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For products used or services provided in Japan, the distributing Synopsys entity is Nihon Synopsys Co. For products used or services provided in any country other than those identified above, the distributing Synopsys entity is Synopsys International Limited, based in Ireland. Audit and Compliance. Synopsys may audit using its own employees and those of an independent auditing firm that is subject to appropriate confidentiality obligations your use of the Licensed Products and Documentation to verify your compliance with this Agreement.
You agree to give Synopsys or the auditing firm reasonable access to your facilities and records for purposes of conducting these audits. Synopsys will give you at least five days advance notice before conducting an audit.
Audits will be conducted during normal business hours and no more than once per year, unless Synopsys has a good-faith basis for believing that more frequent audits are warranted.
Synopsys will bear all the costs it incurs including the fees and expenses of the auditing firm, if any in conducting an audit, unless the audit reveals that you have failed to comply with this Agreement in a material way, in which case you agree to reimburse Synopsys for these costs. Either party's failure to enforce any provision of this Agreement will not be deemed a waiver of the future enforcement of that provision or enforcement of any other provision. In order to be binding, a waiver must be in writing and signed by the party giving the waiver.
Independent Contractors. The parties to this Agreement are independent contractors. Neither party is the agent or partner of the other party, or has any power or authority to act on behalf of the other party.
Except where this Agreement expressly provides exclusive remedies, all rights and remedies of either party including termination rights are cumulative. You agree that monetary damages alone would not be an adequate remedy, and therefore Synopsys will be entitled to injunctive relief if you materially breach the license restrictions or confidentiality provisions in this Agreement.
Nothing contained in any agreement between you and Synopsys shall in any way modify the terms hereof or add any additional terms or conditions to this Agreement. The prevailing party in any litigation in connection with this Agreement shall be entitled to an award of reasonable attorneys' fees and costs.
If, for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of this Agreement will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this Agreement will continue in full force and effect.
This Agreement shall be governed by and construed under the laws of the State of California, USA, without regard for its conflict of laws principles. This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements and representations, oral or written, express or implied, regarding such subject matter.
This Agreement shall only be modified or amended in a writing signed by duly authorized representatives of the parties hereto. Cloud Synopsys in the Cloud. Community Community Overview. Analog IP Data Converters.
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