Beta Software Testing Agreement (Own Equipment)
Please note that this document is currently awaiting an update for the
GDPR. In the meantime, new GDPR-ready
standard clauses for data protection and data processing
are available in our
GDPR & Data Protection Group.
This Beta Software Testing Agreement (Own Equipment) has been designed to
cater for a focussed closed beta test. The agreement is between a software
developer and a specific company for the beta testing of a particular
Testing is an essential part of the software development process. Whether
the software in question is a new version constructed from the ground up or
a simple patch or service pack, it must be tested on a range of different
computers in order to identify bugs, errors, flaws or shortcomings.
In-house testing is important, but cannot allow the developer to adequately
assess the software’s performance in the real world. This is where beta
testing comes in. Often beta testing is done in the form of an “open beta”.
Users will generally download the software for free, subject to terms and
conditions (and usually an in-built time limitation). For software that is
more specialised however, a “closed” format may be preferred.
Under this agreement, the tester is supplied with the software free of
charge and is required to select suitable employees to carry out testing in
the course of their normal duties. Reporting obligations are included,
requiring the tester to collect information from its employees with a view
to compiling regular reports for the developer.
This template has been designed to protect the developer from potential
liability for data loss, damage to computer systems and similar factors.
The tester is made aware in clear terms that the beta software is provided
“as is” and may put their computers at risk. By entering into the
agreement, the tester accepts such risks.
Confidentiality and non-disclosure are an important part of any product
development process. Obligations of confidentiality are imposed by this
agreement, covering information directly relating to the software and to
any additional documentation arising under the agreement.
Optional phrases / clauses are enclosed in square brackets. These should be
read carefully and selected so as to be compatible with one another. Unused
options should be removed from the document.
An alternative version of this agreement is available which includes a
provision for the loan of computer equipment by the developer to the
tester. Further beta testing documents are available, designed for use as
terms and conditions accompanying more “open” beta programmes.
This Beta Software Testing Agreement (Own Equipment) contains the following
1. Definitions and Interpretation
2. Nature of the Agreement
3. Licence and Use of Software
4. Disclaimer of Warranties and Liability
5. Beta Test Period
6. Software Updates
7. Reports and Feedback
8. Confidentiality and Non-Disclosure
11. Relationship of Parties
14. Entire Agreement
15. Law and Jurisdiction
And the following Schedule:
1. Beta Testing Report
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