NVIDIA SOFTWARE EVALUATION LICENSE AGREEMENT

IMPORTANT NOTICE – PLEASE READ AND AGREE BEFORE USING THE SOFTWARE

This software evaluation license agreement (“Agreement”) is a legal agreement between you, whether an
individual or entity, (“you”) and NVIDIA Corporation and its affiliates (“NVIDIA”) and governs the use of certain
NVIDIA CloudXR software and documentation that NVIDIA delivers to you under this Agreement (“Software”).
NVIDIA and you are each a “party” and collectively the “parties.”
This Agreement can be accepted only by an adult of legal age of majority in the country in which the Software is
used. If you don’t have the required age or authority to accept this Agreement, or if you don’t accept all the
terms and conditions of this Agreement, do not use the Software.

1. License Grants.

1.1 License Grant to You. The Software is licensed, not sold. Subject to the terms of this Agreement,
NVIDIA grants you a limited, non-exclusive, revocable, non-transferable, non-sublicensable (except
as expressly granted in this Agreement), license to:
(a) access, install and use copies of the Software,
(b) configure the Software using configuration files provided (if applicable),
(c) modify and create derivative works of any source code NVIDIA delivers to you as part of the
Software (“Derivatives”) (if applicable).

All the foregoing grants are only for internal test and evaluation purposes and, as applicable, for use (a) in
client systems, or (b) in server systems with NVIDIA GPUs (“Purpose”).

1.2 License Grant to NVIDIA. Subject to the terms of this Agreement, you grant NVIDIA a non-exclusive,
perpetual, irrevocable, sublicensable, worldwide, royalty-free, fully paid-up and transferable license,
under your intellectual property rights, to publicly perform, publicly display, reproduce, use, make,
have made, sell, offer for sale, distribute (through multiple tiers of distribution), import, create
derivative works of and otherwise commercialize and exploit at NVIDIA’s discretion any Derivatives
created by or for you. You may, but are not required to, deliver any Derivatives to NVIDIA.

2. License Restrictions. Your license to use the Software and Derivatives is restricted as stated in this “License
Restrictions” Section. You will cooperate with NVIDIA and, upon NVIDIA’s written request, you will confirm
in writing and provide reasonably requested information to verify your compliance with the terms of this
Agreement. You may not:

2.1 Use the Software or Derivatives for any purpose other than the Purpose, including but not limited to
in production;

2.2 Sell, rent, sublicense, transfer, distribute or otherwise make available to others (except Authorized
Users as stated in the “Authorized Users” Section) any portion of the Software or Derivatives, except
as expressly granted in Section 1.1 (“License Grant to You”);

2.3 Reverse engineer, decompile, or disassemble the Software components provided in binary form, nor
attempt in any other manner to obtain source code of such Software;

2.4 Modify or create derivative works of the Software, except as expressly granted in Section 1.1
(“License Grant to You”);

2.5 Change or remove copyright or other proprietary notices in the Software;

2.6 Bypass, disable, or circumvent any technical limitation, encryption, security, digital rights
management or authentication mechanism in the Software;

2.7 Use the Software or Derivatives in any manner that would cause them to become subject to an open
source software license; subject to the terms in Section 7 (“Components Under Other Licenses”);

2.8 Use the Software or Derivatives for the purpose of developing competing products or technologies
or assist a third party in such activities;

2.9 Replace any Software components governed by this Agreement with other software that
implements NVIDIA APIs;

2.10 Use the Software or Derivatives in violation of any applicable law or regulation in the relevant
jurisdictions; or

2.11 Use the Software in or with any system or application where the use or failure of such system or
application developed or deployed with Software could result in injury, death or catastrophic
damage (“Mission Critical Applications”). NVIDIA will not be liable to you or any third party, in whole
or in part, for any claims or damages arising from uses in Mission Critical Applications.

2.12 Disclose any evaluation or test results regarding the Software or Derivatives without NVIDIA’s prior
written consent.

3. Authorized Users. You may allow employees and contractors of your entity or of your subsidiary(ies), and
for educational institutions also enrolled students, to internally access and use the Software as authorized
by this Agreement from your secure network to perform the work authorized by this Agreement on your
behalf. You are responsible for the compliance with the terms of this Agreement by your authorized users.
Any act or omission that if committed by you would constitute a breach of this Agreement will be deemed to
constitute a breach of this Agreement if committed by your authorized users.

4. Pre-Release. Software versions identified as alpha, beta, preview, early access or otherwise as pre-release
may not be fully functional, may contain errors or design flaws, and may have reduced or different security,
privacy, availability and reliability standards relative to NVIDIA commercial offerings. You use pre-release
Software at your own risk. NVIDIA did not design or test the Software for use in production or business
critical systems. NVIDIA may choose not to make available a commercial version of pre-release Software.
NVIDIA may also choose to abandon development and terminate the availability of pre-release Software at
any time without liability.

5. Your Privacy: Collection and Use of Information.

5.1 Privacy Policy. Please review the NVIDIA Privacy Policy, located at https://www.nvidia.com/enus/about-nvidia/privacy-policy, which explains NVIDIA’s policy for collecting and using data, as well
as visit the NVIDIA Privacy Center, located at https://www.nvidia.com/en-us/privacy-center, to
manage your consent and privacy preferences.

5.2 Collection Purposes. You also acknowledge that the Software collects data for the following
purposes: (a) properly configure and optimize products for use with Software; and (b) improve
NVIDIA products and services. Information collected by the Software includes: (i) application
configuration; (ii) browser version; (iii) and session metadata (i.e. performance and usage
statistics). Additionally, NVIDIA may collect certain personal information, such as your name
and email address or those of your authorized users, and other information necessary to
authenticate and enable you or your authorized users’ access to the Software. Where appropriate
you will disclose to, and obtain any necessary consent from, your authorized users to allow NVIDIA
to collect such information.

5.3 Third Party Privacy Practices. The Software may contain links to third party websites and services.
NVIDIA encourages you to review the privacy statements on those sites and services that you choose
to visit to understand how they may collect, use and share your data. NVIDIA is not responsible for
the privacy statements or practices of third-party sites or services.

6. Updates. NVIDIA may at any time and at its option, change, discontinue, or deprecate any part, or all, of the
Software, or change or remove features or functionality, or make available patches, workarounds or other
updates to the Software. Unless the updates are provided with their separate governing terms, they are
deemed part of the Software licensed to you under this Agreement, and your continued use of the Software
is deemed acceptance of such changes.

7. Components Under Other Licenses. The Software may include or be distributed with components provided
with separate legal notices or terms that accompany the components, such as open source software licenses
and other license terms (“Other Licenses”). The components are subject to the applicable Other Licenses,
including any proprietary notices, disclaimers, requirements and extended use rights; except that this
Agreement will prevail regarding the use of third-party open source software, unless a third-party open
source software license requires its license terms to prevail. Open source software license means any
software, data or documentation subject to any license identified as an open source license by the Open
Source Initiative (http://opensource.org), Free Software Foundation (http://www.fsf.org) or other similar
open source organization or listed by the Software Package Data Exchange (SPDX) Workgroup under the
Linux Foundation (http://www.spdx.org).

8. Ownership.

8.1 NVIDIA Ownership. The Software, including all intellectual property rights, is and will remain the sole
and exclusive property of NVIDIA or its licensors. Except as expressly granted in this Agreement,
(a) NVIDIA reserves all rights, interests and remedies in connection with the Software, and (b) no
other license or right is granted to you by implication, estoppel or otherwise.

8.2 Your Ownership. Subject to the rights of NVIDIA and its suppliers in the Software, which continue to
be licensed as stated in this Agreement, even when incorporated in your products, and the extent
permitted by applicable law, as between you and NVIDIA, you hold all rights, title and interest in and
to your services, applications and Derivatives you develop as permitted in this Agreement including
their respective intellectual property rights.

9. Feedback. You may, but are not obligated to, provide suggestions, requests, fixes, modifications,
enhancements or other feedback regarding your use of the Software (“Feedback”). Feedback, even if
designated as confidential by you, will not create any confidentiality obligation for NVIDIA or its affiliates. If
you provide Feedback, you hereby grant NVIDIA, its affiliates and its designees a nonexclusive, perpetual,
irrevocable, sublicensable, worldwide, royalty-free, fully paid-up and transferable license, under your
intellectual property rights, to publicly perform, publicly display, reproduce, use, make, have made, sell,
offer for sale, distribute (through multiple tiers of distribution), import, create derivative works of and
otherwise commercialize and exploit the Feedback at NVIDIA’s discretion.

10. Confidentiality. You may use confidential information only to exercise your rights and perform your
obligations under this Agreement. You will not disclose, nor authorize others to disclose NVIDIA Confidential
Information to any third party, except as expressly authorized in this Agreement and as necessary for the
Purpose, without obtaining NVIDIA’s prior written approval. Each recipient of confidential information must
be subject to a written agreement that includes confidentiality obligations consistent with these terms and
must have a need to know for the Purpose. You will protect the NVIDIA Confidential Information with at
least the same degree of care that you use to protect your own similar confidential and proprietary
information, but no less than a reasonable degree of care. Confidential information includes, but is not
limited to, the Software, including its features and functionality, Derivatives, and any results of
benchmarking or other competitive analysis or regression or performance data relating to the Software.
No Publicity. You may not issue any public statements about this Agreement, disclose the Software or
Derivatives, or any information or results related to your use of the Software, without prior written approval
of NVIDIA.

11. Term and Termination.

11.1 Term. This Agreement has a duration of twelve (12) months starting from the date of initial
download (even if you download the same version or updates of the Software later and it is
accompanied by this Agreement or another Agreement), unless terminated earlier in accordance
with this Agreement.

11.2 Termination for Convenience. Either party may terminate this Agreement at any time with thirty (30)
days’ advance written notice to the other party.

11.3 Termination for Cause. If you commence or participate in any legal proceeding against NVIDIA with
respect to the Software, this Agreement will terminate immediately without notice. Either party may
terminate this Agreement upon notice for cause if:
(a) the other party fails to cure a material breach of this Agreement within ten (10) days of the
non-breaching party’s notice of the breach; or
(b) the other party breaches its confidentiality obligations or license rights under this
Agreement, which termination will be effective immediately upon written notice.

11.4 Effect of Termination. Upon any expiration or termination of this Agreement, you will promptly
(a) stop using and return, delete or destroy NVIDIA confidential information and all Software
received under this Agreement, and (b) delete or destroy Derivatives created under this Agreement,
unless an authorized NVIDIA representative provides prior written approval that you may keep a
copy of the Derivatives solely for archival purposes. Upon written request, you will certify in writing
that you have complied with your obligations under this “Effect of Termination” Section.

11.5 Survival. The “License Grant to NVIDIA”, “Updates”, “Components Under Other Licenses”,
“Ownership”, “Feedback”, “Confidentiality”, “No Publicity”, “Effect of Termination”, “Survival”,
“Disclaimer of Warranties”, “Limitation of Liability”, “Indemnity” and all “General” Sections of this
Agreement will survive any expiration or termination of this Agreement.

12. Disclaimer of Warranties. THE SOFTWARE IS PROVIDED BY NVIDIA AS-IS AND WITH ALL FAULTS. TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NVIDIA DISCLAIMS ALL WARRANTIES AND
REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, RELATING TO OR ARISING
UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF TITLE,
NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, USAGE OF TRADE AND
COURSE OF DEALING. NVIDIA DOES NOT WARRANT OR ASSUME RESPONSIBILITY FOR THE ACCURACY OR
COMPLETENESS OF ANY THIRD-PARTY INFORMATION, TEXT, GRAPHICS, LINKS CONTAINED IN THE
SOFTWARE. WITHOUT LIMITING THE FOREGOING, NVIDIA DOES NOT WARRANT THAT THE SOFTWARE WILL
MEET YOUR REQUIREMENTS, ANY DEFECTS OR ERRORS WILL BE CORRECTED, ANY CERTAIN CONTENT WILL
BE AVAILABLE; OR THAT THE SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO
INFORMATION OR ADVICE GIVEN BY NVIDIA WILL IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY
EXPRESSLY PROVIDED IN THIS AGREEMENT. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING THE
APPROPRIATENESS OF USING THE SOFTWARE OR DERIVATIVES AND ASSUME ANY RISKS ASSOCIATED WITH
YOUR USE OF THE SOFTWARE OR DERIVATIVES.

13. Limitations of Liability.

13.1 EXCLUSIONS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL
NVIDIA BE LIABLE FOR ANY (A) INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL
DAMAGES, OR (B) DAMAGES FOR THE (I) COST OF PROCURING SUBSTITUTE GOODS OR (II) LOSS OF
PROFITS, REVENUES, USE, DATA OR GOODWILL ARISING OUT OF OR RELATED TO THIS AGREEMENT,
WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR
OTHERWISE, AND EVEN IF NVIDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND
EVEN IF A PARTY’S REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

13.2 DAMAGES CAP. ADDITIONALLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
NVIDIA’S TOTAL CUMULATIVE AGGREGATE LIABILITY FOR ANY AND ALL LIABILITIES, OBLIGATIONS OR
CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED ONE HUNDRED U.S.
DOLLARS (US$100).

14. Indemnity. You will defend, indemnify and hold harmless NVIDIA and its affiliates, and their respective
employees, contractors, agents, officers and directors, from and against any and all third party claims,
damages, obligations, losses, liabilities, costs or debt, fines, restitutions and expenses (including but not
limited to attorney’s fees and costs incident to establishing the right of indemnification) arising out of use of
the Software and Derivatives outside of the scope of this Agreement or in breach of the terms of this
Agreement.

15. General.

15.1 Governing Law and Jurisdiction. This Agreement will be governed in all respects by the laws of the
United States and the laws of the State of Delaware, without regard to conflict of laws principles or
the United Nations Convention on Contracts for the International Sale of Goods. The state and
federal courts residing in Santa Clara County, California will have exclusive jurisdiction over any
dispute or claim arising out of or related to this Agreement, and the parties irrevocably consent to
personal jurisdiction and venue in those courts; except that either party may apply for injunctive
remedies or an equivalent type of urgent legal relief in any jurisdiction.

15.2 Independent Contractors. The parties are independent contractors, and this Agreement does not
create a joint venture, partnership, agency or other form of business association between the
parties. Neither party will have the power to bind the other party or incur any obligation on its
behalf without the other party’s prior written consent. Nothing in this Agreement prevents either
party from participating in similar arrangements with third parties.

15.3 No Assignment. NVIDIA may assign, delegate or transfer its rights or obligations under this
Agreement by any means or operation of law. You may not, without NVIDIA’s prior written consent,
assign, delegate or transfer any of your rights or obligations under this Agreement by any means or
operation of law, and any attempt to do so is null and void.

15.4 No Waiver. No failure or delay by a party to enforce any term or obligation of this Agreement will
operate as a waiver by that party, or prevent the enforcement of such term or obligation later.

15.5 Trade Compliance. You agree to comply with all applicable export, import, trade and economic
sanctions laws and regulations, as amended, including without limitation U.S. Export Administration
Regulations and Office of Foreign Assets Control regulations. You confirm (a) your understanding
that export or reexport of certain NVIDIA products or technologies may require a license or other
approval from appropriate authorities and (b) that you will not export or reexport any products or
technology, directly or indirectly, without first obtaining any required license or other approval from
appropriate authorities, (i) to any countries that are subject to any U.S. or local export restrictions
(currently including, but not necessarily limited to, Belarus, Cuba, Iran, North Korea, Russia, Syria,
the Region of Crimea, Donetsk People’s Republic Region and Luhansk People’s Republic Region); (ii)
to any end-user who you know or have reason to know will utilize them in the design, development
or production of nuclear, chemical or biological weapons, missiles, rocket systems, unmanned air
vehicles capable of a maximum range of at least 300 kilometers, regardless of payload, or intended
for military end-use, or any weapons of mass destruction; (iii) to any end-user who has been
prohibited from participating in the U.S. or local export transactions by any governing authority; or
(iv) to any known military or military-intelligence end-user or for any known military or military-
intelligence end-use in accordance with U.S. trade compliance laws and regulations.

15.6 Government Rights. The Software, documentation and technology (“Protected Items”) are
“Commercial products” as this term is defined at 48 C.F.R. 2.101, consisting of “commercial
computer software” and “commercial computer software documentation” as such terms are used
in, respectively, 48 C.F.R. 12.212 and 48 C.F.R. 227.7202 & 252.227-7014(a)(1). Before any Protected
Items are supplied to the U.S. Government, you will (i) inform the U.S. Government in writing that
the Protected Items are and must be treated as commercial computer software and commercial
computer software documentation developed at private expense; (ii) inform the U.S. Government
that the Protected Items are provided subject to the terms of the Agreement; and (iii) mark the
Protected Items as commercial computer software and commercial computer software
documentation developed at private expense. In no event will you permit the U.S. Government to
acquire rights in Protected Items beyond those specified in 48 C.F.R. 52.227-19(b)(1)-(2) or 252.227-
7013(c) except as expressly approved by NVIDIA in writing.

15.7 Notices. Please direct your legal notices or other correspondence to legalnotices@nvidia.com with a
copy mailed to NVIDIA Corporation, 2788 San Tomas Expressway, Santa Clara, California 95051,
United States of America, Attention: Legal Department. If NVIDIA needs to contact you about the
Software, you consent to receive the notices by email and agree that such notices will satisfy any
legal communication requirements.

15.8 Severability. If a court of competent jurisdiction rules that a provision of this Agreement is
unenforceable, that provision will be deemed modified to the extent necessary to make it
enforceable and the remainder of this Agreement will continue in full force and effect.

15.9 Amendment. Any amendment to this Agreement must be in writing and signed by authorized
representatives of both parties.

15.10 Entire Agreement. Regarding the subject matter of this Agreement, the parties agree that (a) this
Agreement constitutes the entire and exclusive agreement between the parties and supersedes all
prior and contemporaneous communications and (b) any additional or different terms or conditions,
whether contained in purchase orders, order acknowledgments, invoices or otherwise, will not be
binding and are null and void.

(v. February 25, 2025)

NVIDIA Confidential