Terms of Private Beta

These Terms of Private Beta (the “Agreement”) govern access to and use of the Private Beta release of the Multireach services. By accessing or using the Services, Customer accepts this Agreement.

1. Definitions

In this Agreement:

“AI Features” means those parts of the Services that incorporate artificial intelligence or machine learning functionality;

“Customer” means the sole trader, corporate entity or organisation that enters into this Agreement with Multireach;

“Customer Data” means all data, information and material that Customer or its Users input, upload to, or transmit through the Services, or that is received by the Services from a Third-Party Platform connected by Customer;

“Effective Date” means the earlier of the date on which Customer first accesses the Services and the date on which Customer accepts this Agreement;

“Enrichment Data” means business contact data made available to Customer through the Services by third party data providers;

“Feedback” means any feedback, comments, suggestions, enhancement requests, recommendations or other input concerning the Services;

“Malicious Software” means any virus, malware, trojan horse or other similar harmful software;

“Multireach”, “we”, “us” and “our” means Multireach Technology Inc., a company incorporated in Alberta, Canada, with its registered office at 58 Carringsby Way NW, Calgary, Alberta T3P 1T4, Canada;

“Output” means content generated by AI Features in response to Customer Data submitted by Customer or a User;

“Private Beta” means the pre-release version of the Services made available on an invitation basis prior to general availability;

“Services” means the Multireach customer relationship management and sales application and associated websites, including AI Features, as made available by Multireach from time to time;

“Third-Party Platform” means any platform, application or service provided or hosted by a third party, including any Google account connected by Customer;

“User” means an individual authorised by Customer to access and use the Services through Customer’s workspace; and

“Workspace” means a distinct environment within the Services created by Customer and to which Users are added.

2. Provision of the Services

2.1. Subject to this Agreement, Multireach will make the Services available to Customer during the Private Beta.

2.2. The Private Beta is a pre-release offering. The Services are incomplete, are subject to change without notice, and may contain defects. Features described on the Multireach website or roadmap may be modified, delayed or withdrawn.

3. Term

3.1. This Agreement commences on the Effective Date and continues until terminated in accordance with clause 13.

3.2. Multireach may end the Private Beta in whole or in part at any time. Multireach will give Customer not less than thirty (30) days’ notice before ending the Private Beta.

4. Eligibility and acceptance

4.1. Access to the Private Beta is by invitation. Multireach may accept or decline any request for access at its discretion and is not obliged to provide reasons.

4.2. Customer must use the Services for business purposes and must have the legal capacity to enter into this Agreement in the jurisdiction in which it is established.

4.3. The Private Beta is not restricted by territory. Customer is responsible for ensuring that its use of the Services complies with the laws applicable to it.

5. Grant of licence and scope of authorised use

5.1. Subject to this Agreement, Multireach grants Customer a limited, non-transferable, non-exclusive, non-sublicensable and revocable licence during the term to access and use, and to permit Users to access and use, the Services for Customer’s internal business purposes.

5.2. Customer grants Multireach a non-exclusive, worldwide, royalty free licence during the term to use Customer Data to the extent necessary to provide the Services.

5.3. All rights in and to the Services not expressly granted in clause 5.1 are reserved to Multireach.

5.4. Customer will not, and will ensure that Users do not, whether directly or through a third party:

(a) send unsolicited bulk communications, or use the Services in connection with the distribution of unsolicited commercial electronic messages;

(b) use the Services in breach of any law applicable to commercial electronic messages, including Canada’s Anti-Spam Legislation, the United States CAN-SPAM Act and equivalent legislation in any other jurisdiction, or send communications to any recipient who has withdrawn consent or requested that communications cease;

(c) upload, connect or process personal data in respect of which Customer has no lawful basis;

(d) misrepresent the identity of the sender of any communication, or send on behalf of a third party without that party’s authority;

(e) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure of the Services, except to the extent such restriction is prohibited by law;

(f) provide, resell, sub-license or otherwise make the Services available to any third party;

(g) modify, translate or create derivative works based on the Services;

(h) circumvent, disable or interfere with any security or access control, or probe, scan or test the vulnerability of the Services or any related system;

(i) upload, store or transmit any Malicious Software, or any content that is unlawful or infringes the rights of any third party; or

(j) use the Private Beta to develop a product or service that competes with the Services.

6. AI Features

6.1. Customer may use AI Features only for lawful purposes and in accordance with this Agreement. Customer is responsible for any decision, action or outcome based on Customer’s use of AI Features.

6.2. AI Features must not be used to make any decision relating to an individual that produces legal effects concerning that individual or similarly significantly affects them. Where AI Features are used in connection with any such decision, they must be used solely to support a decision made by a natural person.

6.3. As between the parties, Customer retains any intellectual property rights that Customer holds in Output, and Multireach assigns to Customer all right, title and interest it may hold in Output, provided that Multireach retains all intellectual property rights that it owns or has an interest in prior to, or separate from, the generation of that Output, including the Services. To the extent Output incorporates such rights, Multireach grants Customer a limited, non-exclusive licence to use them solely to the extent necessary to use the Output in accordance with this Agreement.

6.4. Customer acknowledges that Output may not be unique and that other users may receive similar content. Output generated for another user is not Customer’s Output, however similar, and Customer waives any claim in respect of it.

6.5. Customer must comply with the terms of use and usage policies of any third party provider of AI Features.

6.6. Multireach does not warrant that any Output is accurate, complete, current or suitable for Customer’s purposes. Customer acknowledges that use of AI Features may result in inaccuracies, fabrications, bias or inconsistency. Customer is solely responsible for independently verifying Output before relying on it or transmitting it, and will ensure that Users do the same. Multireach will not be liable for any act or omission by Customer or any User based on Output.

7. Connected Google accounts

7.1. Customer may connect a Google account to the Services. Connection is optional and the Services operate without it.

7.2. By connecting a Google account, Customer represents and warrants that it is authorised to do so, including where the account is administered by Customer’s organisation, and acknowledges that Multireach is not able to verify that authorisation.

7.3. Customer remains responsible for personal data contained within any connected account, including personal data relating to third parties.

7.4. Customer may disconnect a connected Google account at any time and may request deletion of data already received.

7.5. Multireach’s use of data received from connected Google services is governed by section 4 of the Privacy Policy and by the Google API Services User Data Policy, including the Limited Use requirements. Those restrictions apply notwithstanding any other provision of this Agreement.

8. Third-Party Platforms

8.1. Customer may connect Third-Party Platforms to the Services. Multireach does not endorse, control or assume responsibility for any Third-Party Platform, including its content, functionality, accuracy, legality, security or availability.

8.2. Customer’s and Users’ use of any Third-Party Platform is at Customer’s sole risk and subject to the applicable third party terms and privacy policy. Customer will ensure that Users review and comply with those terms.

8.3. Multireach has no obligation to provide support or maintenance in respect of any Third-Party Platform and will not be liable for any loss or claim arising in connection with it.

8.4. Any exchange of Customer Data between the Services and a Third-Party Platform is at Customer’s direction and risk. Multireach is not responsible for any use, disclosure, modification or deletion of Customer Data by the provider of a Third-Party Platform once transmitted to it.

9. Enrichment Data

9.1. Certain features of the Services make Enrichment Data available to Customer. Customer’s and Users’ access to and use of Enrichment Data is subject to this clause 9, which prevails over any conflicting provision of this Agreement.

9.2. Customer and its Users may access, view and use Enrichment Data for internal business purposes within the Services only, and must not download, export, resell, redistribute or incorporate Enrichment Data into any other database, product or service.

9.3. Customer will not, and will ensure that Users do not, use Enrichment Data:

(a) to determine any individual’s employability, creditworthiness, credit standing or other characteristics relating to their manner or mode of living;

(b) to make or support a decision resulting in the provision or denial of employment, financial or lending services, housing, insurance, education enrolment or opportunity, healthcare services, access to essential goods or services, or any decision in connection with criminal justice;

(c) to train any large language model, machine learning model or generative artificial intelligence system; or

(d) in any manner that violates applicable law.

9.4. Multireach may impose additional restrictions on the use of Enrichment Data to the extent imposed by the relevant third party provider. Multireach will use reasonable efforts to give Customer advance notice of such restrictions and Customer will comply with them. Multireach may modify, suspend or terminate access to Enrichment Data and will not be liable to Customer for doing so.

10. Administrators and Users

10.1. Customer will designate one or more individuals as responsible for administering Customer’s Workspace, including adding and removing Users. Customer represents and warrants that such individuals are authorised to bind Customer.

10.2. Customer will provide business email addresses only, and will not provide personal email addresses or contact information to Multireach.

10.3. Before adding a User, Customer will inform that individual and make the Privacy Policy available to them.

10.4. Customer is responsible for all access to and use of the Services by its Users, and for maintaining the security and confidentiality of all sign-in credentials associated with its Workspace.

10.5. Customer will promptly notify Multireach on becoming aware of any unauthorised access to or use of the Services, or any breach of this Agreement.

10.6. Multireach may collect and process data relating to the manner in which the Services are used, for the purposes of detecting and preventing breaches of security and of this Agreement, and of improving the Services.

11. Fees

11.1. No fees are payable in respect of the Private Beta.

11.2. Multireach will make the Services generally available on a paid basis. Multireach will give Customer not less than thirty (30) days’ notice before any fees become payable. Customer will not be charged unless Customer elects to continue on a paid basis.

11.3. Where fees become payable, payment will be processed by a third party payment provider. Multireach does not store complete payment card details.

12. Intellectual property rights and Feedback

12.1. Nothing in this Agreement transfers ownership of intellectual property rights belonging to one party to the other, except as expressly set out in this Agreement.

12.2. Multireach and its licensors remain the owner of all intellectual property rights in the Services and in Multireach’s brands, trademarks and logos. Customer will not use any of them without Multireach’s prior written consent.

12.3. Customer remains the owner of all intellectual property rights in Customer Data. Customer represents and warrants that it owns Customer Data or is otherwise entitled to grant the licence in clause 5.2, and that Multireach’s exercise of that licence will not infringe the rights of any third party.

12.4. Customer retains ownership of any Feedback it or its Users provide. Customer grants Multireach a non-exclusive, perpetual, irrevocable, worldwide, royalty free licence to use, reproduce, modify and incorporate Feedback into the Services and any other product or service, without payment, attribution or restriction. Nothing in this clause restricts Customer’s use of its own Feedback for any purpose.

12.5. Customer agrees that Multireach may use Customer’s name or logo to list Customer as a Multireach customer on its website and in other marketing, sales and business materials.

13. Termination and effect of termination

13.1. Customer may terminate this Agreement at any time by ceasing use of the Services or by notifying Multireach, and Multireach will close Customer’s Workspace. No notice period applies.

13.2. Multireach may suspend or terminate Customer’s access to the Services at any time, with immediate effect and without notice or liability.

13.3. Either party may terminate this Agreement with immediate effect on written notice if the other commits a material breach of this Agreement which is not remedied within thirty (30) days of written notice of the breach.

13.4. On expiry of the Private Beta or termination of this Agreement for any reason, Multireach will make Customer Data available to Customer for electronic retrieval for a period of thirty (30) days. Thereafter Customer may request that Multireach delete stored Customer Data in accordance with this Agreement, and without such request Multireach may, but is not obliged to, delete it. Customer may request deletion at any earlier time.

13.5. Where Multireach has suspended or terminated Customer’s access under clause 13.2, clause 13.4 continues to apply and Customer may make a request under clause 13.4 by contacting Multireach.

13.6. On termination, Customer will cease all use of the Services and will delete all Enrichment Data and other Multireach materials in its possession or control.

13.7. Clauses which by their nature should survive termination will survive, including clauses 1, 5.3, 5.4, 6.3 to 6.6, 8, 9, 12, 13.4 to 13.7, 14 to 20.

14. Publicity and confidentiality

14.1. The Private Beta is not confidential. Customer and its Users may disclose the existence of the Private Beta, describe the Services, publish screenshots and express opinions concerning the Services, including publicly.

14.2. Customer acknowledges that materials taken from the Services may contain personal data relating to third parties, and Customer remains responsible for any such disclosure.

14.3. Where Multireach discloses information to Customer and identifies it as confidential at the time of disclosure, Customer will keep it confidential and use it only for the purposes of this Agreement.

15. Warranties and disclaimer

15.1. Customer represents and warrants that it has all right, power and authority to enter into this Agreement and to grant the rights granted under it, and that it will comply with all laws applicable to its use of the Services.

15.2. The Services are provided on an “as is” and “as available” basis. To the maximum extent permitted by law, Multireach disclaims all warranties, conditions and representations, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement and accuracy.

15.3. Multireach does not warrant that the Services will be uninterrupted, error free or secure, that defects will be corrected, that Customer Data will not be lost, or that any feature will be developed or made available.

15.4. Customer is responsible for maintaining its own copies of Customer Data.

16. Indemnity

Customer will indemnify Multireach against all losses, liabilities, costs and expenses, including reasonable legal fees, arising out of or in connection with:

(a) Customer’s transmission of communications in breach of clause 5.4(a) or 5.4(b);

(b) Customer’s processing of personal data in breach of clause 5.4(c); or

(c) Customer’s use of Enrichment Data in breach of clause 9.

17. Liability

17.1. Nothing in this Agreement limits or excludes liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

17.2. Subject to clause 17.1, Multireach will not be liable for any loss of profit, revenue, business, anticipated savings or data, or for any indirect or consequential loss.

17.3. Subject to clause 17.1, Multireach will not be liable for any loss arising from Output, from communications transmitted by Customer, or from any Third-Party Platform.

17.4. Subject to clause 17.1, Multireach’s total aggregate liability arising out of or in connection with this Agreement is limited to one hundred Canadian dollars (CAD $100).

18. Data protection

Each party will comply with the data protection laws applicable to it. Multireach’s processing of personal data is described in the Privacy Policy, which forms part of this Agreement. Customer is responsible for ensuring that it has a lawful basis for the personal data it uploads to, connects to, or processes through the Services.

19. Changes to this Agreement

Multireach may modify this Agreement. Where a modification substantially affects Customer’s rights or obligations, Multireach will notify Customer. Continued use of the Services following notification constitutes acceptance of the modified Agreement.

20. General

20.1. Neither party will be liable for any failure or delay in performance caused by an event beyond its reasonable control.

20.2. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions continue in full force and effect.

20.3. No failure or delay in exercising any right constitutes a waiver of that right.

20.4. Customer may not assign or transfer this Agreement without Multireach’s prior written consent.

20.5. This Agreement, together with the Privacy Policy, constitutes the entire agreement between the parties in relation to the Private Beta.

20.6. This Agreement is governed by the laws of the Province of Alberta and the federal laws of Canada applicable in that province. The courts of Alberta have exclusive jurisdiction. Nothing in this clause deprives Customer of the protection of any mandatory consumer protection law applicable in Customer’s place of residence.

21. Contact

Multireach Technology Inc.
58 Carringsby Way NW, Calgary, Alberta T3P 1T4, Canada
infosec@multireach.co