CONFESSIONS.ZA APP BETA TESTER CONFIDENTIALITY AND NON-DISCLOSURE
AGREEMENT
Beta Testing / Pre-Release Application
1. PARTIES
Confessions.ZA may make the
Confessions.ZA mobile and/or web application ("App") available to the
Tester for beta testing, quality assurance, user-experience testing and
feedback ("Permitted Purpose").
2. PURPOSE OF THE TEST
The Tester is being given access
to a pre-release, beta, prototype, test or otherwise non-public version of the
App solely so that the Tester can test the App and provide honest feedback on
usability, functionality, performance, content, defects and the overall user
experience.
The Tester acknowledges that the
App and related materials may contain information that is commercially
sensitive, proprietary, confidential or not yet publicly released.
3. CONFIDENTIAL INFORMATION
For purposes of this Agreement,
"Confidential Information" includes all non-public information
relating to the App or its development, whether provided verbally, visually,
electronically, in writing or through access to the App, including:
(a) the App itself and any beta,
prototype, test or pre-release version;
(b) features, functionality, user flows, designs, interfaces, screen layouts,
product concepts and development plans;
(c) source code, object code, technical architecture, APIs, databases,
algorithms, systems, integrations, security features and technical
documentation;
(d) usernames, passwords, access links, test accounts, credentials, test data
and administrative information;
(e) screenshots, screen recordings, photographs, videos, copies or extracts of
the App or its content;
(f) non-public business, commercial, financial, marketing, pricing,
monetisation, partnership and strategic information;
(g) information relating to Confessions.ZA's community, users, moderation
processes, analytics or future product plans; and
(h) any other information that a reasonable person would understand to be
confidential given its nature or the circumstances in which it is disclosed.
Confidential Information also
includes information derived from or based on Confidential Information.
4. TESTER OBLIGATIONS
The Tester agrees to:
5. USER CONTENT AND ANONYMOUS
CONFESSIONS
The Tester acknowledges that the
App is intended to provide an anonymous social platform and may contain
user-generated content, including anonymous confessions, comments and other
interactions.
The Tester must not attempt to
identify, trace, deanonymise or expose the identity of any user who has posted
anonymously. The Tester must not copy, distribute or publicly disclose
confidential or sensitive user-generated content encountered during testing,
except where reporting the content privately to Confessions.ZA is necessary for
testing, moderation or security purposes.
The Tester must treat any
non-public user information, personal information, moderation information or
other sensitive information encountered during testing as confidential.
6. FEEDBACK AND TEST RESULTS
The Tester is encouraged to
provide feedback, bug reports, usability observations, suggestions and
recommendations.
The Tester grants Confessions.ZA
a non-exclusive, worldwide, royalty-free right to use, reproduce, adapt and
incorporate feedback and test observations supplied by the Tester for the
purposes of developing, testing, improving, operating and commercialising the
App, without further payment or attribution unless otherwise agreed in writing.
This clause does not transfer
ownership of any pre-existing intellectual property of the Tester. The Tester
warrants that feedback supplied to Confessions.ZA does not knowingly infringe
the rights of a third party.
7. PERSONAL INFORMATION AND SECURITY
The Tester agrees to provide
only information reasonably required for participation in the beta test and to
keep any personal information encountered through the testing process
confidential.
The Tester must take reasonable
steps to protect test accounts, credentials, devices and information supplied
by Confessions.ZA and must not intentionally access data, accounts, systems or
functionality outside the Tester's authorised testing scope.
The parties acknowledge that the
App is intended to operate in a South African legal and regulatory environment,
including applicable data-protection requirements. The Tester must comply with
reasonable privacy and data-handling instructions provided as part of the
testing process.
8. RETURN, DELETION AND LOSS OF
ACCESS
Upon request by Confessions.ZA,
or when the Tester stops participating in the beta test, the Tester must
immediately stop using the App for testing purposes and, where reasonably
possible, delete or destroy Confidential Information in the Tester's possession
or control, including downloaded test materials, screenshots, recordings and
copies.
Confessions.ZA may suspend or
terminate the Tester's access to the App at any time and without notice where
reasonably necessary for security, testing, operational or confidentiality
reasons.
9. EXCLUSIONS
The obligations in this
Agreement do not apply to information that the Tester can demonstrate:
(a) was lawfully known to the
Tester before it was disclosed by Confessions.ZA;
(b) is or becomes publicly available through no breach of this Agreement by the
Tester;
(c) was independently developed by the Tester without use of Confidential
Information; or
(d) must be disclosed by law or a binding order of a court or competent
authority, provided that, where legally permitted, the Tester gives
Confessions.ZA prompt written notice and discloses only what is legally
required.
10. TERM AND SURVIVAL
This Agreement commences when
accepted or signed by the Tester and continues throughout the Tester's
participation in the beta test.
The confidentiality,
non-disclosure, security, user-content and other obligations intended by their
nature to survive termination will continue for two (2) years after the
Tester's access to the App ends, except that trade secrets and information that
remains confidential by its nature shall remain protected for so long as it
remains confidential and is not lawfully made public.
11. BREACH
The Tester acknowledges that
unauthorised disclosure or misuse of Confidential Information may cause serious
harm to Confessions.ZA and that monetary damages may not be an adequate remedy.
Confessions.ZA reserves all
rights and remedies available to it under applicable law in respect of an
actual or threatened breach, including the right to seek urgent or other
appropriate relief and to suspend or terminate the Tester's access to the App.
The Tester must immediately
cooperate with reasonable steps requested by Confessions.ZA to contain, remedy
or mitigate an actual or suspected breach.
12. NO LICENCE OR OWNERSHIP
Access to the App does not grant
the Tester any ownership interest, licence or other right in the App, its
software, designs, content, branding, intellectual property, confidential
information or business model, other than the limited right to access and use
the App solely for the Permitted Purpose.
Nothing in this Agreement
transfers any ownership or intellectual property rights in the App or its
related materials to the Tester.
13. NO WARRANTY
The Tester acknowledges that
beta software may contain bugs, errors, incomplete functionality, downtime or
other defects. Access to the App is provided for testing and feedback purposes
and does not constitute a representation that the beta version is complete or
suitable for general commercial use.
14. GOVERNING LAW
This Agreement is governed by
the laws of the Republic of South Africa. Any dispute arising from or relating
to this Agreement shall be dealt with in accordance with applicable South
African law and the jurisdiction of the appropriate South African courts,
unless the parties agree otherwise in writing.
15. GENERAL
This Agreement constitutes the
confidentiality terms applicable to the Tester's participation in the beta
test. Any amendment or waiver must be in writing and agreed by Confessions.ZA.
If any provision is found to be
invalid or unenforceable, the remaining provisions will continue in force to
the extent permitted by law.
The Tester confirms that they
have read, understood and agreed to these terms before receiving access to the
beta App.
15. GENERAL
This Agreement constitutes the confidentiality terms
applicable to the Tester's participation in the beta test. Any amendment or
waiver must be in writing and agreed by Confessions.ZA.
If any provision is found to be invalid or unenforceable,
the remaining provisions will continue in force to the extent permitted by law.
ACCEPTANCE OF TERMS
Before receiving access to the beta App, the Tester must
review these terms and electronically confirm acceptance through the App.
By selecting the acceptance option presented in the App, the
Tester confirms that they have had the opportunity to read and understand this
Agreement and agree to be bound by its terms.
The electronic acceptance may be recorded by Confessions.ZA
together with the Tester’s account information, acceptance date and time, and
the applicable version of this Agreement for the purposes of maintaining a
record of acceptance.
Recommended App
Acceptance Statement
This confirms that I have read and agree to the Confessions
ZA App Beta Tester Confidentiality and Non-Disclosure Agreement.