Early Adopter Programme Terms

  1. Introduction
    • 1.1. This agreement applies to the Oleso product (“the Product”) identified in the Early Adopter Programme application form (“the EAP application”).
    • 1.2. By financially sponsoring Oleso, you agree on behalf of your company (“you” or “your”) to comply with the terms described in this agreement.
    • 1.3. Each party represents and warrants that it has full power and authority to sign this agreement.
  2. Participation
    • 2.1. Oleso may give you access to certain products, features and services, which are in different stages of development. Those products, features, and services may not always perform as specified. You are responsible for protecting yourself, your property, your data, and others from any risks caused by Oleso products, features, and services.
    • 2.2. Oleso will ask you to provide feedback. Your feedback must be truthful and accurate.
    • 2.3. Oleso will not provide any compensation for participating as an Early Adopter.
    • 2.4. Oleso makes no representations or promises about the geographic location of where your data is stored. In addition, the Data Processing Amendment does not apply to your use of the Product.
    • 2.5. You further acknowledge that the Product is under development and/or testing. Therefore, there may be known and unknown bugs that could produce unexpected results. For example, the Product may have certain limitations. You agree to backup data if appropriate. You further agree to use the Product at your own risk.
    • 2.6. The Product is not currently available for sale to customers. Prior to public launch, and in response to customer feedback, Oleso may modify the Product features and functionality without notice.
  3. Intellectual Property Rights
    • 3.1. You may use the Oleso Products provided to you to evaluate them. Oleso retains title, ownership, and all rights to the Oleso Product, and anything else that Oleso makes available to you.
    • 3.2. Feedback. You agree to provide feedback to Oleso, which shall include but not be limited to survey responses, bug reports, and feature requests. You hereby assign to Oleso all right, title and interest in and to any feedback you submit under this agreement or, if such assignment is not enforceable for any reason, then you agree to do one of the following (including performing such acts as may reasonably be required), at Oleso’s request: (i) transfer or assign to Oleso all of your rights regarding such feedback to Oleso; (ii) grant Oleso a perpetual, exclusive, irrevocable, worldwide, royalty-free license to use such feedback; or (iii) grant Oleso any other reasonable rights as requested by Oleso. You understand that Oleso will not provide any compensation for your provision of feedback or participation in the Programme.
  4. Confidentiality
    • 4.1. Any information that Oleso provides under this agreement, as well as your feedback and other submissions, is confidential. As an exception, information that you knew before receiving it from Oleso, public information, or information that was lawfully disclosed to you is not confidential. You must immediately tell Oleso if you are legally required to disclose confidential information.
    • 4.2. You must keep all of Oleso’s confidential information secret and use it only to evaluate the Oleso Product.
  5. Term
    • 5.1. This agreement becomes effective when you financially sponsor Oleso and remains in force until both parties agree to the termination of this agreement or your sponsorship package comes to an end which you will be made aware of prior to financial sponsorship from you to Oleso.
    • 5.2. Upon termination, you will provide to Oleso, or, at Oleso’s sole discretion, promptly destroy and delete all submissions and confidential information, and, if requested by Oleso, certify in writing compliance with this Section 5. Oleso will remove you from the programme and any related mailing lists within thirty (30) days of receiving your termination notice. Section 3, Section 4, and Sections 6 through 8 survive termination of this agreement.
  6. Warranty Disclaimer 6.1. OLESO PROVIDES ALL OLESO PRODUCTS AND OTHER ITEMS AND INFORMATION HEREUNDER “AS IS” WITHOUT ANY EXPRESS WARRANTIES OR REPRESENTATIONS OF ANY KIND. OLESO DISCLAIMS ALL IMPLIED WARRANTIES AND REPRESENTATION, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT. YOUR SOLE AND EXCLUSIVE REMEDY IN CASE OF ANY DISSATISFACTION IS TERMINATION IN ACCORDANCE WITH SECTION 5.
  7. Limitation of Liability 7.1. IN NO EVENT SHALL OLESO HAVE ANY LIABILITY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS, REVENUE, OR DATA, OR COST OF COVER. OLESO’S LIABILITY FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THE PROGRAMME OR HARM CAUSED BY ANY OLESO PRODUCT SHALL NOT EXCEED THE MONETARY VALUE OF ANY FEEDBACK PROVIDED BY YOU HEREUNDER, OR ONE HUNDRED U.S. DOLLARS (US$100), WHICHEVER IS LESS. THE LIMITATIONS OF LIABILITY IN THIS SECTION 7 SHALL APPLY TO ANY DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF OLESO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE. THE LIMITATIONS OF LIABILITY IN THIS SECTION 7 SHALL NOT APPLY, HOWEVER, WITH RESPECT TO ANY DAMAGES THAT OLESO INTENTIONALLY CAUSES TO YOU.
  8. Indemnification 8.1. You will defend and indemnify Oleso and its affiliates, directors, officers and employees against all liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any allegation or third-party legal proceeding arising from your use of the Product. Any settlement requiring Oleso to admit liability or to pay any money will require Oleso’s prior written consent, such consent not to be unreasonably withheld or delayed. Oleso may join in the defence with its own counsel at its own expense.
  9. Governing Law 9.1. This agreement is governed by United Kingdom law. FOR ANY DISPUTE RELATING TO THIS AGREEMENT, THE PARTIES CONSENT TO PERSONAL JURISDICTION IN LONDON, ENGLAND, except that either party may seek injunctive relief in any court of competent jurisdiction worldwide.
  10. Miscellaneous
    • 10.1. The parties are independent contractors, and this agreement does not create an agency, partnership or joint venture. Your rights and obligations under this agreement are specific to you, and you cannot assign them to anyone else. Oleso may freely assign or delegate its rights and obligations under this agreement. This is the entire agreement between you and Oleso. Oleso can modify the agreement and notify you, and your continued participation in the programme shall constitute your acceptance of the modified agreement. You may not modify this agreement without Oleso’s written consent. Failure to enforce any provision will not constitute a waiver. The English language version is legally binding and shall prevail in case of any inconsistencies with translated versions.
    • 10.2. You acknowledge and agree that the standard Oleso Terms Of Use do apply. You also acknowledge and agree that Oleso will not provide Service Credits in the event of any downtime.
  11. Notice Regarding Processing of Personal Data 11.1. Oleso may use and share personal information that you provide in connection with this agreement. Oleso’s Privacy Policy applies, as amended from time to time, available at https://oleso.co/terms or on request.