This agreement is made between Freeland VR AB with Company registration no. 559256-7282 (“the Company”) and name (“Tester”) as stated in the Closed Beta Form, as annexed herein effective from the date of 29 May 2020.
This agreement is intended to prevent the unauthorized disclosure of Confidential Information as defined below pertaining to Tester’s agreement to test the product known as Freeland VR (“Freeland VR”) and keep the Company aware of the test results thereafter.
“Confidential Information” is proprietary information belonging to the Company which is related to Freeland VR including but not limited to the core functionalities or any other information conveyed in writing or in discussion that is indicated to be confidential.
The parties hereby agree as follows:
1. Company’s Obligations
The Company shall create an account in the virtual world in VR for Tester on the date so decided for the testing and send the necessary instruction to Tester on how to use it and what test outcome that is desired by the Company.
Upon completion of the testing, Tester will be highly encouraged to participate in an interview with the Company and/or to complete the feedback closed-beta Test Report Form regarding the full understanding of their experience in the testing environment.
2. Tester’s Obligations
Tester shall test Freeland VR under normally expected operating conditions in the Tester’s environment during the test period. In doing so, Tester shall download the closed-beta version of the Freeland VR and test core functionalities inter alia, including but not limited to, creating avatars, ability to teleport or walk, building their own worlds, joining different virtual worlds and communicating with people in the same virtual world.
Where your participation is required for the next stage of Beta testing, you will be notified by the Company in writing via Addendum within seven 7 days prior to the said testing.
3. Freeland VR a Trade Secret
Freeland VR is proprietary and a valuable trade secret of the Company. It is entrusted to Tester only for the purpose set forth in this Agreement. Tester shall maintain Freeland VR in the strictest confidence. Tester will not, without Company’s prior written consent:
- disclose any information about Freeland VR, its core functionalities, written descriptive experience, recordings of the gameplay and/or streaming of the game play;
- copy any portion of Freeland VR and/or sell and/or distribute and/or disseminate any information related thereto to any parties other than those authorized by the Company;
- reverse engineer of Freeland VR, decompile or disassemble Freeland VR or any portion of it; and share and/or transmit to unathorised parties the Company’s products via any other ways not specifically stipulated herein.
4. Security Precautions
Tester shall take reasonable security precautions to prevent Freeland VR from being seen by unauthorized individuals whether stored on Tester’s personal hard drive or on physical copies such as CD-ROMS, pen drive and any other media not specified herein.
5. Term of Agreement
The test period shall last for at least a duration of two hours and any other period as specified in the Addendum (if any). Nonetheless, this Agreement shall terminate after the launch of the official product.
6. Limitation of Liability
The Company shall not be responsible for any loss or damage to Tester caused by Freeland VR. The Company shall not be liable for any direct, indirect, special, incidental or consequential damage whether based on contract or tort or any other legal theory, arising out of any use of product or any performance of this agreement.
7. No Rights Granted
This Agreement does not constitute a grant or an intention or commitment to grant any right, title or interest in Freeland VR or the Company’s trade secrets to Tester. Tester shall not sell and/or transfer any portion of the closed-beta version of the Freeland VR to any third party or use the closed-beta version of the Freeland VR in any manner to produce, market or support their own products.
8. No Assignments
This Agreement is personal to Tester. Tester shall not assign or otherwise transfer any rights or obligations under this Agreement.
9. General Provisions
- Relationships: Nothing contained in this Agreement shall be deemed to constitute either party a partner, joint venture or employee of the other party for any purpose.
- Severability: If any provision of this Agreement becomes invalid or unenforceable, the remainder of this Agreement shall be interpreted so as to best to effect the intent of the parties.
- Integration: This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations, and understandings. This Agreement may not be amended except in a writing signed by both parties.
- Waiver: The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.
- Variation: The Company reserves the right to modify and/or suspend and/or change any part of the terms set forth herein. In the event the changes are made, the revised terms will be notified in writing to Tester via Addendum.
- Arbitration: Any dispute or difference arising out of or in connection with this Agreement shall be determined by the appointment of one or more arbitrators to be agreed between the parties and shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce.
This agreement is hereby agreed and signed digitally by both parties.