We welcome support with testing of new releases from eduction authorities. To formalise this we ask you to complete the following form:
BETA TEST AGREEMENT
This AGREEMENT is made the [ ] day of [ ] 20[ ].
(the “Developer” which expression shall bsidiaries, agents, successors and assigns.)
2. *[ ]
(the “Tester” which expression shall be deemed to include those of its students to whom any confidential information is to be disclosed.)
A. The Developer is developing a new software product (the “Product”) which requires testing prior to commercial release.
NOW THEREFORE THE PARTIES HEREBY AGREE AS FOLLOWS:
1. Scope of the Agreement
(a) The Tester has agreed to test the Product free of charge by using the Product in the Tester’s office environment by the Tester’s employee(s) skilled in the business sector which would normally use such a product. Such employee(s) will be capable of evaluating the quality, content and functionality of the Product as well as its marketability (“Beta Test”).
(b) The Product may be upgraded from time to time during Beta Test and the Tester shall permit the Developer to install such upgrades.
2. Beta Test Reports and Meetings
(a) As part of the Beta Test, the Tester will produce [daily/weekly] written reports on the Product’s performance, such reports to include identification of any errors, bugs or shortcomings in the Product as well as the Tester’s comments and observations.
(b) The Tester’s employee(s) carrying out the Beta Test will be available for meetings and discussions with the Developer’s personnel from time to time during the Beta Test period defined below.
3. Beta Test Period
The Tester undertakes to carry out such Beta Testing for a period of [ ] months or such other period as the parties shall mutually agree (the “Beta Test Period“).
4. Loan Equipment for Beta Testing
(a) For the purposes only of performing the Product Beta Test, the Developer shall provide the Tester with the necessary equipment (the “Equipment”) on loan and free of charge for the Beta Test Period.
(b) The Tester will forthwith return or permit the Developer to collect the Equipment or change any part of the same at any time during or at the expiry of the Beta Test Period.
(c) The Tester shall not at any time do or permit anything which may affect the developer’s right, title or interest in the Equipment or in the Product.
5. Exclusion of Warranty and Liability
(a) The Tester acknowledges that the Product is still under development and is for Beta Test purposes only and accordingly is provided “AS IS“ without any warranty of any kind and is being tested by the Tester at its own risk.
(b) The Tester further agrees that neither the Developer nor any other person involved in creating, installing, delivering, testing or using the Product shall be liable for any direct, indirect, consequential or incidental loss or damage arising from or relating to the Product or its testing hereunder.
6. Expiry of Beta Test Period
At the end of the Beta Test Period, the Tester will return all copies of the Product, together with all software, documentation and other data relating thereto whether prepared by the Tester or the Developer and return or permit the Developer to collect the Equipment (if any) provided by the Developer in accordance with Clause 4 above.
7. Confidential Information and Non-Disclosure Provisions
(a) The Tester acknowledges that the information to be supplied and disclosed upon execution of this Agreement (including but not limited to the Product and software on whatever media) will contain and incorporate confidential information in which the Developer has an interest as owner.
(b) The Tester hereby agrees to hold the same as confidential and agrees not to use any part or the whole of such information other than for the purpose of the Beta Test, directly or indirectly supplied or disclosed by the Developer or information which the Tester has gained from such disclosure until or unless such information becomes public knowledge through no fault of the Tester.
(c) The Tester shall, before any permitted disclosures are made, obtain from those of its employees to whom any confidential information is to be disclosed or who may in any way obtain access to any confidential information, enforceable undertakings in terms at least as binding upon the said employees as the Tester is bound to the Developer hereunder.
(d) In the event that the Tester requires the assistance of any party other than employees of the Tester as provided for in (c) above, to whom disclosure of any confidential information is necessary, the Tester shall first seek the Developer’s approval of such party and shall thereafter obtain from that party a duly binding agreement on terms at least as binding upon that party as the Tester is bound to the Developer hereunder which terms will be agreed with the Developer.
(e) The foregoing provision shall not prevent the disclosure or use by the Tester of any information which is or hereafter, through no fault of the Tester, becomes public knowledge or to the extent permitted by law.
The Tester shall have no rights to assign this Agreement.
In the event that any or any part of the terms, conditions or provisions contained in this agreement are determined by any competent authority to be invalid, unlawful or unenforceable to any extent such term, condition or provision shall to that extent be severed from the remaining extent permitted by the Law governing this Agreement.
The headings contained in the Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of any of the terms, conditions or provisions of this Agreement.
This Agreement shall be governed in all respects by German Law.