BETA TESTING PRODUCT LICENSE AGREEMENT
Chakra Robotics LLC • www.goodguybot.com.com
Chakra Robotics LLC. licenses this Beta Program Product to Licensee subject to the terms contained in this Beta Testing License Agreement (this “Agreement”). Read the terms and conditions of this Agreement carefully before building and operating this Chakra Robotics LLC. Beta Licensed Product and, if any, the accompanying documentation. The Beta Licensed Product is copyrighted to Chakra Robotics LLC. and it is made available to Licensee under this Agreement for testing purposes only, it is not sold to Licensee and should not be used in production environments. This Beta Licensed Product has not been released for sale, distribution or usage for the general public and will be referred to as “Beta Licensed Product” from here on. By clicking the “I accept the terms...” checkbox on the beta tester page, by executing a written copy of this Agreement, by building, building or otherwise using the Beta Licensed Product, Licensee is considered to have read and Licensee agrees to be bound by the terms of this Agreement. If Licensee is not willing to be bound by the terms of this Agreement, do not install, build or use the Beta Licensed Product. Chakra Robotics LLC. reserves the right to update this Agreement at any time without any prior notice to Licensee. The applicable and most current version of this Agreement is at Licensee’s disposal on http://www.goodgutbot.com. Licensee agrees and acknowledges that the terms and conditions in this Beta Testing License Agreement has no effect nor any influence or any connection with – if any – any other Chakra Robotics LLC. Product License Agreement which are applicable on Chakra Robotics LLC. Program Products purchased by Licensee.
1. Beta Disclaimer
1.1. THE BETA PRODUCT LICENSED HEREUNDER IS STILL IN TESTING PHASE AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND IS BELIEVED TO CONTAIN DEFECTS AND A PRIMARY PURPOSE OF THIS BETA TESTING LICENSE IS TO OBTAIN FEEDBACK ON PRODUCT PERFORMANCE AND THE IDENTIFICATION OF DEFECTS. LICENSEE IS ADVISED TO TAKE PERSONAL SAFETY MEASURES INCLUDING EYE PROTECTION AND A FACE MASK, TO USE CAUTION AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE BETA LICENSED PRODUCT AND/OR ACCOMPANYING MATERIALS.
2. Confidentiality & Confidential content accessible only to invited Licensees
2.1. Licensee agrees that, unless otherwise specifically provided herein or agreed by Chakra Robotics LLC. in writing, the Beta Licensed Product and, if any, the Documentation, provided to Licensee by Chakra Robotics LLC. constitute confidential proprietary information of Chakra Robotics LLC.. Licensee shall permit only authorized users, who possess rightfully obtained permission, to use the Beta Licensed Product or to view, if any, the Documentation. Licensee agrees not to transfer, copy, disclose, provide or otherwise make available such confidential information in any form to any third party without the prior written consent and instruction of Chakra Robotics LLC..
3. Acknowledgment of Beta Product.
Licensee acknowledges and agrees that: (a) the Product is not an official product and has not been commercially released for sale by Chakra Robotics LLC.; (b) the Product may not operate properly, be in final form or fully functional; (c) the Product may contain errors, design flaws or other problems; (d) it may not be possible to make the Product fully functional; (e) the information obtained using the Product may not be accurate and may not accurately correspond to information extracted from any database or other source; (f) use of the Product may result in unexpected results, injury, property damage or other unpredictable damage or loss; (g) Chakra Robotics LLC. is under no obligation to release a commercial version of the Product; and (h) Chakra Robotics LLC. has the right unilaterally to abandon development of the Product, at any time and without any obligation or liability to Licensee . Licensee acknowledges and agrees that it should not rely on the Product for any reason. Licensee is solely responsible for maintaining and protecting all damages and loses that is may occure by using this beta test product. Licensee will be responsible for all costs and expenses incurred to personal or property during this beta testing.
4. Limitation of Liability.
EXCEPT AS OTHERWIS REQUIRED BY LAW, THE LIABILITY OF CHAKRA ROBOTICS LLC. AND ITS LICENSORS TO LICENSEE OR ANY THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE PRODUCT , OR FOR ANY ERROR OR DEFECT IN THE PRODUCT , OR FOR THE PROVISION OF TECHNICAL SUPPORT BUILD, TRAINING OR OTHER SERVICES IN CONNECTION THEREWITH, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, INCLUDING CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER SORT, SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED ANY FEES PAID TO CHAKRA ROBOTICS LLC. HEREUNDER. IN NO EVENT WILL CHAKRA ROBOTICS LLC. OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, BUSINESS, REVENUE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY. The limitations of liability set forth in this Agreement reflect the allocation of risk negotiated and agreed to by the Parties. The Parties would not enter into this Agreement without these limitations on its liability. These limitations will apply notwithstanding any failure of essential purpose of any limited remedy
Licensee will provide reasonable feedback to Chakra Robotics LLC. concerning the features and functionality of the Product . If Licensee provides feedback to Chakra Robotics LLC., all such feedback will be the sole and exclusive property of Chakra Robotics LLC.. Licensee hereby irrevocably transfers and assigns to Chakra Robotics LLC. and agrees to irrevocably assign and transfer to Chakra Robotics LLC. all of Licensee's right, title, and interest in and to all feedback including all intellectual property rights therein (collectively, “Intellectual Property Rights”). Licensee will not earn or acquire any rights or licenses in the Product or in any Chakra Robotics LLC. Intellectual Property Rights on account of this Agreement or Licensee's performance under this Agreement, even if Chakra Robotics LLC. incorporates any feedback into the Product .
6. Delivery and Build.
Chakra Robotics LLC. will provide the Product via electronic delivery. Licensee will be responsible for building the Product. Chakra Robotics LLC. may provide information in connection withbeta release for such build.
7. Warranty. THE PRODUCT IS PROVIDED “AS-IS.” CHAKRA ROBOTICS LLC. DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE IN TRADE.
8. No Services.
CHAKRA ROBOTICS LLC. shall be under no obligation to provide Licensee with any services except as explicitly set forth in section 6 herein.
CHAKRA ROBOTICS LLC.