Beta Program

INTRODUCTION

The undersigned company or individual—you on behalf of yourself and any entity that you represent ("Tester", “You” or “Your”) as the user of SECROM’s unified communications services, telecommunication services, information technology services, or other products or services, and any associated software, firmware, hardware, and websites (“SECROM Services” or SECROM’s products and(or) services) that may still be (or any part thereof) under development or of less than intended utility, fitness, and/or security, and that are marked in the applicable documentation as “beta” (“Beta”)—and SECROM LLC ("Supplier" or “SECROM”), also collectively Parties or a Party, agree that Tester will participate in the SECROM’s Beta Program (“Beta Program”) under the terms of this Beta Program Agreement ("Agreement") and other applicable agreements and policies.

The SECROM Services are governed by the Terms of Service (TOS) agreement that can be found on the SECROM’s website. Any capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the TOS. In the event of any conflict between this Agreement and the TOS, as well as this Agreement and the 911 Acknowledgment, this Beta Program Agreement shall control.

AGREEMENT OF TESTER TO TEST AND REPORT

Tester agrees and permits the Supplier and its agents to contact the Tester and its employees at any time, and Tester agrees: (i) to implement, deploy, and use Beta SECROM’s products and services, as the case may be; and (ii) to report to Supplier and/or its agents any flaws, errors, bugs and/or other problems with SECROM’s products and service, and (iii) upon SECROM’s request to provide comments and suggestions regarding the topics of SECROM’s interest, and (iv) to participate in surveys and similar activities as determined by SECROM. Such reports must be made through, where available, SECROM’s online defect tracking software, or made through a SECROM-designated representative. Tester’s obligations and privileges will end after five (5) days upon a written request to SECROM for termination of this Agreement. Any of Your obligations under the TOS and/or any other agreement between You and SECROM will remain full force and effect after the termination of this Agreement. SECROM reservices the right to terminate the TOS at any time, including upon termination of this Agreement for whatever reason. SECROM reserves the right to terminate this Beta Program Agreement at any time and without a prior notice. The Tester understands that prompt and accurate reports are of great value to SECROM, and promises best efforts to provide such reports and participate in all required activities.

CONFIDENTIAL INFORMATION

Tester acknowledges that as a participant in the Beta Program, Tester will be given confidential trade secret information. Specifically, Tester agrees that the characteristics, performance, and potential delivery date of the SECROM Services or any part thereof, the SECROM Service itself (including all features, software, firmware, hardware, and any documentation) may contain confidential information that constitutes trade secrets of Supplier and/or third parties ("Confidential Information"). All Confidential Information must be conspicuously designated as "Confidential" in writing, if communicated in writing, or confirmed in writing within thirty (30) days of disclosure if disclosed orally. Tester acknowledges that this Agreement will induce Supplier to make such information available to Tester.

Tester acknowledges that disclosure of Confidential Information could cause serious and irreparable harm to Supplier and, as an essential term and condition of participating in the Beta Program, agrees to maintain all Confidential Information in strict confidence and not to disclose Confidential Information to any person or organization until the earlier of (i) the date on which Supplier first makes this information publicly available, or (ii) five (5) years after the date of this Agreement ("Non-Disclosure Period"). During the Non-Disclosure Period, Tester agrees not to disseminate, publish, or otherwise communicate any Confidential Information, except directly to Supplier or its designated agent, or with the express prior written consent of Supplier.

If Tester is a company, Tester agrees (i) to take all reasonable steps to see that its employees, consultants, officers, and agents guard against and prevent disclosure of Confidential Information and (ii) to act in accordance with the confidentiality provisions of this Agreement. Tester further agrees that information will be available to its employees and officers strictly on a "need-to-know" basis. Tester will promptly destroy all supplied materials at the end of the period of the Beta Program, or upon the request of Supplier, whichever is earlier.

OWNERSHIP

Tester acknowledges that SECROM Services, any of its copyrights, trademarks, and any other intellectual property rights in the SECROM Services are owned or licensed by Supplier. Tester acquires no ownership of the SECROM Services or any part thereof from this Agreement and no right to use SECROM Services beyond the term of the Beta Program unless expressly approved by SECROM.

LIMITED LICENSE

Tester has no right to copy SECROM Services or any part thereof beyond a regular backup copy for its own internal use, prepare derivative works or participate in development, manufacturing, marketing, or maintenance of SECROM Services or any part thereof, or of any competing product or service without SECROM’s prior express written permission. Tester may not provide any copy, bundle with other products or services, divert, resell, or sublicense to any other person or company the SECROM Services or any part thereof. Tester may not modify the SECROM Services or any part thereof in any way. Tester has a limited, personal, non-transferable, non-exclusive license to use SECROM Services for the sole purpose of evaluating and testing the SECROM Services during the period of the Beta Program.

RISKS FROM THE PRODUCT

Tester understands that SECROM Services and other products and services provided by or through SECROM may have errors and may produce unexpected results. Tester agrees that any use of the Beta products and services, whether as part of this Beta Program or otherwise, will be entirely at Tester's own risk, and Supplier makes no representations concerning the completeness, accuracy, security, or operation of such products and services. Tester agrees that it is Tester's sole responsibility to take all appropriate measures to protect the people, computing resources, information, and all assets. Tester agrees to indemnify and hold Supplier harmless from any damages or claims whatsoever, arising from the use or non-use by You, Your End Users, and any third party of SECROM Services and any products and services provided by or through SECROM.

YOU ACKNOWLEDGE AND AGREE THAT 911 SERVICES AND TEXT-TO-911 SERVICES ARE NOT AVAILABLE FOR SECROM SERVICES AND ANY PRODUCT AND SERVICE PROVIDED BY OR THROUGH SECROM THAT IS IN BETA, OR OTHERWISE, PROVIDED UNDER THIS BETA PROGRAM AGREEMENT. YOU, YOUR END USERS, AND ANY THIRD PARTY WILL NOT BE ABLE TO MAKE A CALL OR SEND A MESSAGE TO 911 EMERGENCY SERVICE. YOU MUST ALWAYS HAVE AVAILABLE AN ALTERNATIVE MEANS FOR PLACING EMERGENCY CALLS AND YOU SHOULD NOT RELY AT ANY TIME ON SECROM SERVICES FOR PLACING EMERGENCY CALLS OR CONTACTING THE EMERGENCY SERVICE.

YOU ACKNOWLEDGE AND AGREE THAT SECROM’S SECURITY POLICY, PRIVACY POLICY, AND OTHER INTERNAL GOVERNING GUIDELINES AND PRINCIPLES MAY HAVE LIMITED OR NO APPLICABILITY TO YOU, YOUR END USERS, AND ANY THIRD PARTY WHEN USING BETA SECROM SERVICES OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY OR THROUGH SECROM THAT IS IN BETA, OR OTHERWISE, PROVIDED UNDER THIS BETA PROGRAM AGREEMENT.

The products and services, as well as any support from Supplier are provided "as is" and without any warranty, express or implied. Supplier specifically disclaims any implied warranties of noninfringement, merchantability and fitness for a particular purpose. In no event will supplier, its partners, agents, service providers, licensors, and resellers be liable for any damages, including but not limited to any lost profits, lost savings or any incidental or consequential damages, whether resulting from impaired, lost, or failed data, software, firmware, hardware, any information technology or any other services, or any other cause whatsoever, even if Supplier is advised of the possibility of such damages, or for any other claim by Tester whatsoever, or for any third party claim.

INFORMATION PROVIDED BY TESTER

Supplier does not want to receive and Tester agrees not to disclose to Supplier or its agents any information that is confidential or proprietary to Tester or others. Tester agrees that the contents of all oral and written reports to Supplier and any other materials, information, ideas, concepts, and know-how provided by Tester (including corrections to problems in the SECROM’s products and services, as well as documentation) become the property of Supplier and may be used by Supplier for all business purposes, without any accounting or any payment to Tester. Under no circumstances will Supplier become liable for any payment to Tester for any information that Tester provides, whether concerning the SECROM’s products or services, or otherwise, no matter how such information is used or exploited by Supplier or anyone else.

PUBLICITY

Tester grants Supplier the right, to be exercised in Supplier's sole discretion, to use the facts, contents and outcomes of the Beta Program, Tester's comments, and Tester's individual and/or organizational name, the names of Tester's employees, including officers, agents, and other parties participating in the Beta Program. Such right shall be unlimited in duration, and no compensation shall be required for Supplier's exercise of such right.

GENERAL PROVISIONS

This Agreement does not authorize Tester to use Supplier's names or trademarks or the fact of the Beta Program for any publicity or marketing or other activities. Tester acknowledges that Supplier has no obligation to make the Beta SECROM Services or any other products or services provided by or through SECROM available as a standard Supplier’s product or service.  The Supplier has no obligation to purchase anything under this Agreement. No agency, partnership, joint venture, or other joint relationship is created by this Agreement; and Supplier may enter into the same or similar Agreements with others.

This document is a complete statement of the agreement between the Parties concerning the Beta Program. The substantive law of the State of Virginia of the United States of America (USA) shall govern this Agreement. SECROM may change the terms of this Agreement from time to time upon an electronic notice on the SECROM’s website, or Your Account, or on Your billing statement, or as otherwise required by Law. You agree to carefully read and review each such notice regarding any change of this Agreement. Subject to applicable Law, the modified terms shall replace and supersede all previously agreed to electronic and written terms, as well as any prior versions of this Agreement and become binding on You on the later of the date they are posted on the SECROM’s website (secrom.com), or as otherwise indicated in the notice to You. You agree that You are solely responsible for: (i) making sure that Your registered email address is current and functional: (ii) checking Your registered email regularly; (iii) checking the SECROM’s website and Your Account page regularly; and (iv) making sure that SECROM communications are not blocked or rendered undeliverable by You, Your computer, any software installed on Your computer, Your Internet service provider, or for any other reason. Continued use of Beta SECROM Services will constitute Your acceptance of the modified terms. If the terms of this Agreement are amended and You do not wish to accept the modified terms, You may terminate this Agreement as provided herein.

ACKNOWLEDGMENT

By clicking the “I Accept” button, You represent, warrant, agree and acknowledge that You have received, read, understand and agree to the terms and conditions of this Beta Program Agreement and is duly authorized to execute this document.

 

 

Secure Communication Solutions

Customers must be qualified to use SECROM. Certain products and services are only available to U.S. Persons, as defined in the International Traffic in Arms Regulations. Qualifications are subject to change without notice. Other limitations apply. All product names, logos, and brands are property of their respective owners. All company, product and service names used in this website are for identification purposes only. Use of these names, logos, and brands does not imply endorsement.

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