Windows Insider Programme Agreement

Microsoft Windows Insider Programme Agreement

Posted: September 2017; Effective: September 15, 2017

IF YOU LIVE IN (OR YOUR PRINCIPAL PLACE OF BUSINESS IS IN) THE UNITED STATES, PLEASE READ THE BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN SECTION 15. IT AFFECTS HOW DISPUTES ARE RESOLVED.

Welcome to the Microsoft Windows Insider Programme (“Programme”)! Our Programme gives volunteers (Insiders) the opportunity to test-drive experimental and pre-release software on your devices and participate in the Programme – for free. We welcome your feedback to help us improve and make Windows an even better product for everyone, so we are excited to hear what you think!

Before signing-up, please carefully review all the Programme terms which create a legal agreement between you and Microsoft Corporation (or, based on where you live, or if a business, where your principal place of business is located, one of its affiliates) and governs your participation in the Programme that, once accepted by you, applies to you. If you specify a company name when signing-up for the Programme, this means you are entering into this Agreement on behalf of that organisation or company. If you are entering this Agreement on behalf of an entity, such as your employer, you represent that you have the legal authority to bind that entity.

By signing-up to participate in the Programme, you represent you are the legal age of “majority” where you live and agree to be bound by the terms of this Agreement which is required for you to participate in the Programme.

  1. Programme Participation. You are volunteering to participate in the Programme with the knowledge that the purpose of this Programme is to make experimental, preview, beta or other early pre-release software (“Software”) available to you, including related documentation, materials and information such as Programme web pages, emails, forums, content, feedback and other services (“Program Services”), for the purpose of providing Microsoft with useful information about your experience with the Software and Programme Services.
    • You understand that using experimental and early pre-release software means you may experience occasional crashes and data loss. By participating, you agree to frequently backup your data.
    • Your Programme participation is voluntary and free, there is no compensation for your participation. Your participation does not create a legal partnership, agency, or employment relationship between you and Microsoft.
    • Your Programme participation does not obligate Microsoft to provide you with Software or Programme Services.
    • You agree not to decompile, reverse engineer, disassemble, decrypt or otherwise attempt to derive the source code of any Software except and only to the extent that the foregoing restriction is (a) permitted by applicable law; (b) permitted by licensing terms governing the use of open-source components that may be included with the software; or (c) required to debug changes to any libraries licensed under the GNU Lesser General Public Licence which are included with and linked to by the software.
  2. WIP Services. The term “WIP Services” includes “Programme Services” and “Software”. The WIP Services may be substantially different from the commercially released versions. Because the Software may contain more errors or inaccuracies, you should back-up your device before installing any Software. We recommend installing on non-production devices that are not business critical because you are more likely to experience crashes, setting and policy changes, loss of data or apps, feature and functionality changes, cause other apps to stop working, be updated or removed from your device automatically without notice and other potential issues. We highly recommend that you do not install the Software on any systems you don’t directly control or that you share with others. Additionally, the WIP Services, if installed on a mobile device, may inadvertently damage your device rendering it inoperable.
    • Prerelease and Experimental Software and Services. The WIP Services may have not included, reduced or different security, privacy, accessibility, availability and reliability standards relative to commercially provided services and software. We may change or discontinue the WIP Services at any time without notice.
    • Recovery. To recover, you may have to reinstall your apps, the operating system or re-flash your device. In some instances, you may not be able to go back to your prior version of Software.
    • Automatic Update. The WIP Services update automatically, for example, through Windows Update. Automatic updating cannot be turned off. Some features may be removed or may stop working after a predetermined time period or at the end of an evaluation cycle once enough data has been collected. Some third party applications installed on the device may also not work, may stop working or may be automatically deleted by the WIP Services.
    • Support. Limited or no support may be provided for the WIP Services.
    • Data and Internet Charges. Some WIP Services may require your device to access the Internet. Your access and usage (including charges) may be subject to the terms of your mobile or Internet provider agreement. You are always responsible for (i) understanding and complying with the terms of your own plans and agreements, and (ii) any issues arising from using or accessing networks, including public/open networks.
    • Device Warranty. By installing Software on your device, you may void or impact your device warranty and may not be entitled to support from the manufacturer of your device or network operator, if applicable.
  3. Feedback. We provide WIP Services to you so you can tell us more about what you like, what you don’t like, and what changes you would like to see in the WIP Services. When you provide us comments, suggestions or other feedback about the WIP Services (“Feedback”), you grant Microsoft and its partners rights to use the Feedback in any way and for any purpose.
    • You acknowledge that Microsoft will be collecting, using, storing, processing and analysing diagnostic, technical, error reports, crash dumps, usage and other related data from your devices that are running Software as part of this Programme to help Microsoft improve our products and services. If location services are enabled, the real-time geographic location of your device and location search queries may be collected as well.
    • You also acknowledge that your Feedback may be viewed by other Programme participants.
  4. Data Collection. The WIP Services may automatically collect and provide data to Microsoft, which may include your personal information. We use this information to communicate with you, as described below. We may also share certain data collected in connection with the Programme with third parties. For example, we may share data about the performance of a particular hardware or software component on your device with the manufacturer of that component to enable them to improve how their component works with Microsoft products and services. The Microsoft Privacy Statement (https://go.microsoft.com/fwlink/?LinkId=521839), and this paragraph, applies to the WIP Services and your participation in the Programme.
  5. Communications with You. Microsoft may use your contact information (i) to communicate with you about your use of the WIP Services, and (ii) to provide you with additional information, about the WIP Services and other Microsoft products or services. This contact may be by email, SMS, instant message, web chat, phone, in the user interface or other means, and may include offers. You can always choose whether you wish to receive promotional emails, SMS messages, telephone calls and postal mail from Microsoft.
  6. Non-Transferable. You may not transfer or share the Software or related documentation or materials you receive from Microsoft as part of your participation in the Programme, unless otherwise agreed or permitted by Microsoft, or except if the laws where you live (or, if a business, where your principal place of business is located) permit this, even if our Agreement does not.
  7. Opt-Out. If you change your mind about participating in the Programme, you may voluntarily opt-out at any time. Just stop using the Programme Services, and un-install and delete all copies of any Software.
  8. Termination. Microsoft reserves the right to terminate your access to any or all of the WIP Services at any time, without notice, for any reason whatsoever. Termination of your use of, or your access to, the WIP Services; or the termination of this Agreement terminates your right to possess or use any WIP Services, and you must delete all copies of the Software, Content and other materials provided as part of the WIP Services. Sections 9, 10, 11, 12, 14 and 15 survive termination of this Agreement.
  9. Additional Terms. The following additional terms also apply to the WIP Services. To the extent any additional terms conflict with this Agreement, this Agreement will control.
    • Microsoft Software Licence Terms for Windows Operating System and other Microsoft Software Products (https://www.microsoft.com/en-gb/useterms) apply to any Windows software (including any Microsoft app that is included with and a part of Windows) or Microsoft product that you receive as part of the WIP Services.
    • Microsoft Services Agreement. With the exception of the Microsoft software products in the above paragraph the Microsoft Services Agreement (http://go.microsoft.com/fwlink/?LinkID=530144) applies to any other Programme Services and your participation in the Programme, including the sections on “Your Content”, and “Code of Conduct”.
    • Other Microsoft applications. WIP Services may include other Microsoft software applications that may be accompanied by their own software licence terms, in which case, those licence terms will apply.
    • Third Party Programs. The Software may include third-party programs that Microsoft, not the third party, licenses to you under this Agreement. Notices, if any, for the third-party program are included for your information only.
  10. Reservation of Rights. Microsoft may have patents, patent applications, trademarks, copyrights or other intellectual property rights covering subject matter in the WIP Services. Except as expressly provided in any written licence agreement from Microsoft, the furnishing of the WIP Services does not give you any licence to these patents, trademarks, copyrights or other intellectual property. Microsoft reserves all rights not expressly granted under this Agreement, and no other rights are granted under this Agreement by implication or estoppel or otherwise.
  11. Warranty. Microsoft, and our affiliates, resellers, distributors, vendors and partners, make no warranties, express or implied, guarantees or conditions with respect to the WIP Programme Services or your participation in the Programme. You understand that use of the WIP Services is at your own risk and that we provide the WIP Services on an “as is” basis “with all faults” and “as available”. You bear the entire risk of using the WIP Services. To the extent permitted under your local law, we exclude any implied warranties, including for merchantability, satisfactory quality, fitness for a particular purpose, workmanlike effort and non-infringement. You may have certain rights under your local law. Nothing in this Agreement is intended to affect those rights, if they apply.
  12. Damages. If you have any basis for recovering damages related to the Programme or WIP Services, you agree that your exclusive remedy is to recover, from Microsoft or any affiliates, resellers, distributors, third-party app and service providers, partners and vendors, direct damages up to the amount that you paid for the WIP Services (or up to $10.00 USD if you acquired the WIP Services for no charge). You cannot recover any other damages or losses, including direct, consequential, lost profits, special, indirect, incidental or punitive damages. These limitations and exclusions apply even if this remedy does not fully compensate you for any losses or fails of its essential purpose or if we knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything or any claims related to the WIP Services or your participation in the Programme.
  13. Updates to Agreement. From time to time, we may change this Agreement. If we do, we will notify you, by posting a notice on the Programme website, or through the following means: the user interface of the Software, in an email notification, instant message or through other reasonable methods. Your use of the WIP Services after the date the change becomes effective will be your consent to the changed terms. If you do not agree to the changes, you must stop using the WIP Services. We recommend visiting the Programme Website (http://go.microsoft.com/fwlink/?LinkID=400983) at least once every 30 days to check for potential notice of changes.
  14. Applicable Law. The laws of the state or country where you live (or, if a business, where your principal place of business is located) govern all claims and disputes concerning the Programme Services, including Software, your participation in this Programme and this Agreement, including breach of contract claims and claims under consumer protection laws, unfair competition laws, implied warranty laws, for unjust enrichment and in tort, regardless of conflict of law principles. In the United States, the Federal Arbitration Act governs all provisions relating to arbitration.
  15. Disputes. Binding Arbitration and Class Action Waiver If You Live In (or Are a Business with Your Principal Place of Business In) the United States. We hope we never have a dispute, but if we do, you and we agree to try for 60 days to resolve it informally. If we can’t, you and we agree to binding individual arbitration before the American Arbitration Association ("AAA") under the Federal Arbitration Act ("FAA"), and not to sue in court in front of a judge or jury. Instead, a neutral arbitrator will decide and the arbitrator’s decision will be final except for a limited right of review under the FAA. Class action lawsuits, class-wide arbitrations, private attorney-general actions and any other proceeding where someone acts in a representative capacity are not allowed. Nor is combining individual proceedings without the consent of all parties. "We", "our" and "us" includes Microsoft and its affiliates.
    1. Disputes Covered – Everything Except IP. The term "dispute" is as broad as it can be. It includes any claim or controversy between you and us concerning this Agreement, the Programme Services (including Software), any advertising, marketing or communications, any Programme Services offered or sold or your participation in the Programme, under any legal theory including contract, warranty, tort, statute or regulation, except disputes relating to the enforcement or validity of your, your licensors’, our or our licensors’ intellectual property rights.
      • Mail a Notice of Dispute First. If you have a dispute and our customer service representatives can’t resolve it, send a Notice of Dispute by US Mail to Microsoft Corporation, ATTN: CELA Arbitration, One Microsoft Way, Redmond, WA 98052-6399, U.S.A. Tell us your name, address, how to contact you, what the problem is and what you want. A form is available at (http://go.microsoft.com/fwlink/?LinkId=245499). We will do the same if we have a dispute with you. After 60 days, you or we may start an arbitration if the dispute is unresolved.
      • Small Claims Court Option. Instead of mailing a Notice of Dispute, and if you meet the court’s requirements, you may sue us in small claims court in your county of residence (or, if a business, your principal place of business) or our principal place of business – King County, Washington, USA, if your dispute is with Microsoft. We hope you’ll mail a Notice of Dispute and give us 60 days to try to work it out, but you don’t have to before going to small claims court.
    2. Arbitration Procedure. The AAA will conduct any arbitration under its Commercial Arbitration Rules (or if you are an individual and use the Programme Services (including any software) for personal or household use, or if the value of the dispute is $75,000 USD or less whether or not you are an individual or how you use the Programme Services or Software, its Consumer Arbitration Rules). For more information, see (www.adr.org) or call 1-800-778-7879. To start an arbitration, submit the form available at (http://go.microsoft.com/fwlink/?linkid=245497) to the AAA and mail a copy to us. In a dispute involving $25,000 USD or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. Any in-person hearing will take place in your county of residence (or, if a business, your principal place of business) or our principal place of business – King County, Washington. You choose. The arbitrator may award the same damages to you individually as a court could. The arbitrator may award declaratory or injunctive relief only to you individually to satisfy your individual claim.
    3. Arbitration Fees and Payments.

      1. Disputes Involving $75,000 USD or Less. We will promptly reimburse your filing fees and pay the AAA’s and arbitrator’s fees and expenses. If you reject our last written settlement offer made before the arbitrator was appointed, your dispute goes all the way to an arbitrator’s decision (called an “award”), and the arbitrator awards you more than this last written offer, we will: (1) pay the greater of the award or $1,000 USD; (2) pay your reasonable lawyers' fees, if any; and (3) reimburse any expenses (including expert witness fees and costs) that your lawyer reasonably accrues for investigating, preparing and pursuing your claim in arbitration. The arbitrator will determine the amounts unless you and we agree on them.
      2. Disputes Involving More than $75,000 USD. The AAA rules will govern payment of filing fees and the AAA’s and arbitrator’s fees and expenses.
      3. Disputes involving any amount. If you start an arbitration we won’t seek our AAA or arbitrator’s fees and expenses, or your filing fees we reimbursed, unless the arbitrator finds the arbitration frivolous or bought for an improper purpose. If we start an arbitration we will pay all filing, AAA and arbitrator’s fees and expenses. We won’t seek our lawyers' fees or expenses from you in any arbitration. Fees and expenses are not counted in determining how much a dispute involves.
    4. Must File Within One Year. You and we must file in small claims court or arbitration any claim or dispute (except intellectual property disputes – see Section 15(a)) within one year from when it first could be filed. Otherwise, it's permanently barred.

    5. Severability. If the class action waiver is found to be illegal or unenforceable as to all or some parts of a dispute, those parts won’t be arbitrated but will proceed in court, with the rest proceeding in arbitration. If any other provision of Section 15 is found to be illegal or unenforceable, that provision will be severed but the rest of Section 15 still applies.

    6. Conflict with AAA Rules. This Agreement governs to the extent it conflicts with the AAA’s Commercial Arbitration Rules or Consumer Arbitration Rules.