                                        
END-USER LICENSE AGREEMENT
IMPORTANT:  READ CAREFULLY
BEFORE AGREEING TO TERMS

THIS PRODUCT CONTAINS CERTAIN COMPUTER PROGRAMS AND OTHER THIRD PARTY PROPRIETARY MATERIAL ("LICENSED PRODUCT"), THE USE OF WHICH IS SUBJECT TO THIS END-USER LICENSE AGREEMENT. INDICATING YOUR AGREEMENT CONSTITUTES YOUR AND (IF APPLICABLE) YOUR COMPANY'S ASSENT TO AND ACCEPTANCE OF THIS END-USER LICENSE AGREEMENT (THE "LICENSE" OR "AGREEMENT").  IF YOU DO NOT AGREE WITH ALL OF THE TERMS, YOU MUST NOT USE THIS PRODUCT.  WRITTEN APPROVAL IS NOT A 
PREREQUISITE TO THE VALIDITY OR ENFORCEABILITY OF THIS AGREEMENT, AND NO SOLICITATION OF SUCH WRITTEN APPROVAL BY OR ON BEHALF OF SILICON LABORATORIES, INC. ("SILABS") SHALL BE CONSTRUED AS AN INFERENCE TO THE CONTRARY.  IF THESE TERMS ARE CONSIDERED AN OFFER BY SILABS, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.

LICENSE AND WARRANTY:  The Licensed Product and the embedded Software which is made the subject of this License is either the property of SILABS or a third party from whom SILABS has the authorization to distribute to you subject to the terms of this Agreement.  This Licensed Product is protected by state, federal, and international copyright law. Although SILABS continues to own the Licensed Product and the right to distribute the embedded third party Software, you will have certain rights to use the Licensed Product and the embedded Software after your acceptance of this License. Except as may be modified by a license addendum which accompanies this License, your rights and obligations with respect to the use of this Product and the embedded software are as follows:

1.  AS APPROPRIATE WITH RESPECT TO THE LICENSED PRODUCT, YOU MAY: (A) Use only one copy of any version of the Licensed Product and the Software embedded therein, or contained on the enclosed CD-ROM or floppy disk or downloaded from the Internet or any other online source on a single computer; (B) Install the Software from its original distribution medium onto another computer so long as any other copies of the software are deleted or otherwise made irreversibly inoperative;(C) Make one copy of the Software for archival purposes; (D) Distribute unmodified and unregistered copies of the Software on the original distribution medium for non-commercial use.

2.  YOU MAY NOT: (A) Sublicense, assign, rent or lease any portion of the Licensed Product or the embedded Software;(B) Reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of the Licensed Product or embedded Software, or modify or create derivative works from the Licensed Product or embedded Software; or,(C) Remove any product identification, copyright or other notices that appear on the Licensed Product or embedded Software; 

3.  Limited Use:  Use of any of the third party software embedded in the Licensed Product is strictly limited to non-commercial evaluation purposes.  The license granted in this Agreement does not permit you to use any of the third party embedded software for commercial purposes and such unauthorized use is expressly prohibited and will constitute a breach of this Agreement.

4.  Warranty:  SILABS does not warrant that the Licensed Product or embedded Software will meet your requirements or that operation of the Licensed Product will be uninterrupted or that the embedded Software will be error-free.  You agree that the Licensed Product is provided "AS IS" and that SILABS makes no warranty as to the Licensed Product or embedded Software.  SILABS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, RELATED TO THE SOFTWARE, ITS USE OR ANY INABILITY TO USE IT, THE RESULTS OF ITS USE AND THIS AGREEMENT.

YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.

5.  Disclaimer of Damages:  IN NO EVENT WILL SILABS BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, OR SIMILAR DAMAGES, INCLUDING ANY LOST PROFITS OR LOST DATA ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED PRODUCT EVEN IF SILABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

IN NO CASE SHALL SILABS' LIABILITY EXCEED THE PURCHASE PRICE FOR THE LICENSED PRODUCT. The disclaimers and limitations set forth above will apply regardless of whether you accept the Licensed Software.

6.  Term and Termination:  The term of this Agreement and the License granted herein shall begin upon use of the Licensed Product and continue in perpetuity unless you breach any of the obligations set out under this Agreement.  Upon your breach of this Agreement by you, the license granted hereunder shall terminate immediately and you shall cease all use of the Licensed Products and return same as well as any copies of the Licensed Product and/or embedded Software to SILABS immediately.  Termination of this License upon your breach is only one remedy available to SILABS. In addition to termination of this Agreement upon your breach, SILABS shall be entitled to seek any and all other available remedies, at law or at equity, arising from your breach.

7.  Export: You shall comply with all applicable federal, provincial, state and local laws, regulations and ordinances including but not limited to applicable U.S. Export Administration Laws and Regulations.  You shall not export or re-export, or allow the export or re-export of the Licensed Product, any component of the Licensed Product, or any copy of the embedded Software in violation of any such restrictions, laws or regulations, or to Cuba, Libya, North Korea, Iran, Iraq, or Rwanda or to any Group D:1 or E:2 country (or any national of such country) specified in the then current Supplement No. 1 to Part 740, or, in violation of the embargo provisions in Part 746, of the U.S. Export Administration Regulations (or any successor regulations or supplement), except in compliance with and with all licenses and approvals required under applicable export laws and regulations, including without limitation, those of the U.S. Department of Commerce.

8.  General: This Agreement will be governed by the laws of the State of Texas and any applicable federal laws or regulations. The waiver by either Party of any default or breach of this Agreement shall not constitute a waiver of any other or subsequent default or breach. This Agreement constitutes the complete and exclusive statement of the mutual understanding between you and SILABS with respect to this subject matter herein. This Agreement may only be modified by a written addendum, which has been signed by both you and SILABS. Should you have any questions concerning this Agreement, or if you desire to contact SILABS for any reason, please write:

Silicon Laboratories, Inc.
400 West Cesar Chavez
Austin, Texas 78701,U.S.A.
