SOC EMBEDDED DESIGN SUITE (EDS) LICENSE AGREEMENT VERSION
16.0


Copyright (C) 1991-2016 Altera(R) Corporation.  All rights
reserved.  "Quartus" is a registered trademark of Altera Corporation
in the U.S. and other countries.  Any other trademarks and trade names
referenced here are the property of their respective owners.  Certain
files, programs, or other materials provided in connection with the
Licensed Software may originate or contain components from Third Party
Licensors and are licensed to You pursuant to the terms of the
applicable Third Party License appearing upon activation or
installation of the Licensed Software, and/or are contained or
described in associated release notes, header source files, or other
documentation.  Any such additional terms, and conditions or
restrictions will also be listed in a separate file called "Third
Party Licenses document".  You agree to carefully review and comply
with the terms of such Third Party Licenses.  NOTWITHSTANDING ANYTHING
TO THE CONTRARY IN THE AGREEMENT, AS BETWEEN LICENSEE AND ALTERA, AND
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH THIRD
PARTY LICENSES SHALL BE SUBJECT TO PARAGRAPH 11 (DISCLAIMER OF
WARRANTIES), PARAGRAPH 13 (LIMITATION OF LIABILITY) AND PARAGRAPH 14
(GOVERNING LAW). ALTERA OFFERS NO WARRANTIES (WHETHER EXPRESS OR
IMPLIED); INDEMNIFICATION; AND/OR SUPPORT OF ANY KIND WITH RESPECT TO
THIRD PARTY MATERIALS, EXCEPT THAT WE WILL PASS THROUGH TO YOU, IF AND
TO THE EXTENT AVAILABLE, ANY WARRANTIES EXPRESSLY PROVIDED TO US BY
THIRD PARTY LICENSORS RELATING TO SUCH THIRD PARTY MATERIALS.

PLEASE REVIEW THE FOLLOWING TERMS AND CONDITIONS IN THIS SOC EDS
VERSION 16.0 LICENSE AGREEMENT (THE "SOC EDS AGREEMENT"
OR "AGREEMENT") CAREFULLY BEFORE DOWNLOADING, INSTALLING OR USING THE
LICENSED SOFTWARE.  BY (A) DOWNLOADING, INSTALLING OR USING THE
LICENSED SOFTWARE; OR (B) PAYING A LICENSE FEE OR OTHER FEE TO ALTERA;
OR (C) PAYING A FEE TO AN AUTHORIZED DISTRIBUTOR, YOU INDICATE YOUR
ACCEPTANCE OF THIS SOC EDS AGREEMENT OR THE AGREEMENT BETWEEN YOU AND
THE AUTHORIZED DISTRIBUTOR FROM WHICH YOU HAVE ACQUIRED THE LICENSE.

IN THE EVENT OF ANY INCONSISTENCY BETWEEN THE TERMS OF THIS SOC EDS
AGREEMENT AND YOUR AGREEMENT WITH AN AUTHORIZED DISTRIBUTOR, THIS SOC
EDS AGREEMENT WILL GOVERN AND CONTROL, EXCEPT WITH REGARDS TO PAYMENT
TERMS.

IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS SOC EDS
AGREEMENT OR THE TERMS OF ANY THIRD PARTY LICENSES, DO NOT DOWNLOAD,
INSTALL, OR USE THE LICENSED SOFTWARE.  IF YOU HAVE ALREADY DOWNLOADED
THE LICENSED SOFTWARE, PLEASE UNINSTALL IT AND IRREVOCABLY DESTROY IT
AND ANY COPIES YOU HAVE MADE AS SOON AS POSSIBLE.  IF YOU HAVE
RECEIVED A COPY OF THE LICENSED SOFTWARE ON A DVD OR OTHER MANNER THAN
ELECTRONIC DOWNLOAD, PLEASE RETURN THE LICENSED SOFTWARE UNUSED TO
ALTERA OR THE AUTHORIZED DISTRIBUTOR FROM WHICH YOU OBTAINED THE
LICENSE PROMPTLY.


1.  Definitions.

"Altera" means Altera Corporation, a Delaware corporation with a place
of business at 101 Innovation Drive, San Jose, California 95134 U.S.A.,
including its affiliates and subsidiaries worldwide.

"Altera Devices" means programmable logic devices, including field
programmable gate arrays ("FPGAs") devices, complex programmable logic
devices ("CPLDs"), SoC devices, and/or any other semiconductor devices
designed, developed or manufactured by or on behalf of Altera.

"Authorized Distributor" means a reseller, OEM, ODM, or any
distributor that is authorized by Altera to license the Licensed
Software to end users in a valid agreement entered into between Altera
and such reseller or distributor.

"Checkout License" means a time-limited license granted by Altera
associated with an existing Floating License to install and Use the
Licensed Software on a single fixed standalone computer for use by a
single user.  This license shall expire after a specified time as
designated by Altera.  The total number of Checkout Licenses that may
be granted in relation to a single Floating License may not exceed the
total number of individual Seats associated with such Floating
License.

"Concurrent Users" means the number of simultaneous Users accessing
the Licensed Software.  For example, a 20-use concurrent use license
would allow 20 Users to log in and use the Licensed Software at one
time, but the 21st User attempting to log in would be blocked and
unable to do so until one other User logs out.

"Confidential Information" means and includes, but is not limited to:
(i) the Licensed Software (whether provided in source code or binary
form, including any modifications, derivatives, updates and upgrades
thereto) and the algorithms, concepts, techniques, methods, and
processes embodied therein; (ii) the Licensed Products and all
information and specifications associated therewith; (iii) any
business, marketing, technical, scientific or financial information
disclosed to Licensee or You by Altera or an Authorized Distributor;
or (iv) any information which, at the time of disclosure, is
designated in writing as confidential or proprietary, or similar
designation, is disclosed in circumstances of confidence, or would be
reasonably understood by a person, exercising business judgment, to be
confidential.

"Designated Equipment" means the computer system that is owned or
leased by You and operated on Your premises, and identified by a
network interface card ("NIC") or host ID number on which the Licensed
Software is installed and Used, and which has the configuration,
capacity, operating system version level, and pre-requisite
applications described in the Documentation as necessary for the
operation of the Licensed Software, and is designated by the NIC/host
ID in the License Key as the computer system on which the License Key
management software will be installed.

"Documentation" means technical data in human or machine readable form
furnished by Altera which: (i) provides operating instructions for
using the Licensed Software, or (ii) explains the capabilities and
functions of the Licensed Software, and any full or partial copies of
any such technical data.

"Fixed with Companion License" means a license to install: the
Licensed Software on a fixed standalone computer for Use by a single
User, and (ii) the Licensed Software on up to two companion fixed
standalone computers.  Under this license, only one Seat may be used
by a single User at any given time.

"Floating Node Seat" is a license that allows the Licensed Software to
be: (i) installed on and accessed from any number of computers on a
network environment; (ii) Used by the permitted number of Concurrent
Users that is equal to the number of Seats licensed as determined by
the License Key; and (iii) Used for the sole purposes of developing,
programming, synthesizing, testing and verifying designs for Altera
Devices.

"Intellectual Property Rights" means all (i) patents, patent
applications, patent disclosures and inventions (whether patentable or
not); (ii) trademarks, service marks, trade dress, trade names, logos,
corporate names, Internet domain names, and registrations and
applications for the registration for any of them, together with all
goodwill associated with any of them; (iii) copyrights and
copyrightable works (including computer programs and mask works) and
registrations and applications for registration; (iv) trade secrets,
know-how and other Confidential Information; (v) waivable or
assignable rights of publicity, waivable or assignable moral rights;
(vi) unregistered and registered design rights and any applications
for registration; (vii) database rights and all other forms of
intellectual property, such as data; and (viii) any and all similar or
equivalent rights throughout the world.

"IP Megafunctions or Components" means one or more design files,
including encrypted net lists, RTL, test vectors, simulation models
(such as VHDL, Verilog HDL, Quartus simulation, Matlab, Simulink,
Verisity Specman, Synopsys Vera, etc.), and other models, which may be
provided either as unencrypted source code, or in encrypted netlist or
encrypted source code format, that are designed to implement or
support the design of at least one logic function into an Altera logic
device.  "IP Megafunctions or Components" includes any modified
versions, or updates thereto as may be provided by Altera, in its sole
and absolute discretion, to You under this Agreement.  However, for
purposes of this Agreement, the term "IP Megafunctions or Components"
does not include any software or design files for any MegaCore(R)
functions (including the Nios(R) II embedded processor) which are
covered by and licensed under a separate MegaCore(R) Agreement.

"License Key" means a FlexNet license key, license file, license
manager, dongle or other key, code or information provided by Altera
that: (i) enables a User to download, install, operate and/or regulate
User access to the Licensed Software; and (ii) describes the version
number of the Licensed Software and lists the number of Concurrent
Users authorized to Use the Licensed Software.

"License Period" means the period of time Licensee has Use of the
Licensed Software as governed by the License Key.

"Licensee" means an individual, corporation or other legal entity to
which Altera has issued a Seat.

"Licensed Software" means the specific software enabled via the
License Key, but does not include Unlicensed Software components,
files, or portions specifically identified as not being included,
licensed or enabled via the License Key.

"Maintenance Expiration Date" is set as twelve (12) months from the 
date of license purchase/ license renewal. The Maintenance Expiration 
date for each seat license is noted in the license key. Further 
description is provided in Paragraph 12 below.

"Seat" means the right granted under this Agreement by Altera or under
a license agreement by an Authorized Distributor, to Use the Licensed
Software by a single User in accordance with the terms and conditions
of this Agreement or an Authorized Distributor's license agreement.  A
Seat is either a Floating Node Seat or a Fixed with Companion License,
which is enabled via a License Key.

"Support" means any support or maintenance services provided to
Licensee by Altera, an Authorized Distributor, and/or authorized
Altera representatives in responding to email, telephone, or other
inquiries from You for maintenance, technical, or other support
requests in connection with the Licensed Software.

"Third Party Licenses" is a separate file, header, or release notes
that contains additional terms, conditions or restrictions imposed by
Third Party Licensors.  Such Third Party Licenses will be identified
in a Third Party Licenses Document describing each Third Party License
associated with every Altera product.  A hyperlink to an Altera
database containing the text of all Third Party Licenses may be
accessed by clicking on the applicable line in the Third Party
Licenses Document.

"Third Party Licensors" means and includes any third party that
licenses or provides Third Party Materials to Altera.

"Third Party Materials" are materials or components included in the
download or the DVD, as applicable, that include but are not limited
to software, code portions or files owned by Third Party Licensors,
and are provided subject to Third Party Licenses.

"Unlicensed Software" means any Altera computer programs or code in
any format for which Licensee does not hold an active License Key
issued by Altera, including but not limited to any non-subscribed or
disabled features.

"Use" means downloading, installing and copying all or any portion of
the Licensed Software into the Designated Equipment for processing the
instructions contained in the Licensed Software, and/or loading data
into or displaying, viewing or extracting output results from, or
otherwise operating, any portion of the Licensed Software.

"User" or "You" means each individual identified by Licensee as a
person authorized to Use the Licensed Software on behalf of and for
the benefit of Licensee.  If Licensee is an individual who obtained a
Seat for his/her individual use, Licensee and User are and will be one
and the same.

2.  Grant of License and License Key.

        2.1 Grant of License.  Subject to and conditioned upon
Licensee's compliance with the terms and conditions of this Agreement,
Altera hereby grants to Licensee, a personal, perpetual (but subject
to termination as otherwise described in this Agreement), worldwide,
non-exclusive, non-transferable license with no right to sublicense,
to Use under Altera's copyrights and trade secret rights in and to the
Licensed Software (and any updates or upgrades thereof for which
Licensee has paid a license fee or other applicable fee to Altera or
an Authorized Distributor) on the terms and conditions set forth in
this Agreement. Licensee may: (i) use the Licensed Software on a
single computer (or, if Licensee has purchased a Floating Node Seat,
the number of Concurrent Users for which Licensee has obtained
licenses from Altera may use the Licensed Software on networked
workstations); (ii) use the Licensed Software for the sole purpose of
creating, simulating, verifying, placing and routing, and programming
designs on logic devices manufactured by Altera and sold by Altera or
its Authorized Distributors (although if You have obtained the
Licensed Software through Altera's University Program , You are only
permitted to use the Licensed Software for educational and academic
purposes, and cannot use the Licensed Software for any commercial
purposes); (iii) make one copy of the Licensed Software in any
computer-readable or printed form for back-up or archival purposes, or
as otherwise permitted under this Agreement; and (iv) modify the
Licensed Software, provided all Intellectual Property Rights notices
(including all copyright and restricted rights notices on the Licensed
Software) are included on any modified, merged, or combined portion of
the Licensed Software.  Any copy of the Licensed Software or portions
thereof merged or combined into another program will continue to be
subject to the terms and conditions of this Agreement.  Licensee's end
customers may use Altera's logic devices that have been programmed
with the Licensed Software.

        2.2 License Key.  Altera will deliver the License Key to
Licensee after Altera's receipt of all information required to
generate the License Key, including the host identification number for
the designated equipment onto which You will install the License Key
management software.  In accordance with its distribution method,
Altera may include with the Licensed Software additional Unlicensed
Software to which the License Key will not permit access.  Inclusion
of such Unlicensed Software in no way implies a license from Altera to
access or use such Unlicensed Software, and You agree not to access or
Use such Unlicensed Software, unless the License Key specifically
authorizes such access and Use.

        2.3 Transfer of Licensed Software.  The Licensed Software may
be transferred to a third party, provided such third party agrees in
writing to accept the terms and conditions of this Agreement and You
notify Altera in writing of the identity of such third party.  If You
transfer the Licensed Software in accordance with the foregoing, You
must: (i) at the same time either transfer all copies or portions
thereof, whether in printed or in computer-readable form, to such
third party, or (ii) destroy any copies not transferred, including all
portions of the Licensed Software contained or merged into another
program, and certify the same in writing to Altera.

        2.4 Floating Node Seat.  If Licensee has purchased a Floating
Node Seat, You may also copy the Licensed Software onto another
computer (or access it through networked workstations) for use by
another User or contractor, but only internally, with any remote
access limited solely to such Users or contractors; provided that all
Users agree to accept the terms and conditions of this Agreement in
writing.

        2.5 IP Megafunctions or Components License.  IP Megafunctions
or Components are provided to You free of charge, in source code form,
and You may modify, create derivative works of, and freely distribute
any such IP Megafunctions or Components, and any modifications or
derivative works thereof, provided that the IP Megafunctions or
Components may not be used to program any non-Altera Devices.

3.  Delivery of Licensed Software.  The Licensed Software will be
delivered electronically, and will be accepted upon delivery.

4.  Designated Equipment.  For all accepted orders, You will provide
Altera with the Designated Equipment's host identification number,
which Altera will include in the applicable License Key.  Any time
that the Designated Equipment is inoperative due to malfunction,
repair, or maintenance, You may submit a request to change the
Designated Equipment and receive a new License Key from Altera at no
additional charge.  Except for such temporary transfer, You and/or
Licensee may not transfer or install the License Key on any other
server or relocate the Designated Equipment without prior written
consent of Altera.  Whenever You receive a new License Key in order to
effect a transfer to new Designated Equipment, You will immediately
cease to use the Licensed Software under the previously issued License
Key.  You acknowledge and agree that You will not operate more than
the number of seats of the Licensed Software associated with your
License Key.

5.  Confidential Information.  The Confidential Information
constitutes trade secrets and confidential and proprietary information
of Altera and its licensors, and You and Licensee agree not to access
or Use the Licensed Software, directly or indirectly, except and to
the extent expressly permitted under this Agreement or by applicable
law.  Altera and its licensors retain all rights in and to the
Licensed Software and Documentation, modifications, derivatives,
updates, and upgrades, and all Intellectual Property Rights associated
with any of the foregoing.  You and Licensee agree not to remove,
alter or obscure any copyright, - patent, or other proprietary notices
in the Licensed Software or Documentation.  No other rights or
licenses are granted by implication, estoppel or otherwise, to
Licensee, You or any third party.

        5.1 With respect to Confidential Information, You and Licensee
agree: (a) to use at least the same degree of care as You use with
respect to Your own Confidential Information of similar importance,
but in no event less than reasonable care, to prevent any Confidential
Information from being disclosed to any third party, except as
otherwise permitted by this Agreement; (b) not to use or disclose
Confidential Information for any purpose except to the extent
necessary and for the purpose of programming Altera Devices with the
Licensed Software (the "Intended Purpose"); and (c) to restrict the
disclosure and possession of Confidential Information solely to those
of Licensee's Users, employees and Authorized Contractors with a need
to know/need to access for the Intended Purpose, who agree to be bound
by written confidentiality agreements no less strict than those this
Agreement.  Licensee agrees to be liable to Altera for any breaches by
Licensee, its Users, employees and Authorized Contractors of the
confidentiality obligations in this Section.

        5.2 You and Licensee will have no obligations of
confidentiality with respect to any Confidential Information to the
extent that it is: (a) already in the public domain or falls into the
public domain through no breach of this Agreement (or any other
obligation to Altera) by Licensee and Authorized Contractors; (b)
already rightfully known to Licensee without any obligation of
confidentiality; (c) is rightfully obtained by Licensee from a third
party; or (d) developed independently by Licensee, its employees or
Authorized Contractors without breach of Licensee's obligation of
confidentiality under this Agreement.  With respect to a disclosure
required by order of a court or an authorized government agency, You
may disclose Confidential Information, provided: (i) that You give
prompt written notice of any such required disclosure to Altera; (ii)
You disclose the Confidential Information only to the extent required
by such court or governmental agency; and (iii) You provide reasonable
assistance to Altera in its efforts to protect the confidentiality of
the Confidential Information required to be disclosed.

        5.3 Notwithstanding anything in this Agreement to the
contrary, You and Licensee agree that Altera may disclose Licensee's
identity by name and address, and identify the Licensed Software
licensed to Licensee, to the extent required by its agreement with its
licensors and Authorized Distributors.

6.  Restrictions on Use.  You and Licensee may not use, copy, modify,
distribute, or otherwise transfer the Licensed Software or any
portions thereof, or permit any remote access thereof by any person or
entity, except as expressly provided for in this Agreement.  You shall
not use the Licensed Software to program any device other than Altera
Devices.  If You or Licensee transfer possession the Licensed
Software, or any modifications or portions thereof to another party
except as expressly provided herein, this license shall automatically
terminate.  You and Licensee may not decompile, disassemble, reverse
engineer, or otherwise attempt to access the source code of the
Licensed Software or reduce it to a human readable form ("Reverse
Engineer") except as otherwise permitted by applicable law.  In such
case, You or Licensee may Reverse Engineer, but only after giving
written notice to Altera, and only to the extent permitted by
applicable law.  You or Licensee may not publish or disclose the
results of any benchmarking or testing of the Licensed Software, or
use such results for Licensee's own software development activities,
without the prior written permission of Altera.

7.  No Other Licenses or Intellectual Property Rights.  The software
code licensed under the Agreement (the "Licensed Software") is
protected by copyright law and international treaties.  Other than the
rights expressly granted to Licensee in the Agreement, Altera and its
licensors retain and own all right, title and interest in and to the
Licensed Software, including any modifications, derivatives and
updates thereof, and all Intellectual Property Rights in all of the
foregoing.  Nothing in this Agreement shall be construed to: (i)
transfer any rights of ownership and/or interest in and to the
Documentation and Licensed Software or portions thereof, or any
derivative works of the foregoing to You, except as specifically
provided in the Agreement; or (ii) enable You to exercise the rights
granted herein with respect to the Licensed Software with: (A)
products other than Your products; or (B) using the Licensed Software
to program any non-Altera Devices.  We expressly reserve all other
rights in and to the Licensed Software, Documentation, and
Intellectual Property Rights not granted to You under this Agreement.

 You acknowledge and agree that: (i) this Agreement does not grant You
or Licensee any right to practice, or any other right at all with
respect to any patent of Altera or its licensors, and a separate
license agreement from Altera or its licensors is needed to use or
practice any patent of Altera or its licensors.  You, on behalf of
Licensee and its affiliates and subsidiaries, agree not to contend in
any context that, as a result of this SOC EDS Agreement, either Altera
or its licensors have any obligation to extend, or You, Licensee, or
any other party has obtained any right to, any license, whether
express or implied, with respect to any patent of Altera or its
licensors, for any purpose whatsoever.

8.  Third Party Licensors.  The Licensed Software may contain or
include Third Party Materials licensed or provided to Altera by third
parties (the "Third Party Licensors") which may be subject to
additional terms and conditions or restrictions imposed by such Third
Party Licensors in a separate license agreement (the "Third Party
Licenses").  Such Third Party Licenses will be identified in the Third
Party Licenses document describing each such Third Party Licenses
associated with every Altera product.  A hyperlink to an Altera
webpage containing the text of all Third Party Licenses may be
accessed at http://dl.altera.com/eula.

9.  Term and Termination.  The license is effective until terminated
by either party, or terminated in accordance with its terms, whichever
occurs first.  You may terminate it at any time by uninstalling and
irrevocably destroying the Licensed Software, including all
modifications, copies, and all portions of the foregoing, and
certifying to such destruction in a writing signed by an officer of
Licensee.  Altera may terminate the license if You or Licensee fail to
comply with any material term or condition of this Agreement,
including but not limited to Licensee's or Your breach of the license
rights granted to Licensee in this Agreement, or breach of Licensee's
obligations of confidentiality, and may also terminate the license in
accordance with the terms of the Agreement.

10.  Limited Warranty and Remedies.

     10.1 Limited Warranty.  For a period of ninety (90) days from the
date of Licensee's first receipt from Altera or the Authorized
Distributor, as the case may be, of the License Key (the "Warranty
Period"), Altera warrants to Licensee that: (i) the Licensed Software
will perform substantially in accordance with Altera's Documentation,
if used in full compliance with the terms of this Agreement; and (ii)
the DVD (if applicable) on which the Licensed Software is installed
will be free from defects in materials and workmanship under normal
use.  This warranty is personal in nature, provided only to Licensee,
and is not transferable to Licensee's end users, customers, or to any
third party.

     10.2 Exceptions to Warranty.  During the Warranty Period, (i)
Altera (either directly or through its Authorized Distributor) will
replace any Licensed Software or DVD not meeting the foregoing
warranty which is returned to Altera or the Authorized Distributor
with adequate proof of purchase; or (ii) if Altera (either directly or
through the Authorized Distributor) is unable to deliver replacement
Licensed Software that performs substantially in accordance with
Altera's Documentation or a DVD that is free of defects in materials
or workmanship, Licensee may terminate this Agreement by either
returning to Altera or irrevocably destroying the Licensed Software,
and providing the certification described in Paragraph 8 above.  Any
replacement Licensed Software or DVD will be warranted for the
remainder of the original Warranty Period or thirty (30) days,
whichever is longer.  The foregoing warranty extends only to the
Licensed Software in the form delivered by Altera to Licensee, and not
to any: (i) modifications not made by Altera or its Authorized
Distributor; (ii) misuse, abuse, or use of the Licensed Software in a
manner not contemplated by this Agreement; (iii) failure to use
compatible Altera Devices as set forth in the Documentation; (iv)
Third Party Materials; and (v) any DVD (if applicable) that has been
damaged as a result of accident, misuse, or abuse.

11.  Disclaimer of Warranties.  EXCEPT AS EXPRESSLY SET FORTH ABOVE,
AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SOC EDS
AGREEMENT, NO OTHER WARRANTIES OR CONDITIONS, EITHER EXPRESS OR
IMPLIED, ARE MADE WITH RESPECT TO THE LICENSED SOFTWARE AND/OR SUPPORT
PROVIDED BY ALTERA, ITS LICENSORS, OR ANY AUTHORIZED DISTRIBUTOR,
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND
NONINFRINGEMENT.  ALTERA, ITS LICENSORS, AND AUTHORIZED DISTRIBUTORS
EXPRESSLY DISCLAIM ALL LIABILITY FOR DAMAGES, INCLUDING, BUT NOT
LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, AND CONSEQUENTIAL
DAMAGES, SUCH AS EXPENSES, RECALL COSTS, BUSINESS INTERRUPTION
DAMAGES, LOSS OF OR DAMAGE TO INFORMATION, LOSS OF GOODWILL, LOST
PROFITS, LOST SAVINGS, OTHER DAMAGES ARISING OUT OF THE USE OF OR
INABILITY TO USE THE LICENSED SOFTWARE; THAT THE FUNCTIONS CONTAINED
IN THE LICENSED SOFTWARE WILL MEET LICENSEE REQUIREMENTS; OR THAT THE
OPERATION OF THE LICENSED SOFTWARE WILL BE UNINTERRUPTED OR
ERROR-FREE.  LICENSEE ALSO ASSUMES RESPONSIBILITY FOR THE SELECTION OF
THE LICENSED SOFTWARE TO ACHIEVE ITS INTENDED RESULTS AND FOR THE
INSTALLATION, USE, AND RESULTS OBTAINED FROM THE LICENSED SOFTWARE.
YOUR'S AND LICENSEE'S SOLE REMEDIES AND ALTERA'S, ITS LICENSORS' AND
THE AUTHORIZED DISTRIBUTORS' ENTIRE LIABILITY ARE AS SET FORTH ABOVE.
Some jurisdictions do not permit the exclusion of implied warranties,
so the above exclusion may not apply to You or Licensee, but shall be
interpreted to apply to the maximum extent permissible under
applicable law.

12.  Support Services.  After expiration of the Warranty Period, upon
payment of the applicable support fee, Altera or its Authorized
Distributor, as the case may be, Altera or the Authorized Distributor
shall: (i) be obligated to provide Support for the Licensed Software
(including bug fixes, error corrections and any other updates) made
generally available by Altera to licensees that purchase support and
maintenance for a period of 12 months from the date of the license
purchase or renewal, whichever is later; and (ii) use commercially 
reasonable efforts to respond by telephone or email to Your inquiries 
for support for the Licensed Software.  Any information collected by 
Altera or the Authorized Distributor arising from or relating to Your 
requests for Support, including but not limited to design files 
compiled using the Licensed Software provided by You or Licensee for 
purposes of design assistance, enhancement, and troubleshooting, may 
be used internally by Altera for the purpose of improving future 
versions of the Licensed Software and developing future products.  
Any such information will not be disclosed by Altera to any third 
parties other than its subsidiaries, its Authorized Distributors, 
its authorized sales representatives, and to You.  If you purchased a
license to the Licensed Software directly from Altera, and you are 
not receiving such Licensed Software as academic software in a 
university setting, you are entitled to receive reasonable support 
and maintenance from Altera for the DS-5 Altera Edition portion of 
the Licensed Software for a period of: (i) the term of your license 
to the Licensed Software, as determined by the License Key; or (ii) 
one (1) year, commencing on the date of purchase, whichever is shorter.
Support will be provided on any version of the Licensed Software 
components defined in your Seat which, at the date of your support 
request, is either: (a) the current version made generally available 
by Altera; or (b) the previous version made generally available by 
Altera at some time during the previous ninety (90) days.

13.  Limitation of Liability.  Under no circumstances shall Altera,
its licensors, or an Authorized Distributor be liable to You, Licensee
or to any third party in an amount greater than One Thousand Dollars
($1,000.00) or the subscription fee paid by Licensee to Altera or the
Authorized Distributor for the Licensed Software covered by this SOC
EDS Agreement.  You or Licensee may not sublicense, assign, or
transfer the license rights granted herein, or disclose any trade
secrets associated with the Licensed Software, except as expressly
provided in this SOC EDS Agreement.  Any attempt to sublicense,
assign, or transfer any of the rights, duties, or obligations
hereunder is void and shall automatically terminate any licenses and
rights granted under this Agreement.

14.  Choice of Law/Venue.  This Agreement will be governed by the laws
of the State of California, United States of America, without
reference to its choice of laws provisions.  You and Licensee agree to
submit to the exclusive jurisdiction of the state and federal courts
in the County of Santa Clara, State of California for the resolution
of any dispute or claim arising out of or relating to this Agreement.
The prevailing party in any legal action, settlement or arbitration
arising out of this Agreement shall be entitled to reimbursement for
its expenses, including court costs and reasonable attorneys' fees, in
addition to any other rights and remedies such party may have.

15.  Export Control.  You and Licensee shall not transfer any
Confidential Information, the Licensed Software, the Documentation or
any modifications or portions of any of the foregoing to any
U.S. sanctioned or embargoed country, or to nationals or residents of
such countries, including but not limited to a foreign national having
a last citizenship or permanent residency of Cuba, Iran, Lybia, North
Korea, Sudan, or Syria, and/or to any country subject to trade
sanctions, as may be revised from time to time; or transfer the
Licensed Software to any party where the end use involves hazardous
uses, including but not limited to nuclear, chemical, and/or
biological weapons, missiles, drones, or space launch systems capable
of delivering such weapons.

16.  U.S. Government Restricted Rights.  You and Licensee acknowledge
and agree that all software and software-related items licensed to
Licensee by Altera pursuant to this Agreement are "Commercial Computer
Software" or "Commercial Computer Software Documentation" as defined
in FAR 12.212 for civilian agencies and DFARS 227-7202 for military
agencies (as amended) and in the event You are permitted under this
Agreement to provide such items to the U.S. government, such items
shall be provided under terms that are at least as restrictive as the
provisions of this SOC EDS Agreement.  The Contractor/manufacturer is
Altera Corporation, 101 Innovation Drive, San Jose, CA 95134 and its
licensors.

17.  Assignment.  Altera reserves the right to transfer any and all
information collected by the TalkBack feature from users of the
Licensed Software to a third party in the event that we sell, merge or
transfer all or substantially all of our assets related to the
Licensed Software to such third party.

18.  Access to Information on the ALTERA Cloud Site.  If enabled, all
users have the ability to view the compile data transmitted by logging
into the https://cloud.altera.com ALTERA cloud site with the same user
account specified when enabling the Quartus Prime notifications feature.
From this site, any users can browse the compile status data, or
delete/purge results as they wish.

19.   TalkBack(TM) Notice, Consent and Opt-Out.

     19.1 Information Collected and Transmission of Information.
TalkBack is a feature of the Licensed Software that electronically
transmits to Altera various data concerning Your Use of the Licensed
Software.  No actual logic designs or machine-executable binary form
of cores used to program an Altera Device that are processed with the
Licensed Software will be collected or transmitted with TalkBack. The
types of data TalkBack transmits to Altera include: (i) constraint
data (location assignments, clock and timing requirement and
assignments, and any constraints set via the Quartus Prime GUI
(graphical user interface); (ii) device data (targeted device and
family); (iii) compilation data (device, memory and I/O utilization,
and time of compilation); (iv) design data (the number of each type of
file used, name of top file, intellectual property cores/MegaCore
logic functions used, and intellectual property parametrization); (v)

Licensed Software tools (synthesis, simulation and timing analysis
tools used, and version and build of the Licensed Software); (vi)
platform data (operating system, speed and number of processors and
main memory); (vii) license file identification number (T-Guard, host
ID, NIC ID or C: drive); (viii) GUI activities and Licensed Software
errors log data (previous exit status); and (ix) help access data.
Altera may correlate the data collected by TalkBack primarily through
the FlexNet License Key to determine the identity of Licensee and
Users.

     19.2 Transmission of Information.  TalkBack functions by bundling
the collected data resulting from Your Use of the Licensed Software
and writing it to html and/or xml files which are electronically
transmitted over the internet to Altera by hypertext transfer protocol
secure post (https).  TalkBack will only maintain up to fifteen (15)
files at any given time (i.e., the last five (5) sent files and up to
ten (10) unsent files).  As new files are created, prior files
(whether or not previously transmitted) will be deleted.  Each saved
file will be less than 500 KB in size and can be viewed as text files
found in the temporary directory on Your hard drive (typically in
/tmp, c:/temp, or c:\documents and setting\username\local
settings\temp).  If the https transmission fails, or an internet
connection is not available at the time of the attempted transmission,
the data is stored as an html and/or xml file.  TalkBack will not
initiate an internet connection. Once an internet connection is
achieved, the https transmission will be attempted again upon
re-compilation.  Files that have not been successfully transmitted
will be named "quartus_talkback*.xml", while successfully transmitted
files will be renamed as "sent_quartus_talkback*.xml."  The
performance of the Licensed Software will not be materially affected
by the operation of TalkBack.

     19.3 Non-disclosure and Protection of Information Collected; Use
of Information.  Altera uses the data received through TalkBack in
order to continuously improve the Licensed Software and other
products, technology and services Altera offers to customers.  This
information will not be used to send You any sales and marketing
communications, and we will only send You such information if You have
previously consented to receive such communications.

Altera uses all reasonable efforts to maintain the privacy of the data
during transmission and after receipt by Altera through firewalls and
other commonly available physical and technical security measures.
However, due to technological limitations and the transmission of data
through internet service providers not under contract with Altera, and
the risk of unlawful interceptions and accessing of transmissions
and/or data, Altera cannot guarantee, and You and Licensee should not
expect, that Licensee's information will be absolutely protected or be
maintained with absolute confidentiality at all times.  The
information collected by the TalkBack feature will not be disclosed to
any third parties other than Altera's subsidiaries and the company on
behalf of whom You are using the Quartus Prime software (collectively,
"Partners").  In addition to disclosures to Altera Partners, Altera
may disclose data collected by Talkback related to Licensee and its
Users with or without prior notice, when Altera reasonably believes
applicable law requires such disclosure, in response to subpoenas or
official requests from governmental or administrative agencies, to
protect Altera's business or systems, or to respond to an emergency.

      19.4 Enabling/Disabling TalkBack.  TalkBack will collect and
provide certain information to Altera.  By downloading, installing,
copying or using the Licensed Software, or by paying a subscription
fee, You hereby agree that you have been fully informed about the
purposes for which your information will be used, and You give Your
consent for Altera to use this information both within and outside of
the European Union for the purposes described in this TalkBack
disclosure notice.  You may disable or enable TalkBack by running
QTB_INSTALL.EXE located in Licensee's Quartus/bin folder.

20.  General Terms.  This SOC EDS Agreement is entered into for the
benefit of Altera, its licensors and Authorized Distributors, and all
rights granted to You and Licensee, and all obligations owed to
Altera, its licensors and the Authorized Distributors shall be
enforceable by Altera, its licensors and the Authorized Distributors.
No modification of this SOC EDS Agreement will be binding unless in
writing and signed by authorized representatives of each party.  If
any of the provisions of this SOC EDS Agreement are found to be in
violation of applicable law, void, or unenforceable, then such
provisions shall be deemed to be deleted from the SOC EDS Agreement,
but the remaining provisions of the SOC EDS Agreement shall remain in
full force and effect.  If You have any questions concerning this SOC
EDS Agreement, including questions relating to software maintenance or
warranty service, please contact Altera Corporation, 101 Innovation
Drive, San Jose, CA 95134.

By downloading, installing, copying or using the Licensed Software, or
by paying a subscription or other applicable fee, You acknowledge that
You have read this SOC EDS Agreement, understand it, and agree to be
bound by its terms and conditions.  You further agree that the SOC EDS
Agreement is the complete and entire agreement of the parties with
respect to the subject matter hereof.  No statements, promises or
representations have been made by one party to the other, or are
relied upon by either party when entering into this SOC EDS Agreement.
All prior and contemporaneous discussions and negotiations, whether
verbal or written, are merged into and superseded by the SOC EDS
Agreement.  No entity or person not a party hereto shall have any
interest under this SOC EDS Agreement, or be deemed to be a third
party beneficiary of the SOC EDS Agreement.  If the Agreement
terminates for any reason, all definitions in this Agreement and the
rights, obligations, and restrictions under Paragraphs 1
(Definitions); 5 (Confidential Information; 6 (Restrictions on Use); 7
(No Other Licenses or Intellectual Property Rights); 8 (Third Party
Licensors); 10 (Limited Warranty and Remedies); 11 (Disclaimer of
Warranties); 13 (Limitation of Liability); 14 (Choice of Law/Venue);
15 (Export Control); 16 (U.S. Government Restricted Rights); 17
(Assignment); and 20 (General Terms) shall survive termination of this
Agreement.


[END OF SOC EDS VERSION 16.0 LICENSE AGREEMENT]


ALTERA(R) HARDWARE REFERENCE DESIGNS OR DESIGN EXAMPLES (GHRD)
VERSION 16.0 LICENSE AGREEMEENT

Copyright (C) 1991-2016 Altera(R) Corporation.   All rights
reserved.  "Altera" is a registered trademark of Altera Corporation in
the U.S. and other countries.  Any other trademarks and trade names
referenced here are the property of their respective owners.  Certain
files, programs, or other materials provided in connection with the
Licensed Software may originate or contain components from Third Party
Licensors and are licensed to You pursuant to the terms of the
applicable Third Party License appearing upon activation or
installation of the Licensed Software, and/or are contained or
described in associated release notes, header source files, or other
documentation.  Any such additional terms, and conditions or
restrictions will also be listed in a separate file called "Third
Party Licenses document".  You agree to carefully review and comply
with the terms of such Third Party Licenses.  NOTWITHSTANDING ANYTHING
TO THE CONTRARY IN THE AGREEMENT, AS BETWEEN LICENSEE AND ALTERA, AND
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH THIRD
PARTY LICENSES SHALL BE SUBJECT TO PARAGRAPH 11 (DISCLAIMER OF
WARRANTIES), PARAGRAPH 13 (LIMITATION OF LIABILITY) AND PARAGRAPH 14
(GOVERNING LAW). ALTERA OFFERS NO WARRANTIES (WHETHER EXPRESS OR
IMPLIED); INDEMNIFICATION; AND/OR SUPPORT OF ANY KIND WITH RESPECT TO
THIRD PARTY MATERIALS, EXCEPT THAT WE WILL PASS THROUGH TO YOU, IF AND
TO THE EXTENT AVAILABLE, ANY WARRANTIES EXPRESSLY PROVIDED TO US BY
THIRD PARTY LICENSORS RELATING TO  SUCH THIRD  PARTY MATERIALS.

PLEASE REVIEW THE FOLLOWING TERMS AND CONDITIONS IN THIS HARDWARE
REFERENCE DESIGNS OR DESIGN EXAMPLES (GHRD) VERSION 16.0
LICENSE AGREEMENT (THE "GHRD AGREEMENT" OR "AGREEMENT") CAREFULLY
BEFORE DOWNLOADING, INSTALLING OR USING THE LICENSED SOFTWARE.  BY (A)
DOWNLOADING, INSTALLING OR USING THE LICENSED SOFTWARE; OR (B) PAYING
A LICENSE FEE OR OTHER FEE TO ALTERA; OR (C) PAYING A FEE TO AN
AUTHORIZED DISTRIBUTOR, YOU INDICATE YOUR ACCEPTANCE OF THIS GHRD
AGREEMENT OR THE AGREEMENT BETWEEN YOU AND THE AUTHORIZED DISTRIBUTOR
FROM WHICH YOU HAVE ACQUIRED THE LICENSE.   IN THE EVENT OF ANY
INCONSISTENCY BETWEEN THE TERMS OF THIS GHRD AGREEMENT AND YOUR
AGREEMENT WITH AN AUTHORIZED DISTRIBUTOR, THIS GHRD AGREEMENT WILL
GOVERN AND CONTROL, EXCEPT WITH REGARDS TO PAYMENT TERMS.

IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS GHRD
AGREEMENT OR THE TERMS OF ANY THIRD PARTY LICENSES, DO NOT DOWNLOAD,
INSTALL, OR USE THE LICENSED SOFTWARE.    IF YOU HAVE ALREADY
DOWNLOADED THE LICENSED SOFTWARE, PLEASE UNINSTALL IT AND IRREVOCABLY
DESTROY IT AND ANY COPIES YOU HAVE MADE AS SOON AS POSSIBLE.  IF YOU
HAVE RECEIVED A COPY OF THE LICENSED SOFTWARE ON A DVD OR OTHER MANNER
THAN ELECTRONIC DOWNLOAD, PLEASE RETURN THE LICENSED SOFTWARE UNUSED
TO ALTERA OR THE AUTHORIZED DISTRIBUTOR FROM WHICH YOU OBTAINED THE
LICENSE PROMPTLY.

1.  Definitions.

"Altera" means Altera Corporation, a Delaware corporation with a place
of business at 101 Innovation Drive, San Jose, California 95134 U.S.A.
including its affiliates and subsidiaries worldwide.

"Altera Devices" means programmable logic devices, including field
programmable gate arrays ("FPGAs") devices, complex programmable logic
devices ("CPLDs"),  SoC devices, and/or any other semiconductor
devices designed, developed or manufactured by or on behalf of Altera.

"Authorized Distributor" means a reseller, OEM, ODM, or any
distributor that is authorized by Altera to license the Licensed
Software to end users in a valid agreement entered into between Altera
and such reseller or distributor.

"Contractor" means a person, corporation, or other entity that: (i)
provides design, testing, or integration services for Licensee solely
for implementation within Altera devices; and (ii) is subject to a
written confidentiality agreement protecting Altera's Confidential
Information with restrictions no less restrictive than those contained
in this Agreement.  No competitor of Altera shall be a Contractor.

"Confidential Information" means and includes, but is not limited to:
(i) the Licensed Software (whether provided in source code or binary
form, including any modifications, derivatives, updates and upgrades
thereto) and the algorithms, concepts, techniques, methods, and
processes embodied therein; (ii) the Licensed Products and all
information and specifications associated therewith; (iii) any
business, marketing, technical, scientific or financial information
disclosed to Licensee or You by Altera or an Authorized Distributor;
or (iv)  any information which, at the time of disclosure, is
designated in writing as confidential or proprietary, or similar
designation, is disclosed in circumstances of confidence, or would be
reasonably understood by a person, exercising business judgment, to be
confidential.

"Deliverables" means: (i) the applicable Reference Design; (ii) any
format test benches (if applicable) and/or suite of test vectors (if
applicable); and (iii) product/user Documentation (if applicable)
relating to the Reference Design.

"Documentation" means technical data in human or machine readable form
furnished by Altera which: (i) provides operating instructions for
using the Licensed Software, or (ii) explains the capabilities and
functions of the Licensed Software, and any full or partial copies of
any such technical data.

"Intellectual Property Rights" means all (i) patents, patent
applications, patent disclosures and inventions (whether patentable or
not); (ii) trademarks, service marks, trade dress, trade names, logos,
corporate names, Internet domain names, and registrations and
applications for the registration for any of them, together with all
goodwill associated with any of them; (iii) copyrights and
copyrightable works (including computer programs and mask works) and
registrations and applications for registration; (iv) trade secrets,
know-how and other Confidential Information; (v) waivable or
assignable rights of publicity, waivable or assignable moral rights;
(vi) unregistered and registered design rights and any applications
for registration; (vii) database rights and all other forms of
intellectual property, such as data; and (viii) any and all similar or
equivalent rights throughout the world.

"Licensee Customers" is defined in Section 2.2 (v) below.


"Licensee" means You or the entity or person entering into this
Agreement.  "User" "You" and "Licensee" may be used interchangeably in
this Agreement.

 "Licensed Products" means Altera Device(s) in which the Reference
Design, in whole or in part, is modified by Licensee or a Contractor
in accordance with the terms of this Agreement, and implemented into
Altera Devices.
"Reference Design" means one or more hardware reference design files
or design examples in source code or encrypted source code format
(including simulation models (VHDL and Verilog HDL)), each designed to
implement a specific logic function into an Altera Device.  The term,
"Reference Design" expressly excludes any MegaCore(R) Logic Functions
and any design files provided under Altera's OpenCore and OpenCore
Plus programs.

"Support" means any support services provided to Licensee by Altera
and/or authorized Altera representatives in responding to email,
telephone, or other inquiries from You for technical, or other support
requests in connection with the Licensed Products.

"Third Party Licenses" is a separate file, header, or release notes
that contains additional terms, conditions or restrictions imposed by
Third Party Licensors.  Such Third Party Licenses will be identified
in a Third Party Licenses Document describing each Third Party License
associated with every Altera product.  A hyperlink to an Altera
database containing the text of all Third Party Licenses may be
accessed by clicking on the applicable line in the Third Party
Licenses Document.

"Third Party Licensors" means and includes any third party that
licenses or provides Third Party Materials to Altera.

"Third Party Materials" are materials or components included in the
download or the DVD, as applicable, that include but are not limited
to software, code portions or files owned by Third Party Licensors,
and are provided subject to Third Party Licenses.

"User" or "You" means each individual identified by Licensee as a
person authorized to Use the Licensed Software on behalf of and for
the benefit of Licensee.

2.      Grant of License to Deliverables.

                2.1  Grant of License.  Subject to and conditioned
upon Your compliance with the terms and conditions of this Agreement,
Altera hereby grants to You a personal, perpetual (but subject to
termination as otherwise described in this Agreement), worldwide, non-
exclusive, non-transferable license with no right to sublicense
(except as otherwise permitted under the Agreement), to use the
Deliverables as described in this Section 2.

        2.2  You may:

                (i) design, parameterize, compile, route, and generate
programming files and netlists with the Deliverables for
implementation in Altera Devices;

                (ii) program Altera Devices with the Deliverables;

                (iii) if the licensed file format is "Source Code",
modify and create Derivative Works (in whole or in part) of the
Deliverables for implementation in Altera Devices;

                (iv) if the Licensee type is "Partner", sublicense its
rights under Sections 2.2(i) and 2.2(ii) above to Contractors, but
only for the period during which such party is acting as a Contractor
to Licensee, and for so long as Licensee assumes full liability for
Contractor's access to and use of the Deliverables in compliance with
this Agreement; and

                (v) sublicense the Deliverables to its customers or
end users ("Licensee Customers"), but only if the following conditions
are met:  (a) if Licensee Type is "Partner",  and if the licensed file
format is "Source Code", and if You are is expressly granted
sublicensing rights by Altera; (b) if the Deliverables are sublicensed
to Licensee Customers in encrypted form,  and the Deliverables are
modified in compliance with this Agreement; and (c) if the
Deliverables are made available only to Licensee Customers for  the
purposes of internally evaluating the Deliverables, to program Altera
Devices with such Deliverables, and to manufacture or have
manufactured, distribute or have distributed, sell or have sold, or
otherwise market or have marketed products containing one or more
Licensed Products.

                (vi) )  if the Licensee Type is "End User", use the
Deliverables to manufacture or have manufactured, distribute or have
distributed, sell or have sold, or otherwise market or have marketed
products containing one or more Licensed Products.

       2.3   Altera shall use commercially reasonable efforts to
deliver to You, via electronic transfer when possible, the
Deliverables in a timely manner.

       2.4  You may make one copy the Deliverables for back-up or
archival purposes only and may use the Deliverables over a network.

       2.5  You will not, and shall cause its Contractors  and
Licensee Customers, if applicable, to not remove any Altera
Intellectual Property Rights notices from the Deliverables.  Any
copies of the Deliverables and portions thereof, including but not
limited to modifications, derivative works, or portions merged into a
Licensed Product made by or for You shall include all Intellectual
Property Rights and confidentiality notices appearing on such
Deliverables, and will continue to be subject to the terms and
conditions of this Agreement.

       2.6   No Other Licenses or Intellectual Property Rights.  The
Deliverables licensed under the Agreement are protected by copyright
law and international treaties.    Other than the rights expressly
granted to You in the Agreement in Sections 2.1 and 2.2 above, Altera
and its licensors retain and own all right, title and interest in and
to the Deliverables, including but not limited to any modifications,
derivatives, updates, and portions and copies thereof, whether made
solely by or on behalf of Altera, or by Altera and Licensee jointly,
and all Intellectual Property Rights in all of the foregoing
(collectively, the "Altera Materials").  Subject to foregoing
sentence, if Licensee is granted rights under Section 2.2(b) above and
Licensee independently modifies the Deliverables, Licensee will own
all Intellectual Property Rights in any such modification.   Nothing
in this Agreement shall be construed to: (i) transfer any rights of
ownership and/or interest in and to the Deliverables and Altera
Materials to You or any other person or entity, except as specifically
provided in the Agreement; or (ii) enable You to exercise the rights
granted herein with respect to the Deliverables and Altera Materials
with: (a) products other than Your products; or (b) using the Licensed
Software to program any non-Altera Devices.   Altera expressly
reserves all other rights in and to the Deliverables and the Altera
Materials and associated Intellectual Property Rights not granted to
You or to any other person or entity under this Agreement.

       2.7   You acknowledge and agree that: (i) this Agreement does
not grant You any right to practice, or any other right at all with
respect to any patent of Altera or its licensors, and a separate
license agreement from Altera or its licensors is needed to use or
practice any patent of Altera or its licensors.  You, on behalf of
Licensee and its affiliates and subsidiaries, agree not to contend in
any context that, as a result of this GHRD Agreement, either Altera or
its licensors have any obligation to extend, or You, Licensee, or any
other party has obtained any right to, any license, whether express or
implied, with respect to any patent of Altera or its licensors, for
any purpose whatsoever.

       2.8   To perfect Altera's ownership interests in its
Intellectual Property described in Section 2.6 above, You agree to
assign to Altera all rights that You may otherwise have in such
Intellectual Property and to assist and cooperate with Altera in all
reasonable respects: (i) in actions to establish, transfer, or
maintain such ownership rights, including executing documents
associated therewith, and (ii) in actions of enforcement of such
ownership rights.   You agree to waive and hereby waive any and all
Intellectual Property Rights related to Altera's Intellectual Property
described in Section 2.6 above, including without limitation any and
all rights of identification of authorship and any and all rights of
approval, restrictions or limitation on use, or subsequent
modification.

       2.9  Third Party Licensors.  The Licensed Software may contain
or include Third Party Materials licensed or provided to Altera by
third parties (the "Third Party Licensors") which may be subject to
additional terms and conditions or restrictions imposed by such Third
Party Licensors in a separate license agreement  (the "Third Party
Licenses").   Such Third Party Licenses will be identified in the
Third Party Licenses document describing each such Third Party
Licenses associated with every Altera product.   A hyperlink to an
Altera webpage containing the text of all Third Party Licenses may be
accessed at http://dl.altera.com/eula.

        2.10  You recognize that Altera is or may be independently
developing for commercial use products that may be complementary to or
competitive with products of Licensee (if the Licensee Type is "End
User") or products of Licensee or Licensee Customers (if the Licensee
Type is "Partner") and may in the future independently develop
products or services that compete with Your products or services.
Nothing in this Agreement shall limit Altera's independent development
and marketing of any products or systems, without use of You
confidential information in any of the foregoing cases.  This
Agreement shall not prevent Altera from undertaking discussions with
third parties, including competitors of Licensee (if the Licensee Type
is "End User") or competitors of Licensee or Licensee Customers (if
the Licensee Type is "Partner"), provided that in all instances Altera
does not do so in breach of Section 5 below.

3.          Use Restrictions.

        3.1  No right is granted under this Agreement to use the
Deliverables or any machine-executable, binary form of a core used to
design, develop, or program a non-Altera Devices.  However, You may
port ASIC designs to Altera Devices for the sole purposes of
prototyping and verification.  Altera specifically disclaims any
liability for results obtained when using the Deliverables to program
non-Altera Devices.  Additionally, You may not: (i) modify or
synthesize any simulation model output files generated from or
resulting from the Deliverables;  (ii) use, and shall prevent any
third parties or Contractors from using, the Deliverables to program
programmable logic devices, field programmable gate arrays ("FPGAs"),
application specific integrated circuits, application specific
standard products, or any other integrated circuit products designed
or manufactured by any company or entity other than Altera; (iii)
except as otherwise permitted under this Agreement, You may not
sublicense or transfer the Deliverables and any rights granted under
this Agreement.

        3.2  If You transfer possession or control of the Deliverables
(including any modifications or portions thereof) or any rights
granted to You under this Agreement to a third party, the licenses
granted to You  shall automatically terminate without notice; (iv) You
may not decompile, disassemble, reverse engineer, or otherwise attempt
to access or derive the source code of Deliverables provided in object
code form, or any algorithms, concepts, techniques, methods or
processes embodied therein, or reduce the source code of the
Deliverables to a human readable form ("Reverse Engineer") except as
otherwise permitted in this  Agreement, or as permitted by applicable
law.  In such case, You may Reverse Engineer, but only after giving
written notice to Altera, and only to the extent permitted by the
Agreement or applicable law; and (v) You may not publish or disclose
the results of any benchmarking or testing of the Deliverables or
portions thereof, or use such results for Your own competing software
development activities, without the prior written permission of
Altera.

       3.3  The Deliverables are not designed, intended, certified, or
authorized for use in  components or systems intended for the
operation of weapons, weapons systems, nuclear installations, means of
mass transportation, aviation, life-support computer equipment or
medical equipment (including resuscitation equipment or surgical
implants) pollution control, hazardous substances management, or for
any other dangerous or hazardous application  in which the failure of
the Deliverables could create a situation where personal injury or
death may occur.   You understand that use of the Deliverables in such
dangerous or hazardous applications is fully at Your own risk.
4.      Grant of License to Altera.
       4.1  If You provide Altera with comments or suggestions for the
modification, correction, improvement, or enhancement of: (i) the
Deliverables; (ii) any Confidential Information disclosed by Altera to
You; or (iii) Altera products that may embody such Confidential
Information, then You agree to grant and hereby grant  to Altera a
nonexclusive, irrevocable, worldwide, royalty-free license, including
the right to sublicense Altera licensees and customers, under Your
Intellectual Property Rights, the right to use and disclose such
comments or suggestions in any manner Altera chooses and to display,
perform, copy, have copied, make, have made, use, sell, offer to sell,
have sold, and otherwise dispose of Altera's and its sublicensees'
products embodying such comments in any manner and via any media
Altera chooses, but in all cases without reference to the source of
such comments and/or suggestions.

       4.2  Except for the express licenses granted in Section 4.1
above, no other licenses are granted by implication, estoppel, or
otherwise, and all rights not expressly granted herein are reserved by
You.

5.      Confidential Information.

       5.1  The Confidential Information constitutes trade secrets and
confidential and proprietary information of Altera and its licensors,
and You agree not to access or Use the Deliverables, directly or
indirectly, except and to the extent expressly permitted under this
Agreement or by applicable law.  Altera and its licensors retain all
rights in and to the Deliverables, modifications, derivatives,
updates, and upgrades, and all Intellectual Property Rights associated
with any of the foregoing.  You agree not to remove, alter or obscure
any copyright, patent, or other proprietary notices in the
Deliverables.  No other rights or licenses are granted by implication,
estoppel or otherwise, to You or any third party.

        5.2   With respect to Confidential Information, You agree: (i)
to use at least the same degree of care as You use with respect to
Your own Confidential Information of similar importance, but in no
event less than reasonable care, to prevent any Confidential
Information from being disclosed to any third party, except as
otherwise permitted by this Agreement; (ii) not to use or disclose
Confidential Information for any purpose except to the extent
necessary and for the purpose of programming Altera Devices with the
Deliverables (the "Intended Purpose"); and (iii) to restrict the
disclosure and possession of Confidential Information solely to those
of Licensee Customers, employees and Contractors with a need to
know/need to access for the Intended Purpose, who agree to be bound by
written confidentiality agreements no less strict than those this
Agreement.  You agree to be liable to Altera for any breaches of the
confidentiality obligations in this Section by You, Licensee
Customers, Your employees. agents and Contractors.

        5.3  You will have no obligations of confidentiality with
respect to any Confidential Information to the extent that it is: (i)
already in the public domain or falls into the public domain through
no breach of this Agreement (or any other obligation to Altera) by You
and Your Contractors; (ii) already rightfully known to You without any
obligation of confidentiality; (iii) is rightfully obtained by You
from a third party; or (iv) developed independently by You, Your
employees or Contractors without breach of Your obligation of
confidentiality under this Agreement.   With respect to a disclosure
required by order of a court or an authorized government agency, You
may disclose  Confidential Information, provided: (i) that You give
prompt written notice of any such required disclosure to Altera; (ii)
You disclose the Confidential Information only to the extent required
by such court or governmental agency; and (iii) You provide reasonable
assistance to Altera in its efforts to protect the confidentiality of
the Confidential Information required to be disclosed.

        5.4  Notwithstanding anything in this Agreement to the
contrary, You agree that Altera may disclose Your identity by name and
address, and identify the Deliverables licensed to You to the extent
required by its agreement with its licensors and distributors.
6.      Term and Termination.
       6.1  Term.  This Agreement is effective from the date you
download, install or use the Deliverables,  and continues in force
until terminated either by a party or terminated in accordance its
terms, whichever occurs first.

       6.2  Termination.  Altera may terminate this Agreement
immediately upon a determination by a court of competent jurisdiction
that the Deliverables, in whole or in part, infringe any intellectual
property right.  You may terminate this Agreement at any time by
destroying the Deliverables together with all copies and portions
thereof in any form (including any portions merged into a design or
product) and providing no less than one hundred twenty (120) days'
prior written notice to Altera.  Either Party may terminate this
Agreement immediately for cause by written notice to the other Party
if the other Party: (i) ceases to do business or terminates its
business operations; (ii) breaches any material term or condition of
this Agreement; or (iii) becomes insolvent or seeks protection under
any bankruptcy or liquidation or similar proceedings.

       6.3   Effect of Termination.  Upon termination of this
Agreement, Your license and any rights granted  under this Agreement
shall terminate, and You shall destroy, and shall cause any
Contractors and sublicensees (if applicable) to destroy, the
Deliverables, including all copies and portions thereof in any form
(including any portions thereof merged into a design or Licensed
Product), and certify the same in writing to Altera.  Notwithstanding
the foregoing, in the event of termination of this Agreement, Licensee
Customers (if the Licensee Type is "Partner") or Licensee (if the
Licensee Type is "End User") may continue to sell and use the systems
containing the Licensed Products that, prior to termination, have been
developed in accordance with this Agreement and shipped to the end
customers of Licensee Customers (if the Licensee Type is "Partner") or
Licensee (if the Licensee Type is "End User").   In no event may any
portions of the Deliverables be used in development after termination.
In the event of termination for any reason, all definitions in this
Agreement and the rights, obligations, and restrictions under Sections
2.6, 2.7, 2.8, 2.9, 3, 4, 5, 6.3, 8, 9, 10, 11, and 12 shall survive
termination of this Agreement.

7.      Consideration.    For the license and other rights granted
under this Agreement, Licensee shall provide the consideration
specified by Altera.  Such consideration shall, as directed by Altera,
be provided directly to Altera or through an authorized distributor.
Licensee shall pay any and all sales, use, excise, and other tax
assessments on the Deliverables or otherwise arising out of this
Agreement or the transactions contemplated hereunder, exclusive of
taxes based on Altera's net income or corporate or franchise taxes.
8. No Maintenance or Support.
       8.1  Licensee agrees that Altera is not obligated to provide
any maintenance or support for the Deliverables, except as expressly
set forth in this Agreement.
       8.2  Except as set forth in Section 8.1 above, Altera will not
have any obligation to provide to Licensee any maintenance, support,
or training, or to provide any error corrections, updates, upgrades,
new versions, other modifications, or enhancements to the
Deliverables, the Altera Devices, or any Licensed Products.  Licensee
shall, at its own expense, be solely responsible for providing
technical support and training to any of its customers and any other
end users of the Deliverables, any Deliverable, or any Licensed
Products, and Altera will have no obligation to any such parties with
respect thereto.  Licensee shall be solely responsible for, and Altera
shall have no obligation to honor, any warranties that Licensee
provides to its customers or to any other end users of any Licensed
Products.
9. Confidential Information.
       9.1   Licensee acknowledges that the Deliverables contain
Confidential Information of Altera.  Licensee agrees (a) to use at
least the same degree of care as it uses with respect to its own
confidential information, but in no event less than reasonable care,
to prevent any Confidential Information disclosed by Altera from being
disclosed to any third party, except as permitted by this Agreement,
(b) not to use or disclose Altera Confidential Information for any
purpose other than the purpose of programming Altera Devices with the
Deliverables (the "Intended Purpose"), and (c) to restrict disclosure
of Altera Confidential Information solely to those of Licensee's
employees and Contractors (if applicable), each with a need to know
for the Intended Purpose and who agree to be bound by confidential
non-disclosure agreements no less strict than this Agreement, and not
disclose it to other third parties.  Licensee shall be liable to
Altera for any breaches by its employees and Contractors (if
applicable).

       9.2   Licensee shall have no obligations of confidentiality
with respect to any Confidential Information to the extent that it (a)
is already in the public domain or falls into the public domain
through no breach of this Agreement (or any other obligation to
Altera) on the part of Licensee; (b) is already known to Licensee and
is not under any obligation of confidentiality before receiving such
Confidential Information from Altera; (c) is rightfully obtained by
Licensee from a third party and not under any obligation of
confidentiality; or (d) is developed independently by Licensee by
individuals without access to the Confidential Information.  Licensee
may, however, disclose Confidential Information to the extent required
by a court of competent jurisdiction or an authorized government
agency, provided Altera is given reasonable notice of such disclosure.
10. No Warranties or Guarantees.
ALTERA HAS PROVIDED THE DELIVERABLES AND SUPPORT SERVICES, IF ANY, ON
AN "AS-IS," "WHERE IS" BASIS. NO WARRANTIES OR GUARANTEES, EITHER
EXPRESS OR IMPLIED, ARE MADE WITH RESPECT TO THE DELIVERABLES OR
SUPPORT SERVICES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE, AND NON-INFRINGEMENT, AND ALTERA EXPRESSLY DISCLAIMS ALL
WARRANTIES NOT EXPRESSLY STATED HEREIN.  EXCEPT AS OTHERWISE PROVIDED
UNDER THIS AGREEMENT, LICENSEE ASSUMES THE ENTIRE RISK AS TO THE
QUALITY AND PERFORMANCE OF THE DELIVERABLES AND ANY DESIGN OR PRODUCT
IN WHICH THE DELIVERABLES MAY BE USED, INCLUDING, WITHOUT LIMITATION,
ANY LICENSED PRODUCTS.  SHOULD THE DELIVERABLES PROVE DEFECTIVE,
NEITHER ALTERA NOR ITS AUTHORIZED DISTRIBUTORS ASSUMES LIABILITY FOR
ANY COST OF ANY NECESSARY REPAIR OR CORRECTION.  No representation or
other affirmation of fact, including but limited to statement
regarding capacity, suitability for use or performance of the
Deliverables, whether made by Altera employees or otherwise, shall be
deemed to be a warranty for any purpose or give rise to any liability
of Altera whatsoever.  By making the Deliverables available, Altera
expressly does not recommend, suggest, or require that the
Deliverables be used in combination with any other product not
provided by Altera. Some jurisdictions do not allow the exclusion of
implied warranties, so the above exclusions may not apply to Licensee
in full, but shall be interpreted to apply to the maximum extent
permissible under applicable law.

11. Limitation of Liability.  Notwithstanding anything in this
Agreement to the contrary, to the extent permitted by law:

       11.1  In no event shall the aggregate liability of Altera
relating to this Agreement or the subject matter hereof under any
legal theory (whether in tort, contract or otherwise), including any
liability for any loss or damages directly or indirectly suffered by
Licensee relating to the Deliverables, exceed the lesser of (a) the
aggregate amount of the license fees actually paid by Licensee under
this Agreement or (b) One Thousand U.S. Dollars (USD$1,000).

       11.2  IN NO EVENT SHALL ALTERA BE LIABLE UNDER ANY LEGAL
THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE (a) FOR ANY LOST
PROFITS, LOST REVENUE, OR LOST OR INTERRUPTION OF BUSINESS, (b) FOR
ANY LOSS OF OR DAMAGES TO OTHER SOFTWARE OR DATA, OR (c) FOR ANY
INCIDENTAL, INDIRECT, CONSEQUENTIAL, OR SPECIAL DAMAGES RELATING TO
THIS AGREEMENT OR THE SUBJECT MATTER HEREOF, INCLUDING BUT NOT LIMITED
TO THE USE, SUPPORT, OPERATION, OR FAILURE OF THE DELIVERABLES,
WHETHER OR NOT FORESEEABLE AND EVEN IF ALTERA HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH LIABILITY AND DAMAGES.  LICENSEE ACKNOWLEDGES THAT
ALTERA HAS NO RESPONSIBILITY OR DUTY TO DEFEND, INDEMNIFY, OR HOLD
LICENSEE HARMLESS FROM AND AGAINST ANY CLAIMS, SUITS, PROCEEDINGS,
DAMAGES, LOSTS, COSTS AND EXPENSES BASED ON PATENT OR OTHER
INTELLECTUAL PROPERTY CLAIMS.
       11.3  The limitations set forth in Sections 11.1 and 11.2 above
shall apply notwithstanding any failure of essential purpose of any
limited remedy stated herein.
       11.4   Altera is willing to enter into this Agreement only in
consideration of and in reliance upon the provisions contained herein
limiting Altera's exposure to liability.  Such provisions constitute
an essential part of the bargain underlying this Agreement and have
been reflected in the consideration agreed upon by the Parties.  Both
Parties understand and agree that the exclusion of warranties,
limitation of liability, and the limitation of remedies allocate risks
between the Parties as authorized under applicable law.

       11.5   The Reference Design may contain or be derived from
portions of code and documentation provided by third parties under
license to Altera. To the extent that the Deliverables are developed
by a third party or derived from third-party software, no such third
party provides any representations or warranties with respect to the
Deliverables, assumes any liability regarding use of the Deliverables,
or undertakes to furnish Licensee any support or information relating
to the Deliverables.  Notwithstanding anything herein to the contrary,
Licensee agrees that Altera may disclose Licensee's identity by name
and address, and identify the Deliverables licensed, to the extent
required by agreement with its licensors and partners.
12.     General.
       12.1  Altera shall have a right to audit any Licensee records
to confirm Licensee's compliance with its obligations under this
Agreement.  Such audit (i) shall be conducted at Licensee's facilities
at reasonable times upon reasonable prior written notice as needed to
verify Licensee's compliance with its obligations under this
Agreement, and (ii) shall not unreasonably interfere with Licensee's
normal business operations.  This Section 12.1 shall survive for one
(1) year after expiration or termination of this Agreement.

       12.2  Licensee may not sublicense, assign, or transfer this
Agreement or the licenses granted, or any rights, duties, or
obligations hereunder, or any Deliverables, whether by operation or
law or otherwise, or disclose any trade secrets or Confidential
Information embodied in the Deliverables, except as expressly provided
in this Agreement. Any attempt to sublicense, assign, or otherwise
transfer without prior written consent of the other Party any of the
rights, duties, or obligations hereunder is void.  For the purposes of
this Section, a change in the persons or entities that directly or
indirectly control fifty percent (50%) or more of the equity
securities or beneficial or voting interest of Licensee shall be
considered an assignment by Licensee and shall require the other
Party's prior written consent, which shall not be unreasonably
withheld.

       12.3  Licensee shall not export or re-export, directly or
indirectly, the Deliverables, any part thereof, or the direct product
thereof, including Licensed Products, without first obtaining any
necessary U.S. or other governmental licenses and approvals.  Licensee
hereby gives its assurance to Altera that it will not knowingly,
unless prior authorization is obtained from the appropriate U.S.
governmental body, re-export, directly or indirectly, the
Deliverables, any part thereof, or the direct product thereof, to any
the countries or nationals thereof listed in Country Group E:1, as
such list may be amended from time to time by the U.S. Department of
Commerce and/or U.S. Treasury Department (which list currently
includes Cuba, Iran, North Korea, Sudan, Syria) or (b) to any end user
who has been prohibited from participating in the U.S. export
transactions by any federal agency of the U.S. government.  Licensee
further agrees that no products, propriety data, know-how, software,
or other data or information received from Altera will be directly
employed in missile technology, sensitive nuclear, chemical or
biological weapons end uses or by such end users.  Licensee
understands that the foregoing obligations are U.S. legal requirements
and agree that they shall survive any term or termination of this
Agreement.
       12.4  This Agreement is entered into for the benefit of Altera
and its licensors and all rights granted to Licensee and all
obligations owed to Altera shall be enforceable by Altera.

       12.5  It is expressly agreed that the validity and construction
of this Agreement, and performance hereunder, shall be governed by the
laws of the State of New York, U.S.A.  The Parties agree to submit to
the jurisdiction of the courts in the State of California, County of
Santa Clara, for the resolution of any dispute or claim arising out of
or relating to this Agreement.

       12.6  The Parties hereby agree that the Party who does not
prevail with respect to any dispute, claim, or controversy relating to
this Agreement shall pay the costs actually incurred by the prevailing
Party, including any attorneys' fees.

       12.7  No amendment to this Agreement shall be effective unless
it is in writing signed by a duly authorized representative of both
Parties.  The waiver of any breach or default shall not constitute a
waiver of any other right hereunder.

       12.8  If any term or other provision of this Agreement is
invalid, illegal, or incapable of being enforced by any rule of law or
public policy, all other conditions and provisions of this Agreement
shall nevertheless remain in full force and effect so long as the
economic or legal substance of the transactions contemplated hereby is
not affected in any manner adverse to any Party.  Upon such
determination that any term or other provision is invalid, illegal, or
incapable of being enforced, the Parties shall negotiate in good faith
to modify this Agreement so as to effect the original intent of the
Parties as closely as possible in a mutually acceptable manner in
order that the transactions contemplated hereby be consummated as
originally contemplated to the fullest extent possible.

       12.9  The article headings throughout this Agreement are for
reference purposes only and the words contained therein shall not be
construed as a substantial part of this Agreement and shall in no way
be held to explain, modify, amplify, or aid in the interpretation,
construction, or meaning of the provisions of this Agreement.

       12.10 BY USING THE DELIVERABLES OR ANY PART THEREOF, LICENSEE
AND ALTERA ACKNOWLEDGE THAT LICENSEE AND ALTERA HAVE READ THIS
AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND
CONDITIONS.  LICENSEE AND ALTERA FURTHER AGREE THAT IT IS THE COMPLETE
AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN LICENSEE AND ALTERA,
WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND
ANY OTHER COMMUNICATIONS BETWEEN LICENSEE AND ALTERA RELATING TO THE
SUBJECT MATTER OF THIS AGREEMENT.

       12.11 Licensee agrees (on behalf of itself, its subsidiaries,
and other affiliated parties) that neither it nor any of its
subsidiaries or other affiliated parties will, whether during or after
the term of this Agreement, institute any claim or action against
Altera, or any subsidiaries or other affiliated parties of Altera,
that is based in whole or in part on infringement (whether direct or
contributory infringement, inducement to infringe, or otherwise) of
any Licensee intellectual property rights in connection with the use,
license, offer to license, importing, exporting, or otherwise
disposing of the Deliverables, including any portion, enhancements,
modifications, or derivative works thereof (collectively, "Subject
Claims"), or authorize any third party to file any Subject Claims.
This covenant shall extend to any Subject Claims against third-party
manufacturers, suppliers, distributors, resellers, partners,
customers, and other licensees of Altera or any subsidiaries or other
affiliated parties of Altera. This covenant shall apply to and be
binding on any assignees, licensees, or other transferees of
Licensee's intellectual property rights. To the extent that such
covenant shall not automatically be binding on any such assignees,
licensees, or other transferees, the assigning party shall cause such
covenant to be so binding and shall indemnify and hold harmless
Altera, or any subsidiaries or other affiliated parties of Altera,
against all damages, costs, expenses, and other liabilities (including
attorneys' fees) incurred by Altera, or any subsidiaries or other
affiliated parties of Altera, that result from or relate to any
failure to cause such covenant to be so binding.

       12.13 If Licensee is an agency or instrumentality of the United
States Government, the Deliverables are "commercial computer software"
and "commercial computer software documentation", and pursuant to FAR
12.212 or DFARS 227.7202, and their successors, as applicable, use,
reproduction, and disclosure of the Deliverables are governed by the
terms of this Agreement. Contractor/manufacturer is Altera
Corporation, 101 Innovation Drive, San Jose, CA 95134 and its
licensors.

[END OF GHRD LICENSE VERSION 16.0]

===================================================================

THIRD-PARTY LICENSES

NOTE: The following third-party licenses and notices represent each
third-party contributor's use requirements for Your usage of any third-
party software incorporated into or provided in conjunction with the
Altera product(s) licensed under the Altera Software License Agreement
("Agreement").  The provisions contained in each such license apply
only to the respective Third-Party Components (as such term is defined
in the Agreement) and not to any Altera products licensed to You.

SoC Embedded Design Suite (EDS) THIRD-PARTY LICENSES
------------------------------------------------------------------
View SoC Embedded Design Suite (EDS) Third-Party License Agreements at 
http://dl.altera.com/eula or in your installation directory.
