Terms Of Beta
THIS PAGE (TOGETHER WITH THE DOCUMENTS REFERRED TO THEREON) CONTAINS THE TERMS AND CONDITIONS OF PARTICIPATION IN THE MIRAWORKS BETA PROGRAM (“BETA”) AND USE OF MIRAWORKS SOFTWARE (THE “SOFTWARE”). IN ORDER TO PARTICIPATE IN BETA AND USE THE SOFTWARE, YOU MUST AGREE TO THESE TERMS. YOU MUST ALSO UNDERSTAND AND AGREE THAT MIRAWORKS WILL TREAT YOUR USE OF THE SOFTWARE AS ACCEPTANCE OF THE TERMS. AS LONG AS YOU COMPLY WITH THESE TERMS, MIRAWORKS GRANTS YOU A PERSONAL, NON-EXCLUSIVE, NON-TRANSFERABLE, LIMITED PRIVILEGE TO ACCESS AND USE THE SOFTWARE.
1. BETA USER TERMS AND CONDITIONS
1.1 Your participation in Beta is governed by these terms and conditions (the “Terms”) which you should read carefully before signing up for Beta. If you do not agree with these Terms, please do not sign up for Beta.
1.2 Miraworks reserves the right to make changes to the Terms from time to time, and will notify you in such an event. You understand and agree that if you use the Software after the date on which the Terms have changed, Miraworks will treat your use as acceptance of the updated Terms.
1.3 These Terms apply to you regardless of how you have accessed the Program and regardless of the territory in which you live or conduct business.
2. MIRAWORKS BETA SOFTWARE
2.1 Although utilizable by experienced users, Miraworks beta software is still being developed, tested, and evaluated. Miraworks beta software has not been released for sale, distribution, or other type of commercial use by the general public.
2.2 The “AS IS” STATUS. By accepting these terms or using the Software, you understand and acknowledge that the Software is being provided as a “Beta” version and made available on an “As Is” or “As Available” basis. The Software may contain bugs, errors, and other problems. Miraworks strongly recommends that you back up all data and information prior to using the Software. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE SOFTWARE INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION, OR DATA.
3. NO TECHNICAL SUPPORT
Miraworks is not obligated to provide any maintenance, technical, or other support for the Software.
4. NO UPDATES
5. DISCLAIMER OF WARRANTIES
YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED BY MIRAWORKS ON AN “AS IS” BASIS AND AS AVAILABLE, AND YOUR ACCESS TO AND/OR USE OF BETA OR BETA SERVICES, IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, MIRAWORKS EXPRESSLY DISCLAIMS ALL AND YOU RECEIVE NO WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. MIRAWORKS MAKES NO WARRANTY THAT ANY OF THE SERVICES WILL MEET YOUR REQUIREMENTS AND/OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE, NOR DOES MIRAWORKS MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SOFTWARE OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SOFTWARE. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF SOFTWARE IS DONE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MIRAWORKS OR THROUGH THE SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
The Software is made available to you for purposes of evaluation and feedback without any compensation or reimbursement of any kind from Miraworks. You acknowledge the importance of communication between Miraworks and you during your use of the Software and hereby agree to receive related correspondence and updates from Miraworks. In the event you request to opt out from such communications, your participation in Beta will be canceled. During Beta, you will be asked to provide feedback regarding your use of the Software. You acknowledge that Miraworks owns any feedback provided, and you hereby grant to Miraworks, if for any reason it is further needed, a perpetual, non-revocable, royalty-free worldwide license to use and/or incorporate such feedback into any Miraworks product or service (including the Software) at any time at the sole discretion of Miraworks. Miraworks will not publish feedback in a way that is attributable to you without your consent.
7. LIMITATIONS OF USE
You may use the Software pursuant to these terms during any period when Beta is live. When Beta is not live, you will no longer have access to the Software. Miraworks reserves the right to modify or impose any limitations on the use of the Software at any time, with or without notice to you.
8. INTELLECTUAL PROPERTY
You agree that Miraworks owns all legal right, title, and interest in and to Beta and the Software, including all intellectual property rights, and except for the license provided herein, no other rights or permissions to the Software are granted. Nothing herein gives you a right to use any of Miraworks trade names, logos, domain names, and/or other distinctive brand features.
9. MODIFICATION AND TERMINATION OF THE SERVICE
Miraworks reserves the right to modify or terminate Beta or your use of the Software, to limit or deny access to the Software and/or participation in Beta, at any time, in its sole discretion, for any reason, with or without notice and without liability to you. You may discontinue your use of the Software at any time.
10. LIMITATION ON LIABILITY
IN NO EVENT SHALL MIRAWORKS BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, AND/OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THESE TERMS AND/OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE, OR OTHERWISE, AND WHETHER OR NOT MIRAWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to hold harmless and indemnify Miraworks, its subsidiaries, affiliates, and all of respective officers, agents, partners, and employees (collectively “Miraworks Indemnified Parties”) from and against any third-party claim arising from or in any way related to (i) your breach of the Terms, (ii) your use of Beta and/or Software, (iii) your violation of applicable laws, rules, or regulations in connection with the Software, or (iv) your user content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs, and attorneys’ fees, of every kind and nature.
12. CONFIDENTIAL INFORMATION
You acknowledge and agree that the successful market launch of commercial versions of the Software requires you to keep all Miraworks data and information discussed and/or made available through or contained in Beta, including, without limitation, the Software (collectively the “Confidential Information”) strictly confidential; (ii) the premature release of any of the Confidential Information would damage Miraworks’ competitive edge and intellectual property rights; (iii) the Confidential Information shall not be shared with anyone other than other authorized participants of the same Beta; and (iv) only Confidential Information that has been publicly released by Miraworks may be discussed or shown to the public.
13. CHANGES TO THE TERMS
Miraworks reserves the right to make changes to the Terms from time to time, and will notify you in such an event. You understand and agree that if you use the Software after the date on which the Terms have changed, Miraworks will treat your use as acceptance of the updated Terms.
The governing language of these Terms is English. Although Miraworks may provide one or more language versions of the Software for your convenience, the English version shall prevail in the event of any conflict or discrepancy between the English and any other language version of these Terms.
16. COMPLIANCE WITH LAWS
Both parties agree to comply with all applicable local, state, national, and foreign laws, rules, and regulations, including, but not limited to, all applicable import and export laws and regulations governing use, transmission and/or communication of content, in connection with their performance, access, and/or use of the Software.