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License Agreement

PLEASE CAREFULLY REVIEW THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THE IFI IP-MODULE. BY USING THIS IFI IP-

MODULE AND/OR PAYING A LICENSE FEE, YOU INDICATE YOUR ACCEPTANCE OF SUCH TERMS AND CONDITIONS, WHICH CONSTITUTE

THE LICENSE AGREEMENT (the "AGREEMENT") BETWEEN YOU AND IFI. IN THE EVENT THAT YOU DO NOT AGREE WITH ANY OF THESE

TERMS AND CONDITIONS, DO NOT USE THE IFI IP-MODULE AND PLEASE PROMPTLY DESTROY ANY COPIES YOU HAVE MADE.

DEFINITIONS:

"Party" means either IFI or YOU.

"Specification" means IFI's technical description for the IFI IP-MODULE covered by this Agreement to the extent such technical description relates to

the operation, performance, and other material attributes of the IFI IP-MODULE.

1. License to the IFI IP-MODULE:

1.1 Subject to the terms and conditions of this Agreement (including but not limited to YOUR payment of the license fee set forth in Paragraph 4.0), IFI grants

to YOU a single-user, non-transferable, non-exclusive, and (except as specified by IFI) perpetual license to use the IFI IP-MODULE as follows. YOU

may:

(a) design with, parameterize, compile, and route the IFI IP-MODULE;

(b) program Altera Devices with the IFI IP-MODULE;

(d) except as otherwise provided in Paragraph 10.2, YOU may use, distribute, sell, and or otherwise market products containing Licensed Products to

any third party in perpetuity. YOU may also sublicense YOUR right to use and distribute products containing Licensed Products as necessary to permit

YOUR distributors to distribute and YOUR customers to use products containing Licensed Products. YOU are expressly prohibited from using the IFI

IP-MODULE to design, develop or program Non-Altera Devices .

1.2 YOU may make only one copy of the IFI IP-MODULE for back-up purposes only. The IFI IP-MODULE may not be copied to, installed on or used with any

other computer, or accessed or otherwise used over any network, without prior written approval from IFI.

1.3 Any copies of the IFI IP-MODULE made by or for YOU shall include all intellectual property notices, including copyright and proprietary rights notices,

appearing on such IFI IP-MODULE. Any copy or portion of the IFI IP-MODULE, including any portion merged into a design and any design or product

that incorporates any portion of the IFI IP-MODULE, will continue to be subject to the terms and conditions of this Agreement.

1.4 The source code of the IFI IP-MODULE, and algorithms, concepts, techniques, methods and processes embodied therein, constitute trade secrets and

confidential and proprietary information of IFI and its licensors and LICENSEE shall not access or use such trade secrets and information in any

manner, except to the extent expressly permitted herein. IFI and its licensors retain all rights with respect to the IFI IP-MODULE, including any