Beta Test Agreement
Last updated January 6, 2020.
Thanks for joining our MODU Beta Test.
By using MODU or signing up for an account, you’re agreeing to these Terms, which will result in a legal agreement between you and MODU (“Agreement”). We’ll start with the basics, including a few definitions that should help you understand these Terms. MODU (“Modu,” “we,” or “us”) is an automated design platform (the “App”) that will allow you to create and launch mini digital marketing campaigns, including, without limitation, emails, advertisements, landing pages, and social content among other things. MODU is a product by Bexi (“the Company”), a Delaware Corporation whose legal name is Bexi, Inc. As a Beta tester of MODU, you’re a “User” according to this Agreement (or “you”).
- 1 - License
Subject to the terms and conditions of this Agreement, Bexi grants the User a nonexclusive, nontransferable license to use MODU (“App”) for a period designated by the Company for the purpose of testing and evaluating the Service. This license can be terminated anytime without any notice.
- 2 - Confidential Information
The User agrees that it will at all times hold in strict confidence and not disclose Confidential Information (as defined below) to any third party except as approved in writing by the Company and will use the Confidential Information for no purpose other than evaluating the App. The User shall only permit access to Confidential Information to those of its employees having a need to know and who have signed confidentiality agreements or are otherwise bound by confidentiality obligations at least as restrictive as those contained herein. “Confidential Information” means all non-public materials and information provided or made available by the Company to the User, including products and services, features and functions, information regarding technology, know-how, processes, software programs, research, development, financial information and information the Company provides regarding third parties.
- 3 - Termination
The User’s obligations under this Agreement with respect to any portion of the Confidential Information shall terminate when the User can document that: (a) it was in the public domain at the time it was communicated to the User; (b) it entered the public domain subsequent to the time it was communicated to the User through no fault of the User; (c) it was in the User’s possession free of any obligation of confidence at the time it was communicated to the User; (d) it was rightfully communicated to the User free of any obligation of confidence subsequent to the time it was communicated to the User; or (e) it was developed by employees or agents of the User who had no access to any information communicated to the User. After User’s evaluation of the Service is complete, or upon request of the Company, the User shall promptly return to the Company all documents, notes, and other tangible materials and return or certify the destruction of all electronic documents, notes, software, data, and other materials in electronic form representing the Confidential Information and all copies thereof.
- 4 - Intellectual Property
The User agrees that nothing contained in this Agreement shall be construed as granting any ownership rights to any Confidential Information disclosed pursuant to this Agreement, or to any invention or any patent, copyright, trademark, or another intellectual property right. The User shall not make, have made, use or sell for any purpose any product or other item using, incorporating or derived from any Confidential Information or the Service. The User will not modify, reverse engineer, decompile, create other works from, or disassemble any software programs contained in the Confidential Information or the Service.
Ownership and Copyright of the Modu website and the App remain with Bexi. The App is copyrighted and is protected by the United States copyright laws and international treaty provisions. The User will not remove copyright notices from the App or the Projects generated with the App. The User agrees to prevent any unauthorized use of the App. Except as expressly provided herein, Bexi does not grant any express or implied right to the User under Bexi patents, copyrights, trademarks, or trade secret information.
- 5 - No warranty
This Service is a beta release offering and is not at the level of performance of a commercially available product offering. The Service may not operate correctly and may be substantially modified prior to first commercial release, or at Company’s option may not be released commercially in the future. THE SERVICE AND DOCUMENTATION ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, AND COMPANY AND ITS LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR CONSULTATION GIVEN BY COMPANY, ITS AGENTS OR EMPLOYEES WILL IN ANY WAY GIVE RISE TO A WARRANTY. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SERVICE REMAINS WITH THE USER.
- 6 - Liability
COMPANY AND ITS LICENSORS SHALL NOT BE LIABLE FOR LOSS OF USE, LOST PROFIT, COST OF COVER, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THE SERVICE OR THIS AGREEMENT, HOWEVER, CAUSED AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) STRICT LIABILITY, OR OTHERWISE, EVEN IF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL COMPANY’S AGGREGATE CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED $0.00 OR THE AMOUNT User ACTUALLY PAID COMPANY UNDER THIS AGREEMENT (IF ANY).
- 7 - Obligations
The User’s obligations under this Agreement shall survive any termination of this agreement. This Agreement shall be governed by and construed in accordance with the laws of California. The User hereby agrees that breach of this Agreement will cause Company irreparable damage for which recovery of damages would be inadequate and that the Company shall, therefore, be entitled to obtain timely injunctive relief under this Agreement, as well as such further relief as may be granted by a court of competent jurisdiction. The User will not assign or transfer any rights or obligations under this Agreement without the prior written consent of the Company.
- 8 - Beta Testing
The User agrees to report any flaws, errors or imperfections discovered in any software or other materials where User has been granted access to the Beta Test. User understands that prompt and accurate reporting is the purpose of the Beta Tests and undertakes to use best efforts to provide frequent reports on all aspects of the product both positive and negative and acknowledges that any improvements, modifications, and changes arising from or in connection with the User’s contribution to the App, remain or become the exclusive property of Bexi.
- 9 - Privacy
When the User interacts with the App, MODU automatically collects certain information about the User’s device, including information about the web browser, IP address, time zone, and some of the cookies that are installed on the User’s device. Additionally, we use analytics (information about the number of visits, clicks, etc.) of the projects created by the User on our App (landing pages, emails, ads, etc.), with the purpose of training MODU’s Artificial Intelligence and create the most effective projects possible.
- 10 - Collecting Information
We collect Device Information using the following technologies:
- “Cookies” are data files that are placed on your device or computer and often include an anonymous unique identifier. For more information about cookies, and how to disable cookies, visit http://www.allaboutcookies.org.
- “Log files” track actions occurring on the Site, and collect data including your IP address, browser type, Internet service provider, referring/exit pages, and date/time stamps.
- “Web beacons,” “tags,” and “pixels” are electronic files used to record information about how you browse the Site.
For more information about our terms and privacy practices, if you have questions, or if you would like to make a complaint, please contact us by e-mail at firstname.lastname@example.org.