OUTSYSTEMS BETA FEATURES EVALUATION AGREEMENT
Updated: March 9, 2026
This OutSystems Beta Features Evaluation Agreement (this “Agreement”) is entered into as of the date of activation or download of the Beta Features (the “Effective Date”) by and between OutSystems and you on behalf of Customer (each, a “Party”, and together, the “Parties”). By clicking on the appropriate button, or by downloading, installing, accessing and using the Beta Features, you agree to be bound by the terms of this Agreement. If you are entering into this Agreement on behalf of Customer, you represent that you have the authority to bind Customer. Do not download, install, access or use any of the Beta Features if you do not agree to the terms of this Agreement or if you are not authorized to accept the terms of this Agreement on behalf of Customer.
1. DEFINITIONS
1.1"Beta Features" shall mean the beta version of proposed new features within OutSystems’ software platform and related software components, in object form only, and the media and Documentation provided by OutSystems to Company and for which Company is granted a use license pursuant to this Agreement.
1.2“Customer” means the Party you represent, on whose behalf you are accepting the terms of this Agreement and will access the Beta Features under the terms of this Agreement.
1.3"Documentation" shall mean the printed or online written reference material furnished to Company in conjunction with the Beta Features, including, without limitation, instructions, beta testing guidelines, and end user guides.
1.4"Intellectual Property Rights" shall mean all intellectual property rights, including, without limitation, patent, copyright, trademark, and trade secret.
1.5“OutSystems” means the Party agreeing to the terms of this Agreement as OutSystems as determined in accordance with Section 7.1 of this Agreement.
1.6"Updates" shall mean a modification, error correction, bug fix, new release, or other update to or for the Beta Features.
2. LICENSE GRANT, USE AND OWNERSHIP
2.1Limited License. Subject to the terms and conditions of this Agreement, OutSystems grants to Company a non-exclusive, non-transferable license (without the right to sublicense), as from the Effective Date, to: (i) use the Beta Features in accordance with the Documentation solely for purposes of its evaluation of the features of the Beta Features; (ii) use the Documentation provided with the Beta Features in support of Company's authorized use of the Beta Features; and (iii) copy Beta Features for archival or backup purposes, provided that all titles and trademarks, copyright, and restricted rights notices are reproduced on such copies.
2.2Evaluation Feedback. The purpose of this limited license is the evaluation and testing of the Beta Features and Documentation. In furtherance of this purpose, Company shall provide feedback to OutSystems concerning the functionality and performance of the Beta Features from time to time as reasonably requested by OutSystems, including, without limitation, identifying potential errors and improvements. Such feedback will be in a manner convenient to Company and will be subject to reasonable availability of Company's personnel. Notwithstanding the foregoing, prior to Company disclosing to OutSystems any information in connection with this Agreement which Company considers proprietary or confidential, Company shall obtain OutSystems’ prior written approval to disclose such information to OutSystems, and without such prior written approval from OutSystems, Company shall not disclose any such information to OutSystems. Feedback and other information which is provided by Company to OutSystems in connection with the Beta Features or this Agreement may be used by OutSystems to improve or enhance its products and, accordingly, OutSystems shall have a non-exclusive, perpetual, irrevocable, royalty-free, worldwide right and license to use, reproduce, disclose, sublicense, distribute, modify, and otherwise exploit such feedback and information without restriction.
2.3Restrictions. Company shall not copy or use the Beta Features or accompanying Documentation except as expressly permitted in this Agreement. Company will not, and will not permit any third party to, sublicense, rent, copy, modify, create derivative works of, translate, reverse engineer, decompile, disassemble, or otherwise reduce to human perceivable form any portion of the Beta Features or accompanying Documentation. The Beta Features and all performance data and test results, including without limitation, benchmark test results (collectively "Performance Data"), relating to the Beta Features are the Confidential Information of OutSystems, and will be treated in accordance with the terms of Section 4 of this Agreement. Accordingly, Company shall not publish or disclose to any third party any Performance Data relating to the Beta Features.
2.4Ownership. OutSystems shall own and retain all right, title and interest in and to the Intellectual Property Rights in the Beta Features and any derivative works thereof, subject only to the limited license expressly set forth in Section 2.1 hereof. Company does not acquire any other rights, express or implied, in the Beta Features. ALL RIGHTS NOT EXPRESSLY GRANTED HEREUNDER ARE RESERVED TO OUTSYSTEMS.
2.5Limited Support Services. This Agreement does not include the provision by OutSystems of any support services or Updates of the Beta Features. In the event OutSystems, in its sole discretion, supplies any Update to Company, such Update shall be deemed Beta Features hereunder and shall be subject to the terms and conditions of this Agreement.
3. TERM AND TERMINATION
Company's rights with respect to the Beta Features under this Agreement will terminate upon the earlier of (i) the initial commercial release by OutSystems of a generally available version of the Beta Features or (ii) automatic expiration of the Beta Features based on the system date. Either Party may terminate this Agreement at any time for any reason or no reason by providing the other Party advance written notice thereof. Upon any expiration or termination of this Agreement, the rights and licenses granted to Company under this Agreement shall immediately terminate, and Company shall immediately cease using, and will return to OutSystems (or, at OutSystems’ request, destroy and so certify it in writing), the Beta Features, Documentation, and all other tangible items in Company's possession or control that are proprietary to or contain Confidential Information. The rights and obligations of the Parties set forth in Sections 2.2, 2.3, 2.4, 2.5, 3, 4, 5, 6 and 7 shall survive termination or expiration of this Agreement for any reason.
4. CONFIDENTIALITY
4.1“Confidential Information" shall mean all trade secrets, know-how, inventions, techniques, processes, algorithms, software programs, hardware, schematics, and software source documents relating to the Beta Features, and other information provided by OutSystems, whether disclosed orally, in writing, or by examination or inspection, other than information which Company can demonstrate: (i) was already known to Company, other than under an obligation of confidentiality, at the time of disclosure; (ii) was generally available in the public domain at the time of disclosure to Company; (iii) became generally available in the public domain after disclosure other than through any act or omission of Company; (iv) was subsequently lawfully disclosed to Company by a third party without any obligation of confidentiality; or (v) was independently developed by Company without use of or reference to any information or materials disclosed by OutSystems or its suppliers.
4.2Confidential Information shall include without limitation the Beta Features, Documentation, Performance Data, and any Updates. Company shall not use any Confidential Information for any purpose other than as expressly authorized under this Agreement. In no event shall Company use the Beta Features or any Confidential Information to market, sell, license or distribute any product or service. Company shall limit dissemination of Confidential Information to its employees who have a need to know such Confidential Information for purposes expressly authorized under this Agreement. In no event shall Company disclose any Confidential Information to any third party. Without limiting the foregoing, Company shall use at least the same degree of care that it uses to prevent the disclosure of its own confidential information of like importance, but in no event less than reasonable care, to prevent the disclosure of Confidential Information.
5. LIMITATION OF LIABILITY
IT IS UNDERSTOOD THAT THE BETA FEATURES ARE PROVIDED WITHOUT CHARGE FOR LIMITED EVALUATION AND TESTING PURPOSES. ACCORDINGLY, THE TOTAL LIABILITY OF OUTSYSTEMS AND ITS SUPPLIERS ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE LIMITED TO THE FEES COMPANY PAID OUTSYSTEMS FOR THE RELEVANT BETA FEATURES, IF ANY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OUTSYSTEMS OR ITS SUPPLIERS HAVE LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, EVEN IF OUTSYSTEMS AND ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
6. WARRANTY DISCLAIMER
6.1IT IS UNDERSTOOD THAT THE BETA FEATURES, DOCUMENTATION, AND ANY UPDATES MAY CONTAIN ERRORS AND ARE PROVIDED FOR LIMITED EVALUATION ONLY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE BETA FEATURES, THE DOCUMENTATION, AND ANY UPDATES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. OUTSYSTEMS AND ITS SUPPLIERS SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
6.2Company acknowledges that OutSystems: (i) has not publicly announced the availability of the Beta Features, (ii) has not promised or guaranteed to Company that such Beta Features will be announced or made commercially available in the future, (iii) has no express or implied obligation to Company to announce or introduce the Beta Features, and (iv) may not introduce a product similar or compatible with the Beta Features. Accordingly, Company acknowledges that OutSystems shall bear no risk for any research or development that Company performs regarding the Beta Features or any product associated thereto. Specifically, the Beta Features may not be released as part of your existing subscription to the OutSystems software platform, or if released, may be marketed separately for additional fees.
7. FINAL PROVISIONS
7.1Contracting OutSystems Company, Governing Law and Jurisdiction. The webpage available at www.outsystems.com/legal/governing-law-jurisdiction sets forth, based on where Customer is domiciled: (a) the OutSystems entity with which Customer is contracting under this Agreement and to which Customer should direct notices pursuant to Section 7.4 of this Agreement; (b) the governing law applicable to this Agreement, including any lawsuit or disputes arising out of or in connection with it, without giving effect to any choice or conflict of law provision or rule; and (c) which courts can adjudicate any such lawsuit. The Parties agree that neither the Uniform Computer Information Transaction Act nor the United Nations Convention for the International Sale of Goods will apply to this Agreement.
7.2Assignment. Company shall not assign this Agreement or any rights or obligations hereunder, directly or indirectly, by operation of law, merger, acquisition of stock or assets, or otherwise, without the prior written consent of OutSystems. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns.
7.3Modification. This is the entire agreement between the Parties relating to the subject matter hereof and all other terms are rejected. No waiver or modification of this Agreement shall be valid unless in writing signed by each Party. The waiver of a breach of any term hereof shall in no way be construed as a waiver of any term or other breach hereof. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law the remaining provisions of this Agreement shall remain in full force and effect.
7.4Notices and Contact Information. Any notice required or permitted under the terms of this Agreement or required by law must be in writing and must be delivered (i) in person, (ii) by first class registered mail, or air mail, as appropriate, posted and fully prepaid to the appropriate address designed in Section 7.1 of this Agreement, or (iii) (iv) by reputable overnight courier service to the appropriate address designed in Section 7.1 of this Agreement. Notices will be considered provided at the earlier of the time of receipt or five (5) business days after being sent. Additionally, if you have any questions about this Agreement you may use the e-mail address set forth on the signature section of this Agreement.
7.5Language. The Parties have agreed to draw up this Agreement in the English language.