valueIQ Beta Terms of Service

1. Introduction

These Beta Terms of Service ("Beta Terms") govern your participation in the beta testing program ("Beta Program") for the valueIQ platform, a software-as-a-service ("SaaS") offering provided by Ibbaka Performance, Inc. ("Ibbaka"), a corporation registered in Vancouver, BC, Canada. For clarity, valueIQ is a brand of Ibbaka Performance, Inc. and not a separate legal entity. By accessing or using the valueIQ Beta Services ("Beta Services"), you ("Customer" or "Tester") agree to be bound by these Beta Terms. If you do not agree, do not access or use the Beta Services.

2. Beta Services and Participation

• 2.1 Eligibility: Participation is by invitation only and subject to Ibbaka's approval. You represent that you have authority to bind your organization to these Beta Terms.
• 2.2 Scope: The Beta Services are provided solely for evaluation and testing purposes in a non-production environment. Ibbaka may modify, suspend, or terminate the Beta Services at any time, with or without notice.
• 2.3 No Fees: Unless otherwise agreed in writing, Beta Services are provided at no charge.

3. Feedback

You agree to provide prompt feedback, suggestions, and reports regarding the Beta Services as reasonably requested by Ibbaka ("Feedback"). Ibbaka may use, incorporate, and exploit any Feedback without restriction or compensation to you. You assign to Ibbaka all rights, title, and interest in any Feedback.

4. Intellectual Property

All intellectual property rights in and to the Beta Services, including any improvements or modifications, are and will remain the exclusive property of Ibbaka. Nothing in these Beta Terms grants you any rights except as expressly set forth herein.

5. Confidentiality

You acknowledge that, through the Beta Program, you may receive non-public information about the Beta Services, including features, functionality, and performance data ("Confidential Information"). You agree not to disclose, use, or permit the use of Confidential Information except as necessary to participate in the Beta Program. This obligation survives termination of these Beta Terms.

6. Data and Privacy

• 6.1 Data Handling: You acknowledge that the Beta Services are experimental and may not have the same security or data protections as commercial services. You agree not to use real, sensitive, or production data in the Beta Services.
• 6.2 Privacy: Ibbaka will handle any personal data in accordance with its Privacy Policy. However, you acknowledge that the Beta Services may be subject to additional risks, including data loss or unauthorized access.

7. Warranty Disclaimer

THE BETA SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. IBBAKA EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE BETA SERVICES MAY CONTAIN BUGS, ERRORS, OR OTHER PROBLEMS AND MAY CAUSE SYSTEM OR DATA FAILURES.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IBBAKA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, PROFITS, OR REVENUE ARISING OUT OF OR RELATING TO THE BETA SERVICES OR THESE BETA TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL IBBAKA'S AGGREGATE LIABILITY UNDER THESE BETA TERMS EXCEED ONE HUNDRED DOLLARS (CAD $100).

9. Term and Termination

• 9.1 Term: These Beta Terms are effective as of your first access to the Beta Services and will continue until terminated by either party.
• 9.2 Termination: Either party may terminate participation in the Beta Program at any time, with or without cause, by providing notice to the other party. Upon termination, you must cease all use of the Beta Services and delete any Confidential Information in your possession.
• 9.3 Survival: Sections 3 (Feedback), 4 (Intellectual Property), 5 (Confidentiality), 7 (Warranty Disclaimer), 8 (Limitation of Liability), and 10 (Governing Law) survive termination.

10. Governing Law

These Beta Terms are governed by the laws of the Province of British Columbia, Canada, and the federal laws of Canada applicable therein, without regard to conflict of laws principles.

11. Miscellaneous

• 11.1 No Assignment: You may not assign these Beta Terms or any rights or obligations hereunder without Ibbaka's prior written consent.
• 11.2 Entire Agreement: These Beta Terms constitute the entire agreement between you and Ibbaka regarding the Beta Program and supersede all prior or contemporaneous communications.
• 11.3 No Waiver: Failure to enforce any provision of these Beta Terms will not constitute a waiver.
• 11.4 Severability: If any provision is held invalid, the remaining provisions will remain in effect.