Trial Agreement
Proof-of-concept and trial software evaluation agreement
This Proof of Concept and Trial Software Evaluation Agreement (“Agreement”) is a legal agreement between you (“User”) and Limitless Technologies and Applications S.L. (“Company”) for the use of any trial or proof of concept version of the software products developed and owned by the Company (collectively, the “Software”). Limitless Technologies and Applications S.L., with VAT Number ESB70633631 and corporate address at Calle Badajoz, 32, 08005, Barcelona, is a limited company of Spanish nationality duly registered in the Mercantile Registry of Barcelona, Volume 49245, Folio 137, Section 8, Page B613110. By installing, copying, or otherwise using the Software, you agree to be bound by the terms of this Agreement.
1. Grant of license
1.1. The Company grants the User a limited, non-exclusive, non-transferable, revocable license to install, access, and use the Software exclusively for evaluation, testing, and proof-of-concept purposes. The Software is provided solely to allow the User to assess its functionality, performance, interoperability, and suitability for the User’s intended use during the trial or proof-of-concept period.
1.2. The Software developed by the Company is designed to enhance digital security and data protection by applying advanced cryptographic, post-quantum, and artificial-intelligence-based techniques, among others. However, given that this version is provided solely for evaluation purposes, Users acknowledges and agrees that it is their sole responsibility to maintain secure and backup copies of all information or documents processed, encrypted, or protected through the Software. The Company shall not be liable for the total or partial loss, corruption, or irreversible encryption of any User data. The User is therefore strongly advised to ensure that all critical data is adequately backed up and stored independently of the Software before using it in any test or proof-of-concept environment.
1.3. This license does not grant the User any rights to enhancements, updates, or upgrades to the Software. The Company may, at its sole discretion, provide such enhancements, updates, or upgrades under additional terms and conditions.
1.4. The User acknowledges that the Software is licensed, not sold, and that the Company retains full ownership and all intellectual-property rights in and to the Software, including all copies and derivative elements, even after installation or access by the User.
1.5. The User acknowledges that the Software may contain or integrate components, libraries, or tools provided by third parties, which may be governed by separate license terms. The User agrees to comply with all such third-party terms, and the Company shall bear no responsibility for the content, performance, or compliance of such third-party components.
2. License restrictions
2.1. The User shall not:
• Use the Software for any purpose other than internal evaluation or proof-of-concept testing or deploy it in production or commercial environments.
• Copy, modify, or create derivative works based on the Software, including translations or localizations.
• Disassemble, decompile, reverse engineer, or attempt to derive the source code of the Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
• Sell, sublicense, rent, lease, distribute, or otherwise transfer the Software to any third party, or make the Software available over a network where it could be used by multiple devices at the same time.
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Software.
• Use the Software or any results obtained from it for the purpose of benchmarking, competitive analysis, or public performance testing, or disclose any such results without the Company’s prior written consent.
2.2. The User agrees to use the Software in compliance with all applicable laws and regulations, and not to use the Software for any unlawful or prohibited purpose.
2.3. The User agrees not to use the Software in any manner that could harm, disable, overburden, or impair any server, or the networks connected to any server, or interfere with any other party’s use and enjoyment of the Software.
2.4. The User agrees not to attempt to gain unauthorized access to any services, other accounts, computer systems, or networks connected to any server through hacking, password mining, or any other means.
3. Ownership
3.1. The Company retains all right, title, and interest in and to the Software, including but not limited to all copyrights, patents, trade secrets, trademarks, and other intellectual property rights. The User acknowledges that no title to the intellectual property in the Software is transferred to the User and that the User does not acquire any rights to the Software except as expressly set forth in this Agreement.
3.2. The User agrees not to claim or assert any proprietary rights in the Software or any modifications or derivatives thereof.
3.3. The User acknowledges and agrees that the Company shall be the exclusive owner of all intellectual property rights in and to any suggestions, enhancement requests, recommendations, test results, configurations, integrations, or other feedback provided or developed by the User in connection with the Software during the evaluation or proof-of-concept period. The User hereby irrevocably assigns to the Company all right, title, and interest in and to such materials, without further compensation.
3.4. The User acknowledges that any eventual assistance, configuration, or customization that may be provided by the Company during the evaluation or proof-of-concept does not grant the User any ownership or joint authorship rights in the Software or in any related developments.
4. Term and termination
4.1. This Agreement is effective from the date the User installs the Software and will continue until the end of the trial or proof-of-concept period, which duration shall be determined solely by the Company. The Company will notify using its official communication channels the end of the trial period.
4.2. The Company may terminate this Agreement at any time without notice if the User breaches any term of this Agreement. Upon such termination, the User must cease all use of the Software and destroy all copies, full or partial, of the Software.
4.3. Upon termination of the trial period, the Company reserves the right to immediately delete all User information and data associated with the Software without any further notice. The User acknowledges and agrees that it is their responsibility to back up and secure any data they wish to retain before the trial period ends. The User acknowledges that the Company has no obligation to continue, extend, or convert the proof-of-concept into a commercial license or agreement, and that such termination shall not give rise to any right to compensation or damages.
4.4. Sections 3, 5, 6, 7, 8, 9, and 10 of this Agreement shall survive any termination or expiration of this Agreement.
4.5. Upon termination of this Agreement for any reason, the User must immediately cease all use of the Software and destroy all copies of the Software and all of its component parts.
5. Disclaimer of warranties
5.1. The User acknowledges and agrees that the Software is provided “AS IS” without warranty of any kind, express or implied. Given that the Software is provided as a trial and free of charge, the Company disclaims all warranties and conditions, either express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
5.2. The Company does not warrant that the Software will meet the User’s requirements, that the operation of the Software will be uninterrupted or error-free, or that defects in the Software will be corrected. The User acknowledges that the Software may contain bugs, errors, and other problems that could cause system failures, data loss, and other issues.
5.3. The User acknowledges that the Software may not be free from errors or bugs and agrees that the existence of such errors or bugs shall not constitute a breach of this Agreement. The User is advised to safeguard important data, to use caution, and not to rely in any way on the correct functioning or performance of the Software.
5.4. The User understands and agrees that any material or data downloaded or otherwise obtained through the use of the Software is done at the User’s own discretion and risk and that the User will be solely responsible for any damage to the User’s computer system or loss of data that results from the download or use of such material or data.
5.5. The Company makes no warranties or representations about the accuracy or completeness of the Software’s content and assumes no liability or responsibility for any errors, mistakes, or inaccuracies of content.
5.6. In particular, the User understands and acknowledges that the purpose of the Software is to securely protect information provided by the User. However, given the nature of the trial version, the User assumes full responsibility for maintaining secure and backup copies of any information or documents stored using the Software. In this regard, the Company does not assume any responsibility for the total or partial loss or the irreversible encryption of User information, or documents secured through the Software. The User is advised to ensure that all important data is adequately backed up and secured independently from the Software to avoid any potential data loss.
6. Limitation of liability
6.1. Given that the Software is provided as a trial and free of charge, and solely for evaluation and proof-of-concept purposes, in no event shall the Company be liable for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or use, loss or corruption of encrypted or processed information, or interruption of business, incurred by the User or any third party, whether in an action in contract or tort, arising from the User’s access to, use of, or inability to use the Software, or from any integration, configuration, or testing performed during the proof-of-concept, even if the Company has been advised of the possibility of such damages.
6.2. The Company’s total liability to the User for all damages, losses, and causes of action (whether in contract, tort, including negligence, or otherwise) shall not exceed the amount paid by the User, if any, for the Software. As the Software is provided for free, the User acknowledges that the Company shall not bear any liability for damages related to its use.
6.3. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to the User. In such jurisdictions, the Company’s liability shall be limited to the greatest extent permitted by law.
6.4. The User agrees to indemnify, defend, and hold harmless the Company from any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or relating to the User’s use of the Software, any violation of this Agreement, or infringement of any intellectual property or other right of any person or entity, or any misuse, testing, or disclosure of results performed by or on behalf of the User during the proof-of-concept.
7. Governing law
7.1. This Agreement shall be governed by and construed in accordance with the laws of Spain, without regard to its conflict of law principles.
7.2. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Barcelona, Spain, and the User expressly submits to such jurisdiction. However, if any mandatory law or jurisdictional rule applicable to the User provides otherwise, such mandatory provisions shall prevail.
8. Entire agreement
8.1. This Agreement constitutes the entire agreement between the parties with respect to the use of the Software and supersedes all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.
8.2. No amendment or modification of this Agreement will be binding unless in writing and signed by the Company. Any waiver of any provision of this Agreement will be effective only if in writing and signed by the Company.
8.3. The User agrees that no joint venture, partnership, employment, or agency relationship exists between the User and the Company as a result of this Agreement or use of the Software.
9. Severability
9.1. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
9.2. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision that most closely achieves the intent of the original provision.
10. Miscellaneous
10.1. The headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement.
10.2. The User may not assign or transfer this Agreement or any rights or obligations hereunder, by operation of law or otherwise, without the prior written consent of the Company.
10.3. The Company’s failure to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by the Company in writing.
10.4. The User agrees that the Company may provide notices or communications under this Agreement by email, regular mail, or by posting on the Company’s official website, and that such notices shall be deemed effective upon dispatch or publication.
10.5. The User agrees to indemnify, defend, and hold harmless the Company, its affiliates, and their respective officers, directors, employees, and agents, from and against any and all claims, damages, liabilities, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to the User’s violation of this Agreement or misuse of the Software.
10.6. This Agreement has been drafted in English, which shall prevail over any translation. The Parties acknowledge that they have read, understood, and voluntarily accepted all of its terms.
IN WITNESS WHEREOF, by installing, accessing, or using the Software, the User acknowledges having read and accepted this Agreement in its entirety.