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1. Subject to the provisions of this Agreement, ARM hereby grants to YOU (either an individual or single entity), under ARM's copyright in the Software, a perpetual, non-exclusive, non-transferable, royalty free, worldwide licence to ; (i) use, copy, modify, the Software for the purposes of developing or having developed software applications and; (ii) distribute and sublicense the right to use, copy and modify the software applications to third parties.2. THE SOFTWARE IS LICENSED "AS IS". ARM EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, AND WARRANTIES EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF SATISFACTORY QUALITY, MERCHANTABILITY, NON-INFRINGMENT OR FITNESS FOR A PARTICULAR PURPOSE.3. Your use of this Software and the right to redistribute any software applications developed by or for YOU and which are derived from the Software may require you to obtain patent licences from third parties ("Third Party Patents"). ARM therefore requires and YOU hereby agree that prior to exercise of any of the rights to distribute any software applications in accordance with the licences granted under this Agreement, YOU shall have obtained all necessary rights and licences to Third Party Patents, of which YOU are aware of or become aware during the term of this Agreement, to enable YOU to distribute the ARM Software in accordance with the licences granted hereunder without infringing the Third Party Patents whether as a primary, secondary, indirect or contributory infringer, or otherwise, and the copyright licences contained herein are conditional on you agreeing to obtain such licences. For the purpose of interpretation of this Clause 3, any allegation by a third party that any action by YOU infringes any Third Party Patents shall be presumed as valid until properly rebutted by YOU and ARM may suspend the licences granted in Clause 1 until any such allegation is resolved in favour of YOU or YOU reach a settlement with the party making the allegation. If any breach by YOU of the provisions of this Clause 3 results in ARM being subject to a claim for infringement of any Third Party Patents, YOU shall indemnify against and hold ARM harmless from any claims, demands, damages, costs and expenses made against or suffered by ARM as a result of any such claim or action.4. No licence, express, implied or otherwise, is granted to YOU under the provisions of Clause 1, to use the ARM tradename in connection with the Software or any products based thereon. Nothing in Clause 1 shall be construed as authority for YOU to make any representations on behalf of ARM in respect of the Software.5. If you are downloading the Software on behalf of a company, partnership or other legal entity, you represent and warrant that you have authority to bind that entity to these terms and Conditions. If you do not have this authority you should not proceed to download the Software.6. Any breach by YOU of the terms of this Agreement shall entitle ARM to terminate this Agreement with immediate effect. Upon termination of this Agreement, all licences granted to YOU shall cease immediately and YOU shall at ARM's option either return to ARM or destroy all copies of the Software including any modifications or derivatives thereof.7. This Agreement shall be governed by and construed in accordance with the laws of England and Wales.