【License Agreement】

By downloading, installing, or otherwise using data of SPICE models for LTspice® or OrCAD® PSpice® (in whole or in part, the “SPICE Models”) and manuals and related documents of the SPICE Models (in whole or in part, together with the SPICE Models, collectively, the “Data”) for semiconductor products which are designed or provided by Sanken Electric Co., Ltd. (“Sanken”), you are assumed to have fully agreed to abide by this License Agreement (or “Agreement”). If you choose not to agree with this Agreement, do not download, install, or use the Data. The Data that Sanken provides is developed by MoDeCH Inc. (“MoDeCH”).

1. License Provisions
(1) Limited Grant of the License
Subject to all the provisions herein, Sanken hereby grants to you, to the extent that you accept and comply with all the provisions herein, a limited, non-exclusive, and non-transferable license to use the Data to simulate systems that use semiconductor devices manufactured by or for Sanken (the “Sanken Products”). Sanken retains the rights to, at its sole discretion, terminate your right to use the Data and any information generated using the Data under this Agreement.
(2) Scope of the License
The Data are specifically designed for using solely and exclusively the Sanken Products. You can only use the Data for the purpose of design, simulation and operation check using the Sanken Products.
(3) Specifications to use the Data
LTspice® (Analog Devices, Inc.)
OrCAD® PSpice® (Cadence Design Systems, Inc.)
(4) Restrictions

• You may not incorporate any parameters contained in the SPICE Models into products designed and manufactured by or for you, users or any third party.
• You must not, in whole or in part, decrypt, reverse-engineer, or otherwise attempt to discover the source codes or resources of the SPICE Models, or revise, modify, and adapt the models created by such attempts in any manner, except and only to the extent that such activity is expressly permitted by applicable law.
• You may not remove, overprint or deface any notice of copyright, trademark, logo, intellectual property, and other notices of ownership from the Data.
• No contents in the Data can be transcribed or copied or both without Sanken’s prior written consent. You may not sale, transfer, assign, lend, reprint, distribute or deliver the Data to any third party.
• You must not use the Data for the purpose of any military applications or use, including but not limited to the development of weapons of mass destruction. In the event of exporting the Data, or providing them for non-residents, you must comply with all applicable export control laws and regulations in each country including the U.S. Export Administration Regulations (EAR) and the Foreign Exchange and Foreign Trade Act of Japan, and follow the procedures required by such applicable laws and regulations. You must not, directly or indirectly, export or re-export processes, products, equipment, software, or services created by using the Data (including but not limited to the SPICE Models) to any country to which the government of the country concerned (including but not limited to the government of Japan) or any agency thereof requires an export license or other governmental approval at the time of export or re-export, without first obtaining such license or approval, as required by such applicable laws and regulations, rules, and orders.

2. Warranties and Limitations

• The Data, all contents in the Data and results obtained through the use of the Data are presented for the sole purpose of reference of use of the Sanken Products and no license, express, implied or otherwise, is granted hereby under any intellectual property rights or any other rights of Sanken and MoDeCH.
• Sanken and MoDeCH assume no responsibility whatsoever for any and all damages and losses that may be suffered by you, users or any third party, or any possible infringement of any and all property rights including intellectual property rights and any other rights of you, users or any third party, resulting from the Data, the contents in the Data and results obtained through the use of the Data.
• Sanken and MoDeCH assume no responsibility for any results and information which you will obtain through the use of the Data (including its accuracy, usefulness, and reliability). You shall, at your own responsibility and prior to using the Sanken Products, verify, test, and confirm the Sanken Products physically on the actual equipments or systems in/for which the Sanken Products are used.
• Unless otherwise agreed in writing between Sanken and you, Sanken and MoDeCH make no warranty of any kind, whether express or implied, as to the quality of the Data (including the merchantability, and fitness for a particular purpose or a special environment thereof), and any contents in the Data (including its accuracy, usefulness, and reliability).
• Although Sanken and MoDeCH have prepared the Data with due care to pursue the accuracy thereof, Sanken and MoDeCH do not warrant that it is error free and Sanken and MoDeCH assume no liability whatsoever for any and all damages and losses which may be suffered by you resulting from any possible errors or omissions in connection with the contents in the Data.
• In no event shall Sanken and MoDeCH be liable for any special, indirect, incidental, punitive or damages caused, arising in any way out of and this Agreement, or your use of the Data, whether or not Sanken and MoDeCH have been advised of the possibility of such damages. These excluded damages include, but are not limited to, damages to credit, damages due to malfunction or functional failure on systems, cost of removal or reinstallation, procurement of substitute goods or services, outside computer time, labor costs, loss of data, loss of goodwill, loss of profits, loss of savings, loss of use or interruption of business or other economic loss.
• You must take, at your own responsibility, preventative measures including using a sufficient safety design and confirming safety of any equipment or systems in/for which the Data are used, upon due consideration of fail-safe, etc., in order not to cause any human injury or death, fire accident or social harm which may result from any failure or malfunction of the Data. Sanken and MoDeCH assume no responsibility for such human injury or death, fire accident or social harm.
• All contents in the Data and this Agreement are subject to any change without notice due to improvement, etc. Please make sure that the contents in the Data and this Agreement reflect the latest revisions before use.
• Nothing in the Agreement will be construed as an obligation for Sanken and MoDeCH to maintain or support the Data or to provide upgrades, updates or plug-ins to the Data.

3. Others

• Subject to the license granted to you pursuant to this Agreement, Sanken or MoDeCH and its licensors own and shall continue to own all right, title, and interest in and to the Data, including all copies thereof.
• All rights and title in and to any specific trademark or tradename belong to Sanken and such original right holder(s).
• Upon termination or cancellation of the license granted to you hereunder, according to the instructions provided by Sanken, you shall return to Sanken or delete all SPICE Models and copies thereof in your possession or control within one (1) month from the date of the termination or cancellation, or immediately after requested to do so by Sanken, and, if requested by Sanken, submit to Sanken a written certification stating that such deletions have taken place.
• This Agreement shall be governed by and construed in accordance with the laws of Japan without reference to its conflicts of law rules. Any claims or disputes between you and Sanken arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the Tokyo District Court of Japan.

PDTGN-ZEZ-23001