Last Updated:
January 5, 2024
This Beta Program Addendum ("Addendum") is incorporated into and made a part of the Artoh Platform Agreement between you ("you" or "Company") and Artoh ("we" or "us") governing use of your Artoh Account. Capitalized terms used herein that are not otherwise defined herein shall have the meaning provided in such Artoh Platform Agreement (the "Platform Agreement"). The Platform Agreement as supplemented by this Addendum (together, "Agreement") governs participation in the Artoh "Beta Program," as defined below.
1.1 "Beta Program'' means Artoh's program of provisioning customers with ongoing access to Beta Services.
1.2 "Pre-Release Information" means any non-public information about Beta Services made available to you as a participant in the Beta Program, including, without limitation, Artoh's business information, development plans, product roadmap details, systems, strategic plans, source code, services, products, pricing, methods, processes, financial data, programs, trade secrets, know-how, and marketing plans in any form that are designated by us as "confidential" or a reasonable person knows or reasonably should understand to be confidential.
2.1 Through the Beta Program, Company may receive access to Beta Services. If you opt into participation, you are agreeing to (a) receipt of all Beta Services made available by Artoh in connection with the Beta Program, and (b) provide Artoh with Feedback about your experience. Company may not receive, and Artoh is not agreeing to provide, any additional notice or otherwise identify Beta Services before provisioning for your Artoh Account.
2.2 You acknowledge and agree that the form, nature, and availability of Beta Services and the Beta Program may change from time to time in our sole discretion and without prior notice to you. At any time, Artoh may limit or terminate the Beta Program or Company's access to the Beta Program.
2.3 Pre-Release Information is the exclusive property of Artoh. You agree to hold any Pre-Release Information, whether in oral or written form, strictly confidential. You will not use or disclose Pre-Release Information, in whole or in part, except as necessary to test and use the Beta Services as expressly permitted in the Agreement. You may disclose Pre-Release Information to your Users, but only to the extent they have a need to know to test and use the Beta Services and you remain responsible for their compliance with this Addendum. You shall have no obligation to maintain the confidentiality of any information which: (a) is or becomes publicly available without breach of this Addendum; (b) is rightfully received by you from a third party without an obligation of confidentiality and without breach of this Addendum; (c) is developed independently by you without access to or use of the Pre-Release Information; or (d) has been approved for release by our written authorization.
WITHOUT LIMITING ANY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH ELSEWHERE IN THE AGREEMENT:
3.1 YOU AGREE THAT BETA SERVICES AND ALL ASPECTS OF THE BETA PROGRAM: (A) ARE NOT COMPLETE IN DEVELOPMENT AND HAVE NOT BEEN GENERALLY RELEASED FOR SALE BY ARTOH; (B) MAY NOT BE FULLY FUNCTIONAL AND MAY CONTAIN BUGS, ERRORS, DESIGN FLAWS, OR OTHER PROBLEMS, INCLUDING PROBLEMS THAT MAY ADVERSELY IMPACT THE OPERATION OF YOUR INFRASTRUCTURE OR SERVICES PROVIDED BY ARTOH OR ANOTHER PARTY; (C) MAY NOT HAVE BEEN FULLY EVALUATED FOR REGULATORY COMPLIANCE AND MAY NOT MEET ALL REQUIREMENTS FOR TRANSMITTING, STORING, CREATING, OR OTHERWISE PROCESSING FINANCIAL OR PERSONAL DATA; (D) WHEN USED, MAY RESULT IN UNEXPECTED RESULTS, LOSS OF CONTENT OR COMPANY DATA, OR OTHER UNPREDICTABLE DAMAGE OR LOSS; AND (E) ARE PROVIDED ENTIRELY "AS IS" AND AS AVAILABLE, EXCLUSIVE OF ANY WARRANTY WHATSOEVER.
3.2 IN NO EVENT WILL ARTOH BE LIABLE TO YOU OR ANY OTHER PARTY FOR DAMAGES OF ANY KIND ARISING OUT OF OR RELATED TO THIS ADDENDUM OR THE BETA PROGRAM, WHETHER RESULTING FROM A TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, WARRANTY, OR OTHER FORM OF ACTION, AND INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, AND EVEN IF YOU HAVE ADVISED ARTOHOF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES AGREE THAT (A) THE FOREGOING LIMITATION OF LIABILITY IS MATERIAL TO THIS ADDENDUM AND ARTOH'S AGREEMENT TO PROVIDE COMPANY WITH ACCESS TO THE BETA PROGRAM, AND (B) TO THE EXTENT NOT ENFORCEABLE UNDER APPLICABLE LAW, ARTOH'S TOTAL LIABILITY WITH RESPECT TO THE BETA PROGRAM AND THIS ADDENDUM SHALL NOT EXCEED $1,000.00.