TWENTYTONINE USER RESEARCH CONSENT AGREEMENT - DELVE

Last updated December 13, 2018

Thank you for participating in the user research of TwentyToNine LLC (“we” or “us”).  This User Research Consent Agreement (“Agreement”) governs your participation in our research around our “Delve” product (the “Research”). As part of the Research, you may be asked to complete video and audio recorded interviews, questionnaires and surveys, and provide comments and opinions.  In exchange, we will receive the benefit of your responses and feedback.

Confidentiality.  As part of the Research, we may share with you certain pre-release features of our products that are still confidential and have not yet been shared with the general public (“Confidential Information”).  You agree not to use any of the Confidential Information for any purpose other than for the Research and for providing Feedback (defined below), and for the next five (5) years you will not disclose any of the Confidential Information to anyone else or use such Confidential Information for your own benefit or for the benefit of third parties without our express written consent. This Agreement shall impose no obligation of confidentiality on you with respect to any portion of the Confidential Information which now or hereafter becomes generally known or publically available.

Privacy.  You may be asked to provide certain identifying information about yourself, including but not limited to your identity and your demographic profile (“Personal Information”). By consenting to this Agreement, you grant us the right to share your Personal Information with third parties who provide services to us (such as interview transcription services). We do not sell Personal Information to any third parties, nor do we provide Personal Information to any third-party services that sell any such information to third parties. Any Personal Information we collect will not be shared outside of TwentyToNine, LLC and our third party service providers nor will it be used for any purpose not directly related to the Research.

Recording. As part of the Research we may record video and audio of you and get it transcribed. Any such transcripts will be anonymized and any personally identifying information will be removed.  By consenting to this Agreement, you give us permission to use your anonymized transcripts for any purpose. Additionally, you give us permission to alter the transcription text for brevity and/or clarity. We will not use any video or sound of you without your express written consent.

Feedback.  Any feedback, ideas, input, suggestions and the like made by you with respect to the Research as well as any audio, video and transcripts (“Feedback”) will be the exclusive property of TwentyToNine, LLC. You agree to assign, and hereby assign without charge, all right, title, and interest worldwide in the Feedback and the related intellectual property rights to us. We may use, disclose, reproduce, license and otherwise distribute the Feedback for any purposes whatsoever and without any obligation or compensation to you provided that no information will be used to personally identify you. You agree not to provide us with any information that might result in a breach of a confidentiality obligation you may have to another party.

Miscellaneous. This Agreement is the entire agreement of the parties regarding the subject matter hereof, superseding all other agreements between them, whether oral or written, regarding the subject matter hereof.

This Agreement will be governed by and construed in accordance with the laws of the state of New York. The parties agree that any action at law or in equity arising out of or relating to this Agreement will be filed only in the state or Federal courts located in New York, and the parties hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of this Agreement.

Upon such determination that any provision is invalid, illegal, or incapable of being enforced, the parties will negotiate in good faith to modify this Agreement so as to affect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled.

No modification, addition or deletion, or waiver of any rights under this Agreement will be binding on a party unless made in an agreement clearly understood by the parties to be a modification or waiver and signed by a duly authorized representative of each party. No failure or delay (in whole or in part) on the part of a party to exercise any right or remedy hereunder will operate as a waiver thereof or effect any other right or remedy. All rights and remedies hereunder are cumulative and are not exclusive of any other rights or remedies provided hereunder or by law. The waiver of one breach or default or any delay in exercising any rights will not constitute a waiver of any subsequent breach or default.

If you have questions, please contact us at team@twentytonine.com