Confidentiality Agreement for User Research Non-Disclosure Agreement (NDA)

Between

Klang Games GmbH (hereinafter referred to as “Klang”)

and

You, the participant of the SEED Playtest (hereinafter referred to as "the Playtester")

Klang and the Playtester shall sometimes hereafter be referred to individually as a “Party”, and collectively as the “Parties”, and the Parties agree as follows:

1. The Playtester participates in user research for Klang’s software “SEED” in the form of a computer gameplay experience limited in time and available to selected participants (the “Playtest”).

2. The Playtester agrees to keep confidential and not to communicate without express permission from an authorized representative of Klang and to use only for the benefit of Klang and for no other purpose during or after the Playtest with Klang any and all information learned or obtained by the Playtester through its participation in the Playtest that is not public information and relates to ”SEED”, any other goods, products, processes, or services that Klang or affiliates have developed or are in the process of developing, or shall develop in the future.

3. For the avoidance of doubt, the obligation to secrecy and confidentiality extends not only to the Playtester’s access to SEED, but to any and all information that is shared with the Playtester or that Playtester learns through their participation in the Playtest by participating in other reserved communication platforms made available to the Playtester by Klang, such as, a private or secret Discord server, emails or calls. Information shared by other participants of the Playtest by any means of communication through reserved communication platforms or channels must be kept confidential by the Playtester.

4. The Playtester acknowledges and agrees that any and all of the information described in section 1 through 3 above:

a. Is STRICTLY CONFIDENTIAL and PROPRIETARY TO Klang Games GmbH; and

b. Constitutes a TRADE SECRET, as that term is defined under law.

5. The Playtester agrees that any and all computer programs, documentation, inventions, products, processes, or related materials (collectively “Inventions”) pertaining or applicable to the past, present, or future business of Klang, its subsidiaries, or affiliates that the Playtester develops at any time during The Playtester´s association with Klang, its subsidiary, or affiliate(s) shall be the sole and exclusive property of Klang, its subsidiaries, or affiliates.

6. Neither Party acquires any intellectual property rights, including patents, designs, trademarks, copyright or trade-secrets, under this Agreement

7. This Agreement does not create any agency or partnership relationship between the Parties and shall not constitute or imply any promise to make any purchase of products or services by either Party or its affiliated companies.

8. All additions or modifications to this Agreement must be made in writing and must be formally acknowledged by both parties.

9. German Law applies to this agreement. The exclusive place of jurisdiction for any possible disputes arising out of this agreement is agreed to be the court that has competence for Klang. However, Klang reserves the right to take The Playtester at its own discretion to court, at the court place which according to the law has competence for the Playtester in the matter in question.