Beta Agreement
From DevRiot for VS .Net Documentation
We appreciate your interest in our beta test program. To participate please review and confirm your acceptance of the Beta Software License Agreement shown below. Use of DevRiot Beta Software requires and is subject to an accepted Beta Software License Agreement.
The Product is still under development and testing. efeKctive has not made any Beta Product generally available as a formal efeKctive product available for licensing by its customers ("GA Product"). Licensee should not place the Beta Product into a production environment.
This Agreement is between the entity or individual assenting to this agreement ("Licensee") and efeKctive, LLC. ("efeKctive"), effective as of the date of such assent by Licensee.
efeKctive owns the Beta Product (as defined below), or the right to license its use, and is willing to grant to Licensee a limited license to use such Beta Product, on the following terms:
1) BETA LICENSE. Subject to the terms of this Agreement, efeKctive grants Licensee, from time to time and effective upon each delivery of a beta, or other preliminary version of an efeKctive software product and related documentation (collectively the "Beta Product"), a worldwide, limited, non-exclusive and non-transferable license to install and use the Beta Product on any central processing unit ("CPU") owned or leased by Licensee and located at its premises, solely for the purpose of internal testing. The Beta Product also includes new versions and upgrades, if any.
2) RESTRICTIONS ON USE. Licensee agrees NOT to:
(a) use the Beta Product to process production data, or where it may be used as would the GA Product; (b) use the Beta Product with data or information that has not been backed up; (c) decompile, disassemble, reverse engineer or otherwise attempt to derive the Beta Product's source code from object code (d) sell, rent, lease, license, sublicense, display, modify, time share, outsource or otherwise transfer the Beta Product to any third party; (e) release any results of performance tests related to Beta Product to any third party without efeKctive's prior written consent; and (f) use the Beta Product for any purpose other than as specifically provided in this Agreement.
3) FEEDBACK. Licensee shall promptly provide to efeKctive, in writing where available, any relevant feedback on the functionality and performance of the Beta Product.
4) COPYRIGHT AND OWNERSHIP. All title and copyrights in and to the Beta Product, including but not limited to all modifications thereto, are owned by efeKctive. Licensee agrees not to claim or assert title to or ownership of Beta Product. Licensee may not remove or alter any copyright or proprietary notice from copies of the Beta Product.
5) CONFIDENTIAL AND Proprietary Information. Licensee acknowledges and agrees that efeKctive treats the Beta Product as valuable confidential information and trade secrets of efeKctive. Licensee may not use the Beta Product other than as specifically allowed under this Agreement, and has no right to disclose the Beta Product, any part thereof, or any information learned from its use of the Beta Product, to third parties, except to those employees or onsite consultants of Licensee who have a need to know for Licensee's internal testing, who are under obligation of confidentiality to Licensee consistent with Licensee's obligations under this Agreement, and whom Licensee has advised of their obligations with respect to such confidential information. Licensee shall use reasonable care and protection to prevent the unauthorized use, copying, publication or dissemination of the Beta Product. Except as expressly provided herein, neither party may, without the written consent of the other party, disclose the terms of this Agreement to any third party or publicly announce the existence of the Agreement or its terms, or advertise or release any publicity in this regard.
6) TERMINATION. Any license granted under this Agreement terminates on the earlier of:
(a) upon notice of termination from efeKctive.
Upon termination of any license or this Agreement, Licensee shall cease using the terminated Beta Product and shall uninstall the Beta Product. Also, upon the request of efeKctive, Licensee agrees to certify to efeKctive in writing the destruction of the Beta Product. The other applicable terms of this Agreement survive the termination of any Beta Product license.
If a GA Product is announced, replacing a Beta Product, and Licensee desires to acquire a license to use that GA Product, then Licensee must license that GA Product on the then current license terms with efeKctive.
7) DISCLAIMER OF WARRANTY, LIMITATION OF LIABILITY AND EXCLUSIVE REMEDY.
(A) THE BETA PRODUCT IS PROVIDED "AS IS" WITHOUT ANY WARRANTY OF ANY KIND WHATSOEVER. EFEKCTIVE DOES NOT WARRANT THAT THE BETA PRODUCT WILL SATISFY LICENSEE'S REQUIREMENTS, THAT THE BETA PRODUCT IS WITHOUT DEFECT OR ERROR OR THAT THE OPERATION OF THE BETA PRODUCT WILL BE UNINTERUPTED. EFEKCTIVE DISCLAIMS ANY AND ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, MADE WITH RESPECT TO THE BETA PRODUCT, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; AND
(B) EFEKCTIVE DISCLAIMS AND REJECTS ANY LIABILITY TO LICENSEE, OR ANY OTHER INDIVIDUAL OR ENTITY, FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE FOR INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE BETA PRODUCT.
8) MISCELLANEOUS.
(a) Feedback. efeKctive shall own all Licensee provided feedback and test results relating to the Beta Product, and any modifications or derivatives of the Beta Product. If requested by efeKctive, Licensee agrees to execute such further instruments as efeKctive may reasonably request confirming efeKctive's ownership interest in such feedback.
(b) No-Guarantee as to New Versions. Licensee acknowledges and agrees that efeKctive is under no obligation to provide any maintenance releases, updates or new versions of Beta Product. efeKctive does not guarantee that the Beta Product will become a GA Product. If a GA Product is announced replacing a Beta Product, efeKctive does not guarantee that the GA Product will be similar in functionality to the comparable Beta Product version licensed under this Agreement. This Agreement creates no obligation on behalf of Licensee to license the GA Product.
(c) Entire Agreement and Modifications. This Agreement is the entire understanding between Licensee and efeKctive and replaces any prior communication, agreement or understanding of any kind, oral or written, concerning this subject matter. This Agreement may only be changed if mutually agreed to in writing between Licensee and an authorized representative of efeKctive.
(d) Enforceability and Non-Assignment. If any part of this Agreement is found to be invalid or unenforceable, that part will be modified to the extent necessary to eliminate its invalidity or unenforceability and the remaining terms will be in full force and effect. Licensee may not assign or otherwise transfer this Agreement or any of its rights or obligations without the prior written consent of efeKctive.
(e) Independent Contractor. Nothing in this Agreement will be construed as creating a joint venture, partnership or principal/agent relationship between the parties.
I have read this Agreement and certify that I have the authority to accept the terms and conditions of the Beta Software License Agreement on behalf of Company/Licensee.
