BETA TESTER NON-DISCLOSURE AGREEMENT
WHEREAS, Nomad Connect ("Company") is developing a social networking platform for backpackers and digital nomads using the UNA.io platform ("Platform"), and you ("Beta Tester") agree to participate in testing and evaluation of the Platform prior to its public launch.
WHEREAS, in connection with such participation, Beta Tester may receive or have access to certain confidential and proprietary information of Company.
1. DEFINITION OF CONFIDENTIAL INFORMATION
"Confidential Information" means all information, whether written, oral, electronic, or visual, disclosed by Company to Beta Tester or observed by Beta Tester during participation in the beta testing program, including but not limited to:
- The Platform itself, including all features, functionality, user interface, and design elements
- Business plans, strategies, financial projections, and revenue models
- User data, analytics, and growth metrics
- Technical specifications, software code, algorithms, and architecture
- Marketing strategies, pricing information, and go-to-market plans
- Product roadmaps, future features, and development timelines
- Partnership agreements and business relationships
- Any feedback, suggestions, or ideas provided by Beta Tester to Company
- The existence and terms of this Agreement
2. YOUR OBLIGATIONS AS BETA TESTER
You agree to:
- Hold all Confidential Information in strict confidence
- Not disclose Confidential Information to any third party without prior written consent from Company
- Not use Confidential Information for any purpose other than participating in the beta testing program
- Take reasonable measures to protect the secrecy of Confidential Information
- Not reverse engineer, decompile, or disassemble any aspect of the Platform
- Not copy, reproduce, or create derivative works based on the Platform or Confidential Information
3. BETA TESTING PARTICIPATION
You acknowledge that:
- The Platform is in a pre-release testing phase and may contain bugs, errors, or incomplete features
- Company makes no warranties regarding the Platform's performance, reliability, or suitability
- Use of the Platform is at your own risk
- Company may modify, suspend, or terminate access to the Platform at any time
You agree to:
- Provide honest feedback about the Platform's features, usability, and performance
- Report any bugs, errors, or security vulnerabilities discovered during testing
- Not publicly review, comment on, or discuss the Platform on social media, forums, or other public channels
- Not take screenshots, recordings, or other captures of the Platform without prior written consent
4. INTELLECTUAL PROPERTY
All intellectual property rights in the Platform and any related materials remain the exclusive property of Company. Any feedback, suggestions, ideas, or recommendations you provide regarding the Platform ("Feedback") shall become the sole property of Company. You hereby assign all rights, title, and interest in such Feedback to Company without any compensation.
5. DATA PROTECTION AND PRIVACY
Company will collect and process your personal data in accordance with applicable data protection laws and our Privacy Policy. You may have access to personal information of other beta testers or users. You agree to:
- Comply with all applicable data protection and privacy laws
- Not collect, use, or disclose other users' personal information
- Respect the privacy and confidentiality of all platform users
6. SOCIAL MEDIA AND PUBLIC STATEMENTS
You agree NOT to:
- Post about the Platform on social media, blogs, forums, or other public channels
- Discuss the Platform's features, functionality, or existence with non-beta testers
- Share screenshots, videos, or other media depicting the Platform
- Issue press releases or make public statements about Company or the Platform
Any public statements or media coverage must receive prior written approval from Company.
7. TERM AND TERMINATION
This Agreement commences on the date of acceptance and continues until: (1) Company publicly launches the Platform, (2) Company terminates your participation in the beta program, or (3) three (3) years from the acceptance date, whichever occurs first.
The confidentiality obligations under this Agreement shall survive termination for a period of three (3) years.
Upon termination, you must immediately cease using the Platform, return or destroy all Confidential Information in your possession, and provide written certification of compliance with these obligations.
8. NO LICENSE OR RIGHTS GRANTED
This Agreement does not grant you any license, rights, or interest in the Platform or Confidential Information, except as expressly stated for the limited purpose of beta testing. Participation in the beta program does not guarantee:
- Continued access to the Platform after the beta period
- Any pricing discounts or preferential treatment
- Any employment or business relationship with Company
9. REMEDIES AND INJUNCTIVE RELIEF
You acknowledge that breach of this Agreement may cause irreparable harm to Company for which monetary damages would be an inadequate remedy. Company shall be entitled to seek equitable relief, including injunction and specific performance, in addition to all other remedies available at law or in equity.
You agree to indemnify and hold Company harmless from any losses, damages, or expenses (including reasonable legal fees) arising from your breach of this Agreement.
10. GOVERNING LAW AND JURISDICTION
Governing Law:
This Agreement shall be governed by and construed in accordance with the laws of England and Wales.
International Enforceability:
By accepting this Agreement, you acknowledge that:
- This Agreement is enforceable in your country of residence
- You have the legal capacity to enter into this Agreement under the laws of your jurisdiction
- If any provision is unenforceable in your jurisdiction, the remaining provisions remain in full effect
- Breach of confidentiality obligations may result in immediate termination of access and legal action in England and Wales or in the courts of your country of residence
- We may seek injunctive relief and enforcement in any court of competent jurisdiction
Jurisdiction:
The parties submit to the jurisdiction of the courts of England and Wales for any disputes arising from this Agreement, without prejudice to enforcement in other jurisdictions.
11. GENERAL PROVISIONS
Entire Agreement: This Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior agreements and understandings.
Amendment: This Agreement may only be amended by written agreement signed by both parties.
Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Waiver: No waiver of any provision shall be deemed or constitute a waiver of any other provision or subsequent waiver of the same provision.
Assignment: You may not assign or transfer this Agreement without Company's prior written consent. Company may assign this Agreement without restriction.
Independent Relationship: You are an independent contractor and nothing in this Agreement creates an employment, partnership, or agency relationship.
12. ACKNOWLEDGMENT
By accepting this Agreement, you acknowledge that you have:
- Read and understood this entire Agreement
- Had the opportunity to seek independent legal advice
- Entered into this Agreement voluntarily
- Understood the consequences of breaching this Agreement
Questions or concerns? Contact us at Support@nomadconnect.world