GOOGLE FIBER TRUSTED TESTER AGREEMENT

• Participation.

  • Trusted Tester Program.
    • Overview. Through the Google Fiber trusted tester program (“Trusted Tester Program”), Google Fiber may allow You to test certain products and services (“Test Products”), which are in different stages of development. The Test Products are provided by Google Fiber Inc. or one of its subsidiaries (Google Fiber Inc. and its subsidiaries are referred to below as “Google Fiber”). GFiber and Google Fiber are the brands through which Google Fiber brings You the Test Products. Your participation in the Trusted Tester Program is voluntary.
    • Eligibility. You represent that You are at least eighteen years of age and capable of entering into a legally binding agreement on behalf of Yourself and others in Your residence or premises who may participate in the Trusted Tester Program.
  • Test Products.
    • Installation. If Google Fiber provides You with Test Products that require professional installation, You will provide Google Fiber (or its agents or contractors) with access to Your residence or premises so that the Test Products and any related equipment may be installed and configured.
    • Return and Removal. Upon completion of the Trusted Tester Program (or earlier, if requested by Google Fiber), You will: (i) return any physical components or devices included with the Test Products to Google Fiber in accordance with Google Fiber's instructions; and (ii) remove any software included with the Test Products from your systems.
    • Use. Test Products may not always perform as specified, and may not be suitable for use in a production environment. You are responsible for protecting Your property and data, and others, from any risks that may arise from Your participation in the Trusted Tester Program, including Your use of Test Products or a third-party’s products or services.
  • Feedback. In connection with the Trusted Tester Program, Google Fiber may ask You to provide feedback (“Feedback”). If you provide Feedback, it must: (a) be truthful; (b) originate only from You; and (c) not contain any third party’s confidential information.
  • No Compensation. Google Fiber will not compensate You for Your participation in the Trusted Tester Program.
  • Suspension. Google Fiber may suspend the Trusted Tester Program or Your participation at any time.
  • Data Collection. Google Fiber may: (a) collect information regarding Your use of the Test Products; and (b) disclose such information to third parties (excluding Your personal information). Examples of information that may be collected and disclosed to third parties include Test Product performance, usability, and stability. Any personal information collected from You during the Program is subject to the Google Fiber Privacy Notice.

• Intellectual Property Rights.

  • License; License Conditions.
    • License. Subject to the terms of this Agreement (including Section 2.1(b) (License Conditions)), Google Fiber grants You a non-exclusive, non-transferable, non-sublicenseable license to use and evaluate the Test Products solely as instructed by Google Fiber during the term of this Agreement.
    • License Conditions. Your license to use the Test Products is subject to the following conditions:
      • You will follow any applicable instructions, policies, Trusted Tester Program requirements, and other product documentation made available to You by Google Fiber;
      • You may use the Test Products only as permitted by applicable law, including applicable export and re-export control laws and regulations;
      • You will maintain the confidentiality and security of any Test Product user account(s) and associated password(s), and will not give third parties access to those account(s) and password(s);
      • You are responsible for all activity on Your account, whether undertaken by You or someone else;
      • You will not misuse the Test Products, for example, by interfering with the Test Products or trying to access them using a method other than the interface that Google Fiber provides;
      • You will not resell or repackage the Test Products;
      • You will comply with Section 3 (Confidentiality); and
      • You will not reverse engineer the Test Products in any way (and You will not allow anyone else to do so).
  • Ownership; Repossession.
    • Ownership. Google Fiber retains all right, title, and interest in the Test Products and anything else that Google Fiber makes available to You through the Trusted Tester Program. Except for the license granted to You under Section 2.1 (License), You do not acquire any intellectual property rights under this Agreement.
    • Test Product Repossession. Google Fiber may repossess any Test Products provided to You as part of the Trusted Tester Program. If Your aid is required to uninstall any Test Products, You will allow Google Fiber (or its agents or contractors) to access Your residence or premises to retrieve the applicable Test Products.
  • Feedback.
    • Transfer; Use. You will transfer Your Feedback to Google Fiber and Google Fiber may use Your Feedback without obligation to You.
    • Assignment of Rights. To the maximum extent permitted by applicable law, You assign to Google Fiber all right, title, and interest in Your Feedback. If requested by Google Fiber, You will sign applicable documents, provide support, and appoint Google Fiber to act on Your behalf to secure these rights.
    • License. If applicable law does not permit the assignment of rights in Section 2.3(b) (Assignment of Rights), then You grant Google Fiber a perpetual, irrevocable, exclusive, worldwide, sub-licenseable, royalty-free, fully paid-up license to: (i) reproduce, distribute, create derivative works based on, publicly perform, publicly display, and otherwise use Your Feedback; and (ii) make, have made, import, use, have used, offer for sale, sell, lease, license, and otherwise exploit products and services (including combinations) that incorporate Your Feedback.
    • Moral Rights. To the extent permitted by applicable law, You waive any moral rights You have and agree not to exercise them, unless You notify Google Fiber and follow Google Fiber’s instructions.

• Confidentiality.

  • Definition. “Confidential Information” means information that Google Fiber discloses to You under this Agreement, and that is marked as confidential or would normally be considered confidential information under the circumstances. It does not include information that is independently developed by You, is rightfully given to You by a third party without confidentiality obligations, or becomes public through no fault of You. This Agreement, the Test Products and Trusted Tester Program, and Your Feedback (including the existence of all of the foregoing), are Google Fiber’s Confidential Information.
  • Obligations. You will not disclose to any third party, or otherwise make public in any manner, the Confidential Information without Google Fiber’s prior written consent. You will use the Confidential Information only for the purpose of participating in the Trusted Tester Program as instructed by Google Fiber. You may disclose Confidential Information when legally compelled by a court or other government authority. To the extent permitted by law, You will immediately provide Google Fiber with sufficient notice of all available details of the legal requirement and cooperate with Google Fiber’s efforts to challenge the disclosure, seek an appropriate protective order, or pursue such other legal action, as Google Fiber may deem appropriate.

• Term. This Agreement becomes effective after You have: (a) checked the “I have read and agree with the Google Fiber trusted tester terms” box; and (b) clicked the “Submit” button in the Google Fiber trusted tester signup form, and continues for two years, unless earlier terminated by either party upon written notice to the other party. All Sections that should survive termination of this Agreement will survive termination, including Section 2.2 (Ownership; Repossession), Section 2.3 (Feedback), and Sections 3 through 10.

• Warranty Disclaimers. To the maximum extent permitted by applicable law:

  • Google Fiber provides all Test Products and other items under this Agreement “as is” without any representations or warranties of any kind.
  • Google Fiber and its suppliers disclaim all implied representations, warranties, conditions and guarantees, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
  • Your exclusive remedy under this Agreement is termination in accordance with Section 4 (Term).

• Defense and Indemnity. You will defend and indemnify Google Fiber, its affiliates, and their respective directors, officers, agents and employees against any third-party legal or regulatory proceeding to the extent arising from: (a) Your use of the Test Products or participation in the Trusted Tester Program; or (b) an allegation that use of Your Feedback infringes or misappropriates any third party’s rights, including intellectual property rights.

• Limitations of Liability.

  • Definition. In this Section, “liability” means any liability, whether under contract, tort (including negligence), or otherwise (whether or not foreseeable or contemplated by the parties).
  • Limited Liabilities. Subject to Section 7.3 (Unlimited Liabilities):
    • Neither party will have any liability arising out of or relating to this Agreement for:
      • the other party’s lost revenues or profits;
      • indirect, special, incidental or consequential losses; or
      • exemplary or punitive damages; and
    • Each party’s aggregate liability arising out of or relating to this Agreement will not exceed US$100.
  • Unlimited Liabilities. This Agreement does not exclude or limit either party’s liability for:
    • willful misconduct;
    • fraud or fraudulent misrepresentation;
    • breach of Section 2.1 (License; License Conditions);
    • breach of Section 3 (Confidentiality);
    • its obligations under Section 6 (Defense and Indemnity);
    • infringement of the other party’s intellectual property rights; or
    • matters for which liability cannot be excluded or limited under applicable law.

• Miscellaneous. You may not assign or otherwise transfer any of Your rights or obligations under this Agreement without Google Fiber’s prior written consent. Any other attempted assignment is void. If any part of this Agreement is invalid, illegal, or unenforceable, the rest of this Agreement will remain in effect. This Agreement states the entire agreement between the parties and supersedes all prior agreements and understandings with respect to its subject matter. Google Fiber may modify this Agreement and notify You of such modification. Your continued participation in the Trusted Tester Program constitutes Your acceptance of the modified Agreement. You may not modify this Agreement without Google Fiber’s written consent. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this Agreement. The parties are independent contractors. This Agreement does not create any agency, partnership, joint venture, or employment relationship.

• Governing Law. All claims arising out of or related to this Agreement will be governed by California law, excluding California’s conflict of laws rules, and will be litigated exclusively in the federal or state courts of Santa Clara County, California, USA; the parties consent to personal jurisdiction in those courts.

• Other Google Services. The terms of this Agreement apply solely to the Trusted Tester Program and exclude, for example, any services that you may receive from Google LLC (“Google”), such as Gmail, Google Photos, etc., which are subject to the Google Terms of Service and Privacy Policy, or services you may receive from Google Fiber as a Google Fiber customer, which are subject to the Google Fiber Terms of Service and Privacy Notice.