ALL NVIDIA? DESIGN SPECIFICATIONS, REFERENCE BOARDS, FILES, DRAWINGS, DIAGNOSTICS, LISTS, AND OTHER DOCUMENTS (TOGETHER AND SEPARATELY, "MATERIALS") ARE BEING PROVIDED "AS IS." NVIDIA MAKES NO WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE MATERIALS, AND ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF TITLE, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND ON-INFRINGEMENT, ARE HEREBY EXCLUDED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Information furnished is believed to be accurate and reliable. However, NVIDIA Corporation assumes no responsibility for the consequences of use of such information or for any infringement of patents or other rights of third parties that may result from its use. No license is granted by implication or otherwise under any patent or patent rights of NVIDIA Corporation. Specifications mentioned in this publication are subject to change without notice. This publication supersedes and replaces all information previously supplied. NVIDIA Corporation products are not authorized for use as critical components in life support devices or systems without express written approval of NVIDIA Corporation.
NVIDIA, the NVIDIA logo, CUDA, Jetson, NVIDIA DRIVE, Tegra, and TensorRT are trademarks or registered trademarks of NVIDIA Corporation in the United States and other countries. Other company and product names may be trademarks of the respective companies with which they are associated.
ARM. ARM, AMBA and ARM Powered are registered trademarks of ARM Limited. Cortex, MPCore and Mali are trademarks of ARM Limited. "ARM" is used to represent ARM Holdings plc; its operating company ARM Limited; and the regional subsidiaries ARM Inc.; ARM KK; ARM Korea Limited.; ARM Taiwan Limited; ARM France SAS; ARM Consulting (Shanghai) Co. Ltd.; ARM Germany GmbH; ARM Embedded Technologies Pvt. Ltd.; ARM Norway, AS and ARM Sweden AB.
HDMI. HDMI, the HDMI logo, and High-Definition Multimedia Interface are trademarks or registered trademarks of HDMI Licensing LLC.
BlackBerry QNX. BLACKBERRY, EMBLEM Design, QNX, AVIAGE, MOMENTICS, NEUTRINO and QNX CAR are the trademarks or registered trademarks of BlackBerry Limited, used under license, and the exclusive rights to such trademarks are expressly reserved.
Google. Android and Android Auto are trademarks of Google LLC. The Android robot is reproduced or modified from work created and shared by Google and used according to terms described in the Creative Commons 3.0 Attribution License.
? 2014-2022 NVIDIA Corporation and affiliates. All rights reserved.
This End User License Agreement ("Agreement") is a legal agreement between you and NVIDIA Corporation ("NVIDIA") and governs your use of the NVIDIA software, software update services and materials provided hereunder ("SOFTWARE").
If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the legal authority to bind the entity to this Agreement, in which case "you" will mean the entity you represent.
If you don't have the required authority to accept this Agreement, or if you don't accept all the terms and conditions of this Agreement, do not download, install or use the SOFTWARE.
You agree to use the SOFTWARE only for purposes that are permitted by (a) this Agreement, and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
1.1 Grant
Subject to the terms of this Agreement, NVIDIA hereby grants you a non-exclusive, non-transferable license, without the right to sublicense to:
(a) install, use and make copies of the SOFTWARE licensed solely for test and development of your applications and systems that run on compatible NVIDIA devices, and not for use in production;
(b) modify and create derivative works of sample source code delivered in the SOFTWARE;
(c) access and use software update services to install software in your systems that run on compatible NVIDIA devices. The following applies to the software update services:
(i) You are responsible for following the software update services instructions provided, including the safety instructions;
(ii) It is your choice when and how to update NVIDIA and non-NVIDIA software. As part of the process of selecting systems to update using the software update services, NVIDIA will collect information as described in this Agreement to identify systems that run on compatible NVIDIA devices;
(iii) You are responsible for backing up your applications, settings and data in the systems for use after the install;
(iv) You are responsible for testing all installs, for NVIDIA and non-NVIDIA software, to maintain the desired software and functionality in your systems; and
(v) Software update services may remove or disable the use of other software that was present in the system.
After completing an install, review the software in the system and determine if other installs are appropriate. It is your sole responsibility to coordinate all installs, for NVIDIA and non-NVIDIA software, to maintain the desired software running in your systems; and
(d) if you obtain NVIDIA's written approval (email approval being sufficient), which is provided on a case-by-case basis at NVIDIA's discretion, you may demonstrate the SOFTWARE in binary format as incorporates into your product to third parties, and such approval to demonstrate under this Agreement does not constitute a license to distribute the SOFTWARE. To request approval to demonstrate the SOFTWARE, send an email request to NV-Auto-Request@nvidia.com.
1.2 Authorized Users
You may allow employees and contractors of your entity or of your subsidiary(ies) to access and use the SOFTWARE, as applicable, from your secure network to perform work on your behalf. Notwithstanding the foregoing, in no event may the SOFTWARE be accessed by NVIDIA competitors, or used for any engagement, including but not limited to services or product development (hardware or software) for the benefit of NVIDIA competitors. For the purposes here, NVIDIA competitors shall mean any entity that develops, manufactures, produces, sells, distributes or licenses application processors, computers-on-chips, systems-on-chips, CPUs, DSPs or GPU technology.
You are responsible for the compliance with the terms of this Agreement by your authorized users. If you become aware that your authorized users didn't follow the terms of this Agreement, you agree to take reasonable steps to resolve the non-compliance and prevent new occurrences.
1.3 Pre-Release SOFTWARE
The SOFTWARE versions identified as alpha, beta, preview, early access or otherwise as pre-release may not be fully functional, may contain errors or design flaws, and may have reduced or different security, privacy, availability, and reliability standards relative to commercial versions of NVIDIA software, services and materials. Use of a pre-release SOFTWARE may result in unexpected results, loss of data, project delays or other unpredictable damage or loss. You may use pre-release SOFTWARE at your own risk, understanding that it is not intended for use in production or business-critical systems. As with any software or service in pre-release, it is highly recommended that you maintain full data backups for all your software and data. NVIDIA may choose not to make available a commercial version of any pre-release SOFTWARE. NVIDIA may also choose to abandon development and terminate their availability at any time without liability.
1.4 Updates
NVIDIA may, at its option, make available patches, workarounds or other updates to this SOFTWARE. Unless the updates are provided with their separate governing terms, they are deemed part of the SOFTWARE licensed to you as provided in this Agreement.
With respect to software update services, NVIDIA may at any time change, discontinue, or deprecate any part, or all, of the services, or change or remove features or functionality of the services, and your continued use of the services is deemed acceptance of such changes. Additionally, the services which use NVIDIA servers may be temporarily unavailable or slow when NVIDIA is performing maintenance or upgrades.
1.5 Components Under Other Licenses
The SOFTWARE may come bundled with, or otherwise include or be distributed with, NVIDIA or third party components with separate legal notices or terms as may be described in proprietary notices accompanying the SOFTWARE, such as components governed by open source software licenses. If and to the extent there is a conflict between the terms in this license and the license terms associated with a component, the license terms associated with the components control only to the extent necessary to resolve the conflict.
Audio/Video Encoders and Decoders. You acknowledge and agree that it is your sole responsibility to obtain any additional third party licenses required to make, have made, use, have used, sell, import, and offer for sale your products or services that include or incorporate any third party software and content relating to audio and/or video encoders and decoders from, including but not limited to, Microsoft, Thomson, Fraunhofer IIS, Sisvel S.p.A., MPEG-LA, and Coding Technologies as NVIDIA does not grant to you under this Agreement any necessary patent or other rights with respect to audio and/or video encoders and decoders.
QNX Licensing. You acknowledge and agree that it is your sole responsibility to obtain all necessary BlackBerry QNX licenses for QNX software and materials to the extent included in the SOFTWARE delivered, including as applicable the QNX Software Development Platform (SDP) license and QNX OS for Safety (QOS) Project license. Notwithstanding contrary terms in Section 1.1 above, you may not copy QNX software without the necessary licenses.
1.6 Reservation of Rights
NVIDIA reserves all rights, title and interest in and to the SOFTWARE not expressly granted to you under this Agreement.
The following license limitations apply to your use of the SOFTWARE:
2.1 The SOFTWARE is licensed for you to develop products or services only for their use in systems with NVIDIA GPUs.
2.2 You may not reverse engineer, decompile or disassemble, or remove copyright or other proprietary notices from any portion of the SOFTWARE, or copies of thereof.
2.3 Except as expressly provided in this Agreement, you may not modify or create derivative works of any portion of the SOFTWARE.
2.4 You may not demonstrate the SOFTWARE to third parties (unless you have NVIDIA's written approval as described in Section 1.1 above), or sell, rent, sublicense, transfer or distribute the SOFTWARE.
2.5 You may not bypass, disable, or circumvent any encryption, security, digital rights management or authentication mechanism in the SOFTWARE.
2.6 You may not misuse, disrupt or exploit the software update services or NVIDIA servers (when used) for any unauthorized use, or try to access areas not intended for users, or upload to NVIDIA servers any malware (such as viruses, drop dead device, worm, trojan horse, trap, back door or other software routine of such nature), or use NVIDIA servers for other purposes such as any form of excessive automated bulk activity, or to relay any other form of unsolicited advertising or solicitation.
2.7 You may not use the SOFTWARE in any manner that would cause it to become subject to an open source software license. As examples, licenses that require as a condition of use, modification, and/or distribution that the 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.
2.8 You may not disclose to others benchmarking or other competitive analysis or regression or performance data relating to the SOFTWARE.
2.8 YOU ARE PERMITTED TO USE SOFTWARE IN TEST VEHICLES WHICH MUST BE OPERATED BY YOU, FOR EVALUATION AND TEST DRIVES ONLY. HOWEVER, UNLESS YOU HAVE AN EXPLICIT WARRANTY FROM NVIDIA CONFIRMING COMPLIANCE WITH AUTOMOTIVE SAFETY STANDARDS, YOU ACKNOWLEDGE THAT THE SOFTWARE IS NOT TESTED OR CERTIFIED FOR USE IN CONNECTION WITH THE DESIGN, CONSTRUCTION, MAINTENANCE, AND/OR OPERATION OF ANY SYSTEM WHERE THE USE OR FAILURE OF SUCH SYSTEM COULD RESULT IN A SITUATION THAT THREATENS THE SAFETY OF HUMAN LIFE OR RESULTS IN CATASTROPHIC DAMAGES (INCLUDING, FOR EXAMPLE, USE IN CONNECTION WITH ANY AUTONOMOUS VEHICLE APPLICATION, AI SOLUTIONS FOR AUTOMOTIVE PRODUCTS, OR OTHER LIFE CRITICAL APPLICATION). NVIDIA SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY, IN WHOLE OR IN PART, FOR ANY CLAIMS OR DAMAGES ARISING FROM SUCH USE. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT ANY PRODUCT OR SERVICE DEVELOPED WITH THE SOFTWARE AS A WHOLE INCLUDES SUFFICIENT FEATURES TO COMPLY WITH ALL APPLICABLE LEGAL AND REGULATORY STANDARDS AND REQUIREMENTS.
2.9 You agree to defend, indemnify and hold harmless NVIDIA and its affiliates, and their respective employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, fines, restitutions and expenses (including but not limited to attorney's fees and costs incident to establishing the right of indemnification) arising out of or related to your use of the SOFTWARE.
3.1 The SOFTWARE, modifications, and the respective intellectual property rights are owned by NVIDIA or its licensors and are licensed to you as described in this Agreement, subject to your rights under Section 3.2. NVIDIA's licensors are intended third party beneficiaries with the rights to enforce this Agreement with respect to their intellectual property rights.
3.2 You hold all rights, title and interest in and to your applications and your derivative works of the sample source code delivered in the SOFTWARE, including their respective intellectual property rights, subject to NVIDIA's rights under Section 3.1.
3.3 You may, but don't have to, provide to NVIDIA suggestions, feature requests or other feedback regarding the SOFTWARE, including possible enhancements or modifications. For any feedback that you voluntarily provide, you hereby grant NVIDIA and its affiliates a perpetual, non-exclusive, worldwide, irrevocable license to use, reproduce, modify, license, sublicense (through multiple tiers of sublicensees), and distribute (through multiple tiers of distributors) it without the payment of any royalties or fees to you. NVIDIA will decide if and how to respond to feedback and if to incorporate feedback into the SOFTWARE.
THE SOFTWARE IS PROVIDED BY NVIDIA "AS IS" AND "WITH ALL FAULTS." TO THE MAXIMUM EXTENT PERMITTED BY LAW, NVIDIA AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR COURSE OF TRADE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NVIDIA AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS, LOSS OF USE, LOSS OF DATA OR LOSS OF GOODWILL, OR THE COSTS OF PROCURING SUBSTITUTE PRODUCTS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE SOFTWARE, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER CAUSE OF ACTION OR THEORY OF LIABILITY. IN NO EVENT WILL NVIDIA'S AND ITS AFFILIATES TOTAL CUMULATIVE LIABILITY UNDER OR ARISING OUT OF THIS AGREEMENT EXCEED US$10.00. THE NATURE OF THE LIABILITY OR THE NUMBER OF CLAIMS OR SUITS SHALL NOT ENLARGE OR EXTEND THIS LIMIT.
These exclusions and limitations of liability shall apply regardless if NVIDIA or its affiliates have been advised of the possibility of such damages, and regardless of whether a remedy fails its essential purpose. These exclusions and limitations of liability form an essential basis of the bargain between the parties, and, absent any of these exclusions or limitations of liability, the provisions of this Agreement, including, without limitation, the economic terms, would be substantially different.
6.1 If you want to terminate this Agreement, you may do so by stopping to use the SOFTWARE (as applicable).
6.2 NVIDIA may, at any time, terminate this Agreement if: (i) you fail to comply with any term of this Agreement and the non-compliance is not fixed within thirty (30) days following notice from NVIDIA (or immediately if you violate NVIDIA's intellectual property rights); (ii) you commence or participate in any legal proceeding against NVIDIA with respect to the SOFTWARE; or (iii) NVIDIA decides to no longer provide the SOFTWARE or certain parts thereof to users in a country, or the provision of it is, in NVIDIA's sole discretion, no longer commercially viable.
6.3 Upon any termination of this Agreement, you agree to promptly discontinue use of the SOFTWARE, as applicable, and destroy all copies in your possession or control. Upon written request, you will certify in writing that you have complied with your commitments under this section. Upon any termination of this Agreement all provisions survive except for the license grant provisions.
You hereby acknowledge that the SOFTWARE may access and collect data in order to: (a) properly configure and optimize systems in which the SOFTWARE is installed for use with the SOFTWARE; (b) deliver content or service through the SOFTWARE; and (c) improve NVIDIA products and services. Information collected by the SOFTWARE may include: (i) ethernet MAC address, (ii) hardware serial number(s) and (iii) update-related information such as status of the update and whether the system has successfully been updated
NVIDIA may require certain personal information including, but not limited to, company name, company email domain(s), and your email address, in order to deliver SOFTWARE to you.
You should review the NVIDIA Privacy Policy, located at https://www.nvidia.com/en-us/about-nvidia/privacy-policy/, which explains NVIDIA's policy for collecting and using data, as well as visit the NVIDIA Privacy Center, located at https://www.nvidia.com/en-us/privacy-center/, to manage Your consent and privacy preferences.
If you wish to assign this Agreement or your rights and obligations, including by merger, consolidation, dissolution or operation of law, contact NVIDIA to ask for permission. Any attempted assignment not approved by NVIDIA in writing shall be void and of no effect. NVIDIA may assign, delegate or transfer this Agreement and its rights and obligations, and if to a non-affiliate you will be notified.
You agree to cooperate with NVIDIA and provide reasonably requested information to verify your compliance with this Agreement.
This Agreement will be governed in all respects by the laws of the United States and of the State of Delaware as those laws are applied to contracts entered into and performed entirely within Delaware, by Delaware residents, without regard to the conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed. You agree to all terms of this Agreement in the English language.
The state or federal courts residing in Santa Clara County, California shall have exclusive jurisdiction over any dispute or claim arising out of this Agreement. Notwithstanding this, you agree that NVIDIA shall still be allowed to apply for injunctive remedies or an equivalent type of urgent legal relief in any jurisdiction.
If it turns out that any provision of this Agreement is not unenforceable, such provision will be construed as limited to the extent necessary to be consistent with and fully enforceable under the law and the remaining provisions will remain in full force and effect. Unless otherwise specified, remedies are cumulative.
The SOFTWARE has been developed entirely at private expense and is "commercial items" consisting of "commercial computer software" and "commercial computer software documentation" provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the U.S. Government or a U.S. Government subcontractor is subject to the restrictions in this Agreement pursuant to DFARS 227.7202-3(a) or as set forth in subparagraphs (b)(1) and (2) of the Commercial Computer Software - Restricted Rights clause at FAR 52.227-19, as applicable. Contractor/manufacturer is NVIDIA Corporation, 2788 San Tomas Expressway, Santa Clara, CA 95051.
The SOFTWARE is subject to United States export laws and regulations. You agree that you will not ship, transfer or export the SOFTWARE into any country, or use the SOFTWARE in any manner, prohibited by the United States Bureau of Industry and Security or economic sanctions regulations administered by the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC), or any applicable export laws, restrictions or regulations. These laws include restrictions on destinations, end users and end use. By accepting this Agreement, you confirm that you are not a resident or citizen of any country currently embargoed by the U.S. and that you are not otherwise prohibited from receiving the SOFTWARE.
Any notice delivered by NVIDIA to you under this Agreement will be delivered via mail, email or fax. You agree that any notices that NVIDIA sends you electronically will satisfy any legal communication requirements. Please direct your legal notices or other correspondence to NVIDIA Corporation, 2788 San Tomas Expressway, Santa Clara, CA 95051, United States of America, Attention: Legal Department.
This Agreement and any exhibits incorporated into this Agreement constitute the entire agreement of the parties with respect to the subject matter of this Agreement and supersede all prior negotiations or discussions between the parties relating to this subject matter. Any additional and/or conflicting terms on documents issued by you are null, void, and invalid. Any amendment or waiver under this Agreement shall be in writing and signed by representatives of both parties.
(v. February 16, 2022)
1.9.4 
