About The Beta Participant Agreement
Congratulations on being selected to participate in an upcoming beta test!
This Beta Participant Agreement is a legal document between you and Playstack Ltd that outlines both your obligations and the company’s. It is important for you and Playstack that you are comfortable with these terms. While it may not be exciting reading, you should read the entire agreement before you sign it. If you do not understand or agree to any part of the agreement, you should not sign this document and instead ask questions before completing it.
By signing this document, you are agreeing to all the provisions. Included in these terms is your agreement to:
Actively play and evaluate the game being tested
Provide the types of feedback requested and respond to questions
Give Playstack all rights to any feedback you submit
Not disclose that you are participating in this test
Not show the materials to others
Not share copies, pictures, or videos of the test materials in any form
Not to post on social media
Return the test materials if requested
Thank you! We look forward to your participation in the test.
BETA PARTICIPANT AGREEMENT
This Beta Participant Agreement (“Agreement”) is made and entered into between the form participant (“Participant”) and Playstack Ltd. (“Playstack”), and is effective as of the date of acceptance by the Participant.
Participant is an individual that desires to participate in “beta testing”, which provides access to confidential game materials currently in development by Playstack. Playstack wishes to obtain the benefit of Participant’s services and reports as a beta tester of Playstack’ game materials. In consideration of the promises, and of the mutual covenants and conditions, the parties, agree to the following terms and conditions:
Beta Test Material. All components, accessories, and documentation related to each such beta test material and/or technology provided by Playstack regarding the game code-named Project: STOI including, but not limited to, specifications and other technical information, and all updates or revisions thereto, shall be referred to in the following provisions as the “Beta Test Material.” The parties hereto agree that Participant shall be a beta tester for the Beta Test Materials.
License. Playstack hereby grants Participant a non-exclusive, non-transferable consent and license to use Beta Test Material solely for the purpose of evaluating and testing the Beta Test Material for Playstack. The Beta Test Material may not be publicly disclosed, sublicensed, sold, assigned, leased, loaned, or otherwise transferred by Participant to any third party for any reason.
Playstack’ Obligations.
Playstack will deliver the Beta Test Material to Participant at Playstack’ expense.
Playstack has no obligation to develop or provide any updates or revisions to the Beta Test Material.
Participant’s Obligations.
Participant agrees to test and evaluate the Beta Test Material as requested and described herein. Participant agrees to familiarize itself with the Beta Test Material information provided by Playstack and to only use or test the Beta Test Material as directed. Participant will notify Playstack of any functional flaws, errors, anomalies, and problems directly or indirectly associated with the Beta Test Material known to or discovered by Participant. In addition, Participant agrees to provide Playstack with such reports via the methods designated by Playstack and to promptly respond to any and all reasonable inquiries, questionnaires, surveys, and other test documents submitted to Participant by Playstack.
Upon Playstack’ request to remove the Beta Test Material from their computer or device, Participant agrees to remove the Beta Test Material within 24 hours of Participant’s receipt of Playstack’ request to do so.
Any feedback, ideas, modifications, suggestions, improvements, and the like made by Participant with respect to the Beta Test Material (“Supportive Information”) will be the property of Playstack. Participant agrees to assign, and hereby assigns, all right, title, and interest worldwide in the Supportive Information and the related intellectual property rights to Playstack and agrees to assist Playstack, at Playstack’ expense, in perfecting and enforcing such rights. Playstack may disclose or use Supportive Information for any purposes whatsoever without any obligation to Participant.
Participant agrees to pay all incidental costs (such as, costs for Internet and phone services) associated with the testing of the Beta Test Material and incurred during Participant’s possession of the Beta Test Material.
Confidentiality
Participant acknowledges that as a beta tester, Participant may have access to, and Playstack may disclose to Participant, certain valuable information belonging to and relating to Playstack which Playstack considers confidential, including, but not limited to, information concerning the Beta Test Material, the Beta Test Material’s trademark(s) and trade name(s), computer programs, user manuals and other trade secrets (“Confidential Information”). Participant shall use the Confidential Information solely for testing purposes and, for a period of three (3) years from Participant’s receipt of the Confidential Information, shall not disclose, without Playstack’ written consent, such Confidential Information to third parties or use such Confidential Information for its own benefit or for the benefit of third parties.
This Agreement shall impose no obligation of confidentiality upon Participant with respect to any portion of the Confidential Information which: (i) now or hereafter, through no act or failure to act on Participant’s part, becomes generally known or available; (ii) is known to Participant at the time Participant receives same from Playstack as evidenced by written records; (iii) is hereafter furnished to Participant by a third party as a matter of right and without restriction on disclosure.
Proprietary Rights; No Right to Copy, Modify, or Disassemble.
The Beta Test Material provided by Playstack and all copies thereof, are proprietary to and the property of Playstack. All applicable rights in all copyrights, trademarks, trade secrets, trade names, patents and other intellectual property rights in or associated with the Beta Test Material are and will remain in Playstack and Participant shall have no such intellectual property rights in the Beta Test Material.
Participant may not copy or reproduce the Beta Test Material without Playstack’ prior written consent, except as reasonably needed to perform its obligations hereunder and subject to the following restrictions.
Participant agrees to secure and protect the Beta Test Material and all copies thereof in a manner consistent with the maintenance of Playstack’ rights.
Participant shall not reverse engineer, alter, modify, disassemble or decompile the Beta Test Material, or any part thereof, without Playstack’ prior written consent.
Disclaimer of Warranty. By its nature, the Beta Test Material may contain errors, bugs and other problems that could cause system failure and the testing and quality assurance of the Beta Test Material may not yet be completed. Because the Beta Test Material is subject to change, Playstack reserves the right to alter the Beta Test Material at any time, and any reliance on the Beta Test Material is at Participant’s own risk. PARTICIPANT ACCEPTS THE BETA TEST MATERIAL “AS IS.” PLAYSTACK MAKES NO WARRANTY OF ANY KIND REGARDING THE BETA TEST MATERIAL. PLAYSTACK HEREBY EXPRESSLY DISCLAIMS ALL IMPLIED AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTIES RIGHTS.
Term and Termination.
The term of this Agreement shall begin on the date set forth with the signature below and shall continue until terminated as set forth below. Upon termination of this Agreement for any reason, the three-year obligation to protect Confidential Information, as set forth in Section 5, shall survive such termination.
This Agreement may be terminated at any time for any reason by either party giving 24 hours prior written notice to the other party, subject to Section 8.c below. This Agreement shall automatically terminate upon the general release to the public of the final product derived from the Beta Test Material by Playstack. The parties acknowledge that Playstack is under no obligation to release any final product or Beta Test Material to the public.
Upon termination of this Agreement, Participant agrees to delete the Beta Test Material from any computers, phones, tablets or other devices on which it was installed. The provisions of, and the obligations of the parties under, Sections 4.c, 4.d, 5, 6, 7, 8 and 9, and any other provisions that would normally survive, shall survive the termination of this Agreement.
Limitation of Liability. IN NO EVENT SHALL PLAYSTACK BE LIABLE TO PARTICIPANT OR ANY THIRD PARTY FOR ANY GENERAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT, DIRECT, SPECIAL, OR PUNITIVE DAMAGES, ARISING OUT OF OR RELATING TO THE BETA TEST MATERIAL OR THE TRANSACTIONS CONTEMPLATED HEREIN.
Assignment; Severability. Participant agrees not to assign any rights under this Agreement; any attempted assignment shall be null and void and shall result in the termination of this Agreement. If any part of this Agreement shall be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of any other part or provision of this Agreement which shall remain in full force and effect.
Governing Law. This Agreement shall be governed by the laws of the State of California, excluding any such laws that might direct the application of the laws of another jurisdiction. The parties agree that the federal or state courts located in the State of California shall have exclusive jurisdiction to hear any dispute under this Agreement.
Entire Agreement. This Agreement represents the entire agreement between the parties regarding the subject matter hereof and supersedes any and all prior agreements between the parties, whether written or oral, regarding the subject matter hereof. This Agreement may not be modified or amended except by the written acceptance of both parties.