332 cannot be
included in and/or provided as part of any software development kit,
evaluation kit, development kit, reference design or other development tool
set.  Licensee will provide access to the S212 and S332 only to those Licensee
employees and subcontractors with a strict need to have access for the Limited
Purpose.  Licensee shall be responsible for making such employees and
contractors comply with the terms of this Evaluation Agreement and Licensee
shall remain responsible for the actions of such employees and contractors.  

Except as set forth in the preceding paragraph, Licensee shall not (i)
disclose, display, reproduce, transfer or distribute the S212 or S332 to any
third party, or (ii) use the S212 or S332 as incorporated into Licensees
products or other products for commercial or revenue-generating purposes, or
(iii) use the S212 or S332 for any purpose other than the Limited Purpose.  If
Licensee desires to distribute the S212 or S332 for commercial purposes,
Licensee shall be required to enter into a Distribution Agreement with Garmin. 

Licensee shall not use the S212 or S332 for any purpose other than
specifically authorized in this Evaluation Agreement. It is a material breach
of this Evaluation Agreement to use or modify the S212 or S332 for use on any
wireless connectivity integrated circuit other than the nRF52 series IC. 

2.	Title 
Garmin or its licensors (as applicable) retain full rights, title, and
ownership to the S212 and S332, include any derivatives thereof and any and
all patents, copyrights, trade secrets, trade names, trademarks, and other
intellectual property rights in and to the S212 and S332.  Garmin licenses
portions of the S212 and S332 from third party licensors, and such licensors
retain their respective full rights, title, and ownership in and of the S212
and S332 and any and all patents, copyrights, trade secrets, trade names,
trademarks, and other intellectual property rights in and to the S212 and
S332.  Licensee shall not remove or alter any copyright notices, proprietary
information notices, disclaimer or restricted rights notices contained in the
S212 and S332.  This Evaluation Agreement does not transfer any ownership
interest in or intellectual property rights to the S212 or S332.

3.	No Modifications or Reverse Engineering
Licensee shall not, nor facilitate with a third part to, modify, reverse
engineer, disassemble, decompile or otherwise attempt to discover the source
code of any non-source code parts of the S212 and S332 including, but not
limited to, pre-compiled hex files, binaries and object code.

4.	Updates; No Support or Maintenance
Garmin may extend, enhance or otherwise modify the S212 or S332 at any time
without notice and Garmin shall not be obligated to provide any Licensee any
notice or any updates to the S212 or S332.  If updates are made available to
Licensee, the terms of the Evaluation Agreement shall govern such updates,
unless the update is accompanied by a separate evaluation agreement in which
the terms of that evaluation agreement shall govern.  You acknowledge and
agree that Garmin has no express or implied obligation to announce or make
available any updates of the S212 or S332 to anyone in the future.  Garmin is
not obligated to provide any maintenance, technical or other support for the
S212 or S332. 
 
5.    End Use Restrictions 
Licensee agrees that the S212 and S332 may not be sold, resold, transferred,
diverted, exported, re-exported or disposed of (i) for use in activities
involving the development, production, handling, use, operation, maintenance,
storage, detection, identification or dissemination of nuclear, chemical, or
biological weapons (including missiles and weapons of mass destruction), nor
for use in any facilities engaged in activities related to such weapons,
including where there are reasonable grounds to suspect any such use; (ii) for
a military end-use in China or in any other country subject to any applicable
arms embargo or for an item  designed, modified, configured, or adapted for a
military application in China or any other country subject to an applicable
arms embargo; (iii) to or for the benefit of individuals or entities listed on
any applicable restricted or prohibited party lists; or (iv) to the following
countries:  Cuba, Iran, North Korea, Sudan, and Syria.  Licensee further agree
to abide by all other applicable export controls, trade sanctions and embargo
laws, regulations, rules and licenses ("Export Controls and Sanctions Rules")
in force from time to time as they relate to the S213 and S332. You
acknowledge that your obligation to comply with applicable Export Controls and
Sanctions Rules is independent of these terms and conditions and you agree to
indemnify and hold Garmin and its licensors harmless from and against any
third-party claim, including fines, losses, liabilities or legal fees that
arise as a result of the breach by you of these terms and conditions or any
applicable export controls, trade sanctions and embargo laws, regulations,
rules and licenses.

6.	No Other Rights 
Licensee shall use the S212 and S332 only in compliance with this Evaluation
Agreement and shall refrain from using the S212 and S332 in any way that may
be contrary to this Evaluation Agreement.

7.	Fees 
Licensee understands and agrees that this Evaluation Agreement is solely a
license to evaluate the S212 and S332 and that Licensee shall enter into a
separate Distribution Agreement with Garmin before Licensee distributes either
the S212 or S332 for commercial and/or revenue-generating purposes that
contains a royalty structure different than that set forth in this Section 7.
Garmin grants the evaluation license to the Licensee free of charge provided
that the Licensee undertakes the obligations in the Evaluation Agreement and
warrants to comply with the Evaluation Agreement. In the event that Licensee
uses the S212 or S332 for commercial or revenue-generating purposes without
entering into a Distribution Agreement with Garmin for the S212 and S332,
Garmin shall be entitled to a royalty of USD $1.00 per item or component in a
product sold or otherwise distributed by Licensee that incorporates the S212
or S332 regardless of whether this Evaluation Agreement has been terminated or
not.

8.	DISCLAIMER OF WARRANTY 
THE S212 AND S332 ARE PROVIDED AS IS" WITHOUT WARRANTY OF ANY KIND EXPRESS OR
IMPLIED AND NEITHER GARMIN, ITS LICENSORS OR THE COPYRIGHT HOLDERS MAKE ANY
REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED
TO THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR
THAT THE S212 AND S332 WILL NOT INFRINGE ANY THIRD PARTY PATENTS, COPYRIGHTS,
TRADEMARKS OR OTHER RIGHTS. THERE IS NO WARRANTY BY GARMIN OR BY ANY OTHER
PARTY THAT THE FUNCTIONS CONTAINED IN THE S212 AND S332 WILL MEET THE
REQUIREMENTS OF LICENSEE OR THAT THE OPERATION OF THE S212 AND S332 WILL BE
UNINTERRUPTED OR ERROR-FREE. 

9.	Limitation of Liability
In no event shall Garmin, its employees, suppliers or licensors be liable for
any lost profits, revenue, sales, data or costs of procurement of substitute
goods or services, property damage, personal injury, interruption of business,
loss of business information or for any special, direct, indirect, incidental,
economic,  punitive, special or consequential damages, however caused and
whether arising under contract, tort, negligence, or other theory of liability
arising out of the use of or inability to use the S212 and S332, even if
Garmin or its employees, suppliers or licensors are advised of the possibility
of such damages. Because some countries/states/jurisdictions do not allow the
exclusion or limitation of liability, but may allow liability to be limited,
in such cases, the liability of Garmin, its employees, suppliers or licensors
shall be limited to USD $50.00. 

10.	Breach of Contract
Upon a breach of contract by the Licensee, Garmin and its licensors are
entitled to damages in respect of any direct loss which can be reasonably
attributed to the breach by the Licensee. If the Licensee has acted with gross
negligence or willful misconduct, Garmin and its licensors shall recover both
direct and indirect costs from Licensee.

11.	Indemnity
Licensee undertakes to indemnify, hold harmless and defend Garmin and its
directors, officers, shareholders, licensors, employees and agents from and
against any claims or lawsuits, including attorney's fees, that arise or
result of the Licensees execution of the License and which is not due to
causes for which Garmin is responsible.

12.	Governing Law
This Evaluation Agreement shall be construed according to the laws of state of
New York, United States of America, excluding the body of laws know as
conflict of laws and hereby submits to the exclusive jurisdiction of the
courts of New York.

13.	Assignment
Licensee shall not assign this Evaluation Agreement or any rights or
obligations hereunder without the prior written consent of Garmin.  Any
attempted assignment or delegation without such written consent shall be null
and void.  

14.	Termination
Without prejudice to any other rights, Garmin may terminate this Evaluation
Agreement for any reason including, but not limited to, if Licensee does not
abide by the terms and conditions of this Evaluation Agreement.  Upon
termination Licensee must promptly cease the use of the S212 and S332 and
destroy all copies of the S212 and S332 and any documentation and other
material provided by Garmin, or produced by the Licensee in connection with
the Evaluation Agreement or the S212 or S332.

15.	Third party beneficiaries  
Garmins licensors are intended third party beneficiaries under this
Evaluation Agreement. 

16.	Publicity
Licensee shall not issue any press releases or make any other public
statements regarding this Evaluation Agreement, its terms and conditions, or
the relationship of the parties without the express prior written approval of
Garmin, which may be withheld at the discretion of Garmin.

17. 	Waiver
The failure by Garmin to enforce any provision of this Evaluation Agreement
will not constitute a waiver of future enforcement of that or any other
provision. 

18.	Notices
All notices required or permitted under this Evaluation Agreement will be in
writing and delivered by email transmission.

19. 	Entire Agreement
This Evaluation Agreement constitutes the entire agreement and understanding
between the You and Garmin with respect to evaluation of the S212 and S322,
and supersedes all previous communications, representations or agreements,
whether written or oral, with respect to the subject matter hereof.  Any
waiver, modification or amendment of any provisions of this Evaluation
Agreement will be effective only if in writing and signed by the duly
authorized representative of both Licensee and Garmin.  


The following license applies to source files including Nordic Semiconductor
ASA copyright notices (Copyright  Nordic Semiconductor ASA. All rights
reserved.). All other contents of this archive are subject to the preceding
Evaluation Agreement for S212 and S332. 


Copyright (c) Nordic Semiconductor ASA
All rights reserved.

Redistribution and use in source and binary forms, with or without
modification, are permitted provided that the following conditions are met:

  1. Redistributions of source code must retain the above copyright notice,
     this list of conditions and the following disclaimer.

  2. Redistributions in binary form must reproduce the above copyright notice,
     this list of conditions and the following disclaimer in the documentation
     and/or other materials provided with the distribution.
 
  3. Neither the name of Nordic Semiconductor ASA nor the names of other
     contributors to this software may be used to endorse or promote products
     derived from this software without specific prior written permission.
 
  4. This software must only be used in a processor manufactured by Nordic
     Semiconductor ASA, or in a processor manufactured by a third party that is
     used in combination with a processor manufactured by Nordic Semiconductor.
 
 
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS"
AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT HOLDER OR CONTRIBUTORS BE LIABLE
FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL
DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR
SERVICES; * LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER
CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY,
OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE
OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.



