Pre-Release Software Product Agreement
a/k/a
Beta Test Agreement

between

Toorcom LLC
316 Himrod Street
Brooklyn, NY 11237

and

You, as user

  • 1 Scope of this Agreement
  1. The Software-Product accompanying this Agreement as a pre-release copy and all affiliated materials, including documentation and information (collectively the “Product”), is copyrighted. The Scope of this agreement is the licensing (not selling) of the “Product” to You, as the ‘user’ (either an individual or an entity). Toorcom LLC (hereinafter “Toorcom”) reserves all rights not expressly granted.  Please read and agree to the following terms and conditions if you wish to be eligible to participate in the Closed Beta Testing.
  • 2 Extent of Use / User Duties
  1. Toorcom grants the User a simple, non-exclusive and temporally restricted right to use the “Product” solely for the purpose of testing. Your rights in the “Product” are limited to those expressly granted in this agreement. In particular, Toorcom reserves all rights of reproduction, distribution and publication.
  2. The license is restricted to the respective version acquired, i.e. new versions must be re-licensed. Toorcom is not obligated to provide maintenance, technical support or updates to the User. In no event shall Toorcom be obligated to provide the User a copy of the commercial release version of the “Product”. Toorcom is not obligated to make the “Product” commercially available.
  3. The license is restricted to the object code of the “Product”. Toorcom is not obliged to provide the user with the source code. The user may not reverse engineer, decompile, dis- and/or reassemble, or change, alter, modify the “Product”; or create derivative works, enhancements, extensions or add-ons to/of any part of the “Product”.
  4. This license entitles the user to install and use the “Product” on only one single mobile device.
  5. A transfer of the “Product” or any portion of it to third parties under retention of any usage possibilities is excluded, unless Toorcom permits such a transfer in a written agreement with the user. The user is obliged to prevent unauthorized access to the “Product” by third parties through the implementation of appropriate precautionary measures. The original “Product” delivered and any backups are to be stored in a location protected against unauthorized access by a third party.
  6. The User shall not rent, lease, sell, sublicense, assign any portion of the “Product” or the “Product” itself.
  7. Duplication of the “Product” is prohibited, provided that the duplication is not necessary for the normal operation of the “Product”. Duplication is considered necessary when it occurs during the installation of the “Product” to a hard disk from the accompanying media and when downloading or printing-out data from the running application for exclusively personal use. In addition, the User may create a backup copy when such action is necessary to ensure future use of the “Product” in the contractually implied, exclusively personal manner.
  8. Translation of the “Product” is prohibited.
  9. Any copy protection system, copyright-notice, or registration-number built into the “Product”, or any other characteristics that serve to identify the program, are not to be removed by the User.
  10. The User agrees to provide reasonable feedback to Toorcom, particularly to report any and all problems and test results relating to the “Product”. All this information may be used by Toorcom for its own purpose. Due to the nature of the development work, Toorcom provides no assurance that any specific errors or discrepancies in the “product” will be corrected.
  • 3 Liability
  1. Limitation on Liability Provision of any Software under this Agreement is experimental and shall not create any obligation for Toorcom to continue to develop, productize, support, repair, offer for sale or in any other way continue to provide or develop Software either to Licensee or to any other party.
  2. THE SOFTWARE IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL TOORCOM OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES TO MOBILE DEVICES, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF TOORCOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.”
  • 4 Term and Termination
  1. The term of this Agreement shall commence on the date of User’s receipt of the Software and will continue for 3 months. A continuation of the term may be granted by Toorcom on written request.
  2. Aside from the termination of the right of use by reason of time lapse, this Agreement will terminate without notice upon the commercial release of the “Product”.
  3. Furthermore, the rights conferred to the User under this agreement terminate without notice from Toorcom if the User fails to comply with any term(s) of this agreement.
  4. Either party may terminate this Agreement at any time for any reason or no reason by providing the other party advance written notice thereof.
  5. Upon any expiration or termination of this Agreement, the rights and licenses granted to Licensee under this Agreement shall immediately terminate
  6. In all cases of termination, the User is obliged to give all media containing “Product” and Documentation back to Toorcom and to remove the “Product” and all files built with its help from the device in a way that guarantees non-recoverability and, upon demand by Toorcom, to confirm the complete removal through a declaration in lieu of oath. In either case User shall confirm to Toorcom the deletion of the “Product” in written by ideally using the corresponding form of Toorcom.
  • 5 Confidentiality
  1. The User binds itself not to circulate and to keep severely secret any kind of information, particularly with regard to technical, financial, organizational aspects, of which he or his organs, auxiliary persons, representatives, or other assigned persons get aware in coherence with this contract and/or during collaboration. In case of doubts the User binds itself to confer with Toorcom.
  2. The User is obliged to bind organs, assistants, auxiliary persons, representatives or other persons who could get in contact to information in the same way.
  • 6 Further Terms
  1. This agreement may not be modified, varied or altered, unless agreed upon in writing by both contracting parties.
  2. This agreement is governed by and interpreted in accordance with the laws of The United States of America.
  3. Concerning contracts with merchants, commercial companies, public legal entities and legal separate estates under public law, as well as in those cases where the customer, who is not a consumer, does not have his/it’s general jurisdiction within The United States of America, the court located in New York, USA shall have jurisdiction to hear the disputes arising under this agreement.
  4. This agreement, together with the general terms and conditions of Toorcom, comprises the entire agreement between Toorcom and the User.
  5. If any current or future provision of this agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions of this agreement will not be affected.

 

 

All Rights Reserved © Toorcom LLC

Toorcom LLC, Brooklyn, NY 11237
Email: [email protected]
Website: www.Toorcom.com