LENDINGPAD COMPLY IO BETA TEST ACKNOWLEDGEMENT

By using the Comply IO (Beta) software, you (“Tester”) acknowledge and agree to the following:

  1. Confidentiality.

Tester acknowledges that the Software contains confidential information and trade secrets of LendingPad and is considered Confidential Information.

  1. Acknowledgment of Beta Software.

Tester acknowledges and agrees that:

(a) the Software is not an official product and has not been commercially released for sale by LendingPad; (b) the Software may not operate properly, be in final form or fully functional; (c) the Software may contain errors, design flaws or other problems; (d) it may not be possible to make the Software fully functional; (e) the information obtained using the Software may not be accurate and may not accurately correspond to information extracted from any database or other source; (f) use of the Software may result in unexpected results, loss of data or communications, project delays or other unpredictable damage or loss; (g) LendingPad is under no obligation to release a commercial version of the Software; and (h) LendingPad has the right unilaterally to abandon development of the Software, at any time and without any obligation or liability to Tester. Tester acknowledges and agrees that it should not rely on the Software for any reason. Tester is solely responsible for maintaining and protecting all data and information that is retrieved, extracted, transformed, loaded, stored or otherwise processed by the Software. Tester will be responsible for all costs and expenses required to backup and restore any data and information that is lost or corrupted as a result of Tester’s use of the Software.

  1. Limitation of Liability.

Tester agrees to the following:

EXCEPT AS OTHERWISE REQUIRED BY LAW, THE LIABILITY OF LENDINGPAD AND ITS LICENSORS TO TESTER OR ANY THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE SOFTWARE, OR FOR ANY ERROR OR DEFECT IN THE SOFTWARE, OR FOR THE PROVISION OF TECHNICAL SUPPORT INSTALLATION, TRAINING OR OTHER SERVICES IN CONNECTION THEREWITH, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, INCLUDING CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT, SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED ANY FEES PAID TO LENDINGPAD FOR USE OF COMPLY IO (BETA) SOFTWARE. IN NO EVENT WILL LENDINGPAD OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, BUSINESS, REVENUE, DATA OR DATA USE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY.

The limitations of liability set forth in this Agreement reflect the allocation of risk negotiated and agreed to by the Parties. The Parties would not enter into this Agreement without these limitations on its liability. These limitations will apply notwithstanding any failure of essential purpose of any limited remedy

  1. Feedback.

If Tester provides feedback to LendingPad, all such feedback will be the sole and exclusive property of LendingPad. Tester will not earn or acquire any rights or licenses in the Software or in any LendingPad Intellectual Property Rights on account of this Agreement or Tester's performance under this Agreement, even if LendingPad incorporates any feedback into the Software.

  1. LendingPad Product

Tester acknowledges and agrees that Comply IO Software is a product of LendingPad and use of it is subject to the Terms of Use and Privacy Policy available on LendingPad’s website.