Terms of Service

These Terms of Service (“Terms”) Testers (as defined below) participating in the Test (as defined below) of PROSEEQ (the “App”) as set forth below.

Testers participating in this Test are deemed to have agreed to these Terms.

You may not participate in this Test if you do not agree to these Terms. Your participation in this Test constitutes proper acceptance of these Terms.

A              Definitions

1               "App" refers to PROSEEQ.

2               “Provider” means Proseeq Pty Ltd (ACN: 679 906 364) and companies owned and operated by Proseeq Pty Ltd.

3               “Terms” means these Terms of Service.

4               "Test" means a test using the beta version of the App for final adjustment for completion of the commercial service version of the App.

5               "Tester" refers to the people who participate in the Test.

6               "Tester Data" refers to the data accumulated  as a result of the participation of Testers in the Test.

B              Application

7               These Terms apply to your participation in the Test. Tester shall comply with these Terms in participating in the Test.

C              Roles and Responsibilities of Testers

8               Tester shall cooperate by reporting to Company any problems related to the software or usage environment of the App discovered during the participation in the Test.

9               Tester shall not disclose the ID and password used to participate in the Test (if applicable) to any third party, shall not allow any third party to use the Tester’s ID and/or password, and shall be responsible for the management of the Tester’s ID and password.

10             Tester shall be responsible for any acts performed in this Test with its own ID and password (if applicable), whether or not the Tester performed such acts.

D              Confidentiality Obligations

11             Tester shall not disclose to any third party any information concerning the specifications, technology, or defects of the App which may be obtained through the Test or otherwise.

12             User interfaces, logo, and computer code may not be copied, reproduced, republished, uploaded, posted, publicly displayed, translated, transmitted or distributed in any way.

13             Any email, email addresses, data, knowledge, surveys, documents, news, private messages, conversations made available to you during the Closed Beta Testing period is strictly confidential.

E              Test Period

14             The Test period will take place and conclude when communicated to the Tester either by email or on the PROSEEQ website (www.proseeq.com).

F               Prohibited Acts

15             Tester shall not engage in any of the following acts:

1)   the act of assigning, leasing or transferring to another person all or part of the rights that a Tester has as a Tester, or providing for the sale, change of name, pledge or any other security;

2)   commercial activities using the Test and participation in the Test for commercial purposes or preparation thereof;

3)   other acts in violation of these Terms and Rules; and

4)   any other acts communicated  to Testers.

G              Information

16             For the purpose of analysing and improving the App, information relating to the Test may be uploaded, including but not limited to information relating to the hardware, software and error logs as well as Tester Data from the Tester's hardware, during the test period without obtaining the Tester's individual consent.

H              Tester Data

17             The Test Data accumulated by the Tester during the test period may not be transferred to the commercial service version of the App.

I                 Fees

18             The Provider of the App reserves the right to charge fees for use of the App or may provide the access to the App for no charge or remove access to the App.

19             The Provider of the App reserves the right to start charging or revise fee amounts at any time, at its sole discretion, under this Agreement or after the App is transferred to the commercial service version of the App.

J               Disclaimer; Supension

20             The Test is intended as a final adjustment for the completion of the commercial service version of the App, and it is intended to test the App under development. Therefore, the App is provided “AS IS”, and even if any defect or damage occurs to the Tester or the Tester's hardware, etc., as a result of the Tester's participation in the Test, the Provider will not compensate for any such defect or damage. Testers participate in the Test at their own risk.

21             The Provider may suspend the Test or change the duration of the Test at its sole discretion.

K              Ownership of Rights

22             Between Tester and the Provider, the Provider retains and will retain all rights in connection with the App, and will retain all rights in connection with the Tester Data (including all intellectual property rights therein). Testers are only granted the right to access and use the App to the limited extent permitted by these Terms and Rules.

23             Participants acknowledge that any suggestions, ideas, or feedback from the Test will become the property of the Provider.

L               Indemnity

24             Tester agrees to indemnify and hold the Provider harmless from any losses  that result from any third party claims related to Tester’s  access, use or misuse of the App, or any act or omission by Tester in violation of this Agreement.

M             Changes to these Terms

25             The Provider reserves the right to modify these Terms at any time, including by posting updated terms on the Tester site (subject to applicable law). By continuing to use the App after any such update you consent to the changes to the Terms. You may also be asked to affirmatively consent to updates to these Terms, and may be prevented from continuing to use the App if you decline to accept such an update.

N              Governing Law

26             These Terms shall be governed by the laws and regulations of the State of Victoria (Australia) with respect to all matters including their effect, interpretation and exercise. Tester agrees that the laws and regulations of the State of Victoria shall be applicable to any disputes relating to these Terms or the Test.

Date: 3 Septermber 2024