Through this Beta Participation Agreement (“BPA”, “Agreement”), you are being granted rights for the purposes of testing and providing feedback for proprietary, non-commercial, “beta” or “prerelease” applications, platform interfaces, services, features and/or functionalities in connection with Focus, a product developed by Design with Focus Ltd. This BPA has been drafted in order to allow a limited number of users to participate in our beta program, download and test the software and provide their feedback. Users participating in this Agreement will be called “beta testers” and they will have the ability to test our beta software, and report any problems, bugs, or other issues. The purpose of this BPA is to help us improve our product and fix any bugs and issues before we release it to the public.
1. User agreement
The rules, terms, and conditions contained in this document hereby form an Agreement and understanding among all the users (“beta testers”) and “Design with Focus Ltd” with respect to our services, business, beta software, and other applications that may be presented to beta testers. By being a participant of this Beta Participant Agreement you, as a beta tester, hereby affirm, confirm and acknowledge that you will abide by all the terms, rules, and conditions stated in this Agreement and that you will not violate any stated terms or rules.
By participating in this agreement, you agree and confirm that you understand that:
- Beta software is experimental, can contain bugs as well as errors that may cause various issues including loss of data entered while using the software and we cannot be held liable for any losses or damages.
- Design with Focus Ltd is not responsible for the correct functioning of the beta software.
- Any beta tester and participant can be deleted at any time.
- We can terminate access to the beta for any reason without explanation.
Any suggestions, ideas, improvements, feedback, modifications, and the like made by beta testers with respect to our software will be the property of Design with Focus Ltd. Beta testers agree that they assign all titles, rights, interests, and other intellectual property rights related to our software, without any credit or compensation. Beta testers further agree that they will assist us in perfecting and enforcing such rights. However, Design with Focus Ltd has the right to disclose the gathered information for any purposes whatsoever without any obligation to beta testers.
3. Confidential information
Design with Focus Ltd may share some confidential information with beta testers for the purposes of testing the beta software. This information may include source code, designs, suggestions, ideas, strategies, plans, and other alike information. All this information will be considered “confidential” (“confidential information”) and will be considered the sole property of Design with Focus Ltd.
4. Non-disclosure of confidential information
Beta testers and users of the Agreement understand, acknowledge, and agree that sharing, disseminating, or selling of the confidential information within or related to our services, website, and software will be detrimental to the integrity of our website, beta testers, all Agreement participant users and other people, and understand and agree to not share, sell, or disclose the confidential information such as source code, designs, suggestions, ideas, methods, strategies and tools plans, objectives and materials to any person, corporation, association, company or entity, and shall take all steps necessary to protect such confidential information and other materials from disclosure.
The users, members and other people with whom we share this information understand and acknowledge that any breach of this Agreement could result in damages, losses, costs, or expenses to Design with Focus Ltd and the offered services and such action will be subject to legal action which may be taken by the lawyers, legal consultants or other representatives of Design with Focus Ltd. In a dispute arising out of or related to this Agreement, we shall have the right to collect reasonable attorney fees, costs, and other legal expenditures from the beta testers and participants of this Agreement and other people in breach of this Agreement. This Agreement shall maintain its integrity should a provision (or any part thereof) be claimed unenforceable by a court of competent jurisdiction due to invalidity or conflict with any relevant law, and the unenforceable provision shall be construed in such a way as to preserve the intent for which it was created.
5. Beta tester relation to Design with Focus Ltd
You agree that you are only participating in this BPA as an independent contractor. Nothing contained in this Agreement shall in any way constitute or establish an intention of any employment relationship, association, partnership, or joint venture between you and Design with Focus Ltd.
6. No compensation
You agree that all tasks that you may undertake during your participation as a beta tester for the purpose of testing our software shall be performed without monetary or financial compensation or benefit of any kind, and without any expectation of such financial compensation or benefit now or in the future. This also includes any credits or shares and percentages of any kind. No monetary or any other compensation will be awarded to the beta tester.
7. Disclaimer of warranty
The beta software that we share with our beta testers and participants may contain errors, bugs, and other problems that could cause various system failures and other issues. By downloading or using any of our software, the user accepts all the risks the software may carry with it. Further, the beta tester also accepts that the beta software is being provided “as-is” and we make no warranty of any kind regarding the beta material. Design with Focus Ltd 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.
8. Term and termination
The term of this Agreement shall be set by Design with Focus Ltd and continue to run until it is deemed necessary. If any beta tester wants to opt-out of the agreement they should email us at [email protected] to discuss immediate termination of the Beta Participation Agreement.
9. Limitation of liability
In no event shall we be liable to the beta tester or BPA participant or any third party for any general, incidental, consequential, indirect, direct, special, or punitive damages, arising out of or relating to the beta material or any other activity herein.
A waiver of any default hereunder or of any of the terms and conditions of this Agreement shall not be deemed to be a continuing waiver or a waiver of any other default or of any other term or condition, but shall apply solely to the instance to which such waiver is directed.