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Evocati Test Flight Confidentiality Agreement

The undersigned,

(physical address), and Roberts Space Industries Corp., on behalf of itself and its affiliate, Roberts Space Industries

International, Ltd. (collectively, “RSI”) hereby agree as follows:

, [“you” or “Tester” (your real name)], residing at

1)

Reference is made to the End User License Agreement (“EULA”) and the Terms of Service (“TOS”) posted on the date hereof on the website Robertsspaceindustries.com with respect to your territory. You hereby expressly confirm that you have read and agreed to the terms of the EULA and the TOS. All capitalized terms herein shall have the meaning as defined in the TOS and/or the EULA, unless defined separately herein.

2)

In consideration of RSI granting early access to the Evocati Materials as defined in Paragraph 3, you hereby agree to become a “Tester” as referred to in Sec. XVI of the TOS to participate in RSI’s closed “Evocati Test Flight Program” (hereinafter, “Evocati”). This agreement constitutes the Confidentiality Agreement referred to in Sec. XVI of the TOS.

3)

Confidentiality: You understand and hereby agree that all Pre-Release Materials in connection with Evocati, and all information and results of the Evocati Pre-Release Test provided by you, RSI, or any other party (“Evocati Material”) are confidential and proprietary information of RSI. You further agree as a condition of participating in Evocati, (i) to not copy or reproduce the Evocati Material, (ii) to safeguard the Evocati Material and prevent any unauthorized access to, reproduction of, disclosure of and/or unauthorized use of, the Evocati Material, (iii) to not disclose any information, including feedback, bug reports, footage or video/screen capture of the Evocati Material to anyone except RSI, (iv) to carry out any testing or participation personally and to not provide access to Evocati Material to any other person.

4)

You understand that pursuant to Section XVI of the TOS, a breach of this Confidentiality Agreement constitutes a breach of the TOS and may result in disciplinary action against your account. You further agree that a breach of any of the above obligations will cause irreparable harm to RSI, and RSI is entitled to (in addition to any other remedies available to it), ex parte injunctive relief without bond to prevent the breach or threatened breach of your obligations under this Confidentiality Agreement or the TOS and/or EULA. Your obligation to keep the Evocati Materials confidential will continue until such time and to the extent that RSI makes such materials publicly available.

5)

You further acknowledge and agree to the following terms and conditions:

a. Your participation in Evocati shall be solely for the purpose of identifying program errors and to provide feedback and suggestions regarding your experiences to RSI while reviewing and evaluating Evocati Material. You specifically acknowledge and agree that you understand the nature of Alpha or Beta testing, i.e. that you may experience bugs,

crashes, and the like, and that Evocati Material is subject to revision and redesign between patches, releases, or other events. You agree that while your participation involves providing feedback, reporting, and data to RSI, all game design decisions lie within the sole discretion of RSI and its affiliates, and that participation in Evocati confers no control or authority over RSI or the development of the Game.

b. You agree not to manufacture, distribute, or engage in any commercial use or otherwise exploit any product incorporating any content or assets from the Evocati Material. This Confidentiality Agreement grants no rights, privileges, licenses, or permissions to use or make derivative works from any other property of RSI, including any IP.

c. You agree not to use the Evocati Material (or any other intellectual property owned by RSI or its affiliates) or your participation in Evocati in any manner that (i) violates this Confidentiality Agreement, (ii) may disparage RSI or any of its affiliates, or the Licensed IP or other RSI intellectual property; (iii) may impair the validity, scope, title or goodwill of RSI and its affiliates or the Licensed IP or other RSI intellectual property; (iv) may libel or slander any person or entity, or violate or infringe upon any right, common law or otherwise, of any party, including RSI and its affiliates.

d. You acknowledge that this Confidentiality Agreement in no way implies sponsorship or certification by RSI of you, and that you may not hold yourself out or represent yourself as an employee, agent, or affiliate of RSI.

e. You understand that Evocati is rolled out to limited numbers of Evocati participants at a time, and that RSI reserves the right to allocate, de-allocate, and select different numbers and different subgroups of Testers to suit the needs and circumstances of each test run at its sole judgment and discretion.

6)

Priority: In the case of any conflict between the provisions of this Confidentiality Agreement and the TOS, the terms within this Confidentiality Agreement shall apply and take precedence.

7)

Termination: RSI shall be entitled to revoke and/or terminate this Confidentiality Agreement at any time for any reason or no reason in its sole discretion and at its convenience by giving notice via email and/or by a denial of access to Evocati Material. Upon the termination of this Confidentiality Agreement, you shall immediately cease to use the Evocati Material and delete it from your computers and any storage. Paragraph 3 hereof will survive Termination and remain effective indefinitely.

8)

Failure by RSI to enforce any provision of this Confidentiality Agreement shall not constitute a waiver of any term hereof. A waiver given on any one occasion is effective only in that instance and will not be construed as a waiver of any right on any other occasion. If any provision of this Confidentiality Agreement shall be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect.

9)

All notices pursuant to this agreement may be delivered electronically via email to the email addresses indicated herein. Any amendments to this agreement, or any waiver or stipulation pursuant hereto must be in writing and signed on behalf of each party, and may be executed in counterparts with each such counterpart constituting an original and altogether one and the same document. Executed copies thereof transmitted electronically (by either Tagged Image Format Files or Portable Document Format) shall be treated as originals with full legally binding force and effect.

[NAME]
[NAME]

Roberts Space Industries Corp.

Signature:

Signature:

Address:

 

Name:

[email/phone contact]

Title:

All legal notices and communications to be addressed to:

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