Cobalt Labs, Inc. Beta Products Terms and Conditions

These terms and conditions (the “Beta T&Cs”) constitute the sole and entire agreement of Cobalt Labs, Inc (“Cobalt”). and its customer (the “Customer”) concerning the use of and evaluation of Cobalt Beta Products,  and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.  These Beta T&Cs prevail over any terms or conditions contained in any other documentation. To the extent not directly contradictory herewith, all other Cobalt Terms and Conditions (including without limitation, the Cobalt Privacy Policy) continue to apply with full force and effect.

“Beta Product” shall mean those Cobalt products or in-platform features which are designated as beta, pilot, or pre-release versions and are provided to Customer during the term hereof. Beta Products include, without limitation:

• Cobalt Pentest Management Platform (“PMP”) Pilot.
• Cobalt Vulnerability Scanner Open Beta.

Access.  During the Beta Term,  Cobalt will provide the Customer access to and use of the Beta Product(s),  in accordance with these Beta T&Cs. All use of the Beta Product will be for the Customer’s benefit alone. By using the Beta Product, Customer represents that it has obtained all rights and/or licenses necessary to undertake any and all activity for which the Beta Product is leveraged. Customer is prohibited from using the Beta Product in any way that violates applicable law, regulation, contract, or in any way injures the rights of any third party.

Beta Term. The period for which Customer may access the Beta Product (the “Beta Term”) shall be determined by and between Cobalt and each Customer.  Cobalt reserves the right to terminate access to the Beta Product at any time and for any reason, with notice to Customer.  Cobalt will delete or return, at Customer’s discretion, all data created and stored via the Beta Product after the conclusion of Beta access; provided, that in the Cobalt has (at such time as the Beta Term ends) developed a paid version of Beta Product, and Customer desires to transition to such paid version, Cobalt and Customer may provide for continued access to, use of and storage of Customer data on terms and conditions to be agreed upon by and between Cobalt and Customer at such time.

Restrictions on Use. Customer shall not (a) demonstrate, copy, sell, rent, lease, lend, sublicense, distribute, or otherwise transfer or provide access to the Beta Products to any third party; (b) publish or otherwise disclose information relating to the performance, quality, or capability of Beta Products to any third party; (c) modify, reuse, disassemble, decompile, reverse engineer or otherwise translate any software contained within the Beta Products or any portion thereof; (d) create derivative works based on the Beta Products; or (e) use Beta Products to conduct scanning, testing, or like activity against the assets of a third party. 

Legal Compliance.  Customer and Cobalt shall each comply with all applicable laws and regulations with respect to the use of the Beta Products.  Cobalt may suspend Customer’s access to the Beta Products, in its sole discretion, for: (i) use of the Beta Products in a way that violates applicable laws and regulations or these Beta T&Cs, or (ii) any instance of posting or uploading material that infringes or is alleged to infringe on the copyright or trademark rights of any person or entity.

Intellectual Property.  Cobalt owns and shall retain all right, title and interest in and to all intellectual property rights embodied in and appertaining to the Beta Products, including, without limitation, all such rights in the software and content, together with all improvements, enhancements, developments, derivative works, and other modifications thereto.  As between Customer and Cobalt,  Customer will own and retain all rights to its own materials and previously existing intellectual property, including confidential and proprietary information and data.

Feedback. Customer may give feedback on the performance and utility of the Beta Products. Customer hereby grants to Cobalt a perpetual, irrevocable, worldwide license to such feedback, and Customer expressly acknowledges that any product modifications, upgrades, features or functionality made by Cobalt that incorporate such feedback are the sole intellectual property of Cobalt.

Disclaimer.  EXCEPT AS SPECIFICALLY SET FORTH HEREIN, COBALT PROVIDES THE BETA PRODUCTS  “AS IS” WITHOUT WARRANTY OF ANY KIND.  COBALT MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE BETA PRODUCTS, AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ARE HEREBY DISCLAIMED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Limitations on Liability.  To the extent permitted by law, in no event shall either Cobalt or Customer be liable for any indirect, punitive, or consequential damages, including lost profits or business opportunities. The total liability arising out of or related to this Beta T&Cs, and the provision of access to and use of Beta Products thereunder, shall not exceed $100.