ANNEXE 1 – TERMS AND CONDITIONS
1. INTERPRETATION
1.1 Where the context permits or requires the defined terms below shall be interpreted as follows:
a. “Confidential Information” any information disclosed by or relating to a party, including: information arising during the term of this Agreement; information about a party’s business affairs; information about a party’s operations, products or trade secrets; information about a party’s technology (including any know-how and source code) and any derivatives of any part of any of them and which (i) is marked or identified as confidential; or (ii) would be regarded as confidential by a reasonable business person. The parties agree to be bound by the Non-Disclosure Terms in Annexe 2.
b. “IPRS” means all copyrights and related rights, patents rights to inventions, utility models trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights (including any database rights), topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
c. “Trial Services” means the Services provided to the Customer by Lead Forensics, as set out in Annexe 1.
d. “Purpose” means the purpose for which the Customer may use the Services, as set out in the Commercial Terms.
e. “Start Date” means the date set out in the Commercial Terms.
f. “SLA” means the Service Level Agreement provided by Lead Forensics to the Customer in accordance with Annexe 1 of these Terms and Conditions.
g. “Trial/Evaluation Period” means the period from the Start Date until the termination of this Trial Agreement, which is free or comes with limited features, allowing the Company to assess its value prior to purchasing.
2. TRIAL LICENSE GRANT
2.1 Lead Forensics grants the Customer a limited, non-exclusive, non-transferable, revocable right to access and use Lead Forensics’ tracking code for evaluation purposes only during the Trial/Evaluation Period. Customer shall not be granted access to Lead Forensics’ software-as-service platform.
2.2 The Customer may not:
2.2.1 distribute, display, disclose or otherwise exploit the Services as expressly set out in this Trial Agreement.
2.2.2 license, sell, rent, lease, transfer, or assign the Services to any third party.
2.2.3 create any derivative works of the Services.
2.2.4 develope (or instruct any third party to develop) a service that may reasonably be deemed to be competitive with the Services.
2.2.5 use the Services in any unlawful manner, or for any unlawful purpose.
2.3 Lead Forensics shall remain the owner of all IPRs in the Services. Lead Forensics does not grant the Customer any IPRs in respect of the Services or any related content or materials, unless expressly provided in this Trial Agreement.
2.4 Use of the data provided during the Trial/Evaluation Period is limited to the Customer’s internal evaluation.
2.5 The Customer may not share the data with any third party or use it for any purpose other than the intended use.
3. OWNERSHIP OF IP
3.1 During the Term, each of the parties warrants to the other that:
3.1.1 it has full power and authority to enter into this Agreement and that it holds all licences and approvals necessary for the performance of its obligations under this Agreement; and
3.1.2 it will perform its obligations under this Agreement in accordance with all applicable laws and using reasonable skill and care.
3.2 The Trial Services, their use and the results of such use are provided “as is” to the fullest extent permitted by law. Lead Forensics makes no representations or warranties of any kind, whether express or implied (either in fact or by operation of law), with respect to the Services provided pursuant to this Trial Agreement. Lead Forensics expressly disclaims all other warranties or conditions, including, without limitation, warranties of merchantability or fitness for a particular purpose, all warranties arising from conduct, course of dealing or custom of trade, and all warranties of title and non-infringement.
4. SCOPE OF USE
4.1 For clarification: information can only be provided for businesses for which Lead Forensics holds business information on its database, and information will only be provided where available.
4.2 Lead Forensics will identify business names and details of matchable web traffic, including Location, Website Address, and Telephone Number, for illustration purposes. Time and date of the website visit, Page viewed by the business visitor. These details will be discussed with the Customer via a “Demo Results” call.
5. CONFIDENTIALITY
5.1 The parties agree to the terms of the Non-Disclosure Agreement, defined in Annexe 2 – Non-Disclosure Document.
6. TERMINATION
6.1 The term of this Trial Agreement shall exist between the parties for fourteen (14) days, unless agreed in writing.
6.2 The Company is solely responsible for removing the tracking code from its website.
6.3 Eithr party may terminate this Trial Agreement at any time without cause by providing written notice. Upon termination, the Customer will cease use of all of the Trial Services and delete any related materials.
6.4 Lead Forensics may delete data in accordance with the Data Processing Agreement, unless otherwise agreed.
7. SUPPORT & SLA
7.1 During the Trial/Evaluation Period, Lead Forensics may offer limited support. No service level agreements (SLA), uptime guarantees, or remedies apply.
8. DISCLAIMER & LIABILITY
8.1 The Company authorises Lead Forensics to process the tracking code and provide the data outputs, as defined in this Trial Agreement and the terms of the Data Processing Agreement.
8.2 The Trial Services are provided as-is without warranty of any kind. Lead Forensics disclaims all warranties, including implied warranties or merchantability, fitness for a particular purpose, and non-infringement.
8.3 In no event shall Lead Forensics be liable for any indirect, incidental, or consequential damages, even if advised of the possibility of such damages.
8.4 The terms of this Trial Agreement do not extend to any other future agreement between the parties. Upon the expiry of the termination date, until a further agreement is reached between the parties, Lead Forensics is not liable for, nor has it any contractual obligation to, the Company, whether express or implied.
9. GENERAL
9.1 No breach of any provision of this Agreement will be waived except with the express written consent of the party not in breach. Nothing in this Agreement will constitute a partnership, agency relationship or contract of employment between the parties.
9.2 During the Term and for the period of 12 months thereafter, neither party shall (or attempt to) solicit from the employment of the other party any person employed by such other party.
9.3 If a clause of this Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other clauses of this Agreement will continue in effect. If any unlawful and/or unenforceable clause were to be found to be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the clause will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant clause will be deemed to be deleted).
9.4 The Customer shall not assign, transfer, charge, license or otherwise dispose of or deal in this Agreement or any contractual rights or obligations under this Agreement, without the prior written consent of Lead Forensics.
9.5 This Agreement is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999.
10. GOVERNING LAW
10.1 This Agreement will be governed by and construed in accordance with the laws of England and Wales, and the courts of England will have non-exclusive jurisdiction to adjudicate any dispute arising under or in connection with this Agreement.
ANNEXE 2 – NON-DISCLOSURE AGREEMENT
By signing this Trial Agreement, the parties acknowledge that they have read, understood, and agree to be bound by the terms of this Non-Disclosure Agreement. https://www.leadforensics.com/nda-v2/.
This NDA shall take effect as of the date of signature and shall be enforceable as a legally binding contract between the parties.
ANNEXE 3 – TRIAL Data Processing Agreement
By signing this Trial Agreement, the parties acknowledge that they have read, understood, and agree to be bound by the terms of this Data Processing Agreement https://www.leadforensics.com/trial-dpa-v1-2/.
This Trial DPA shall take effect as of the date of signature and shall be enforceable as a legally binding contract between the parties. The end date of the DPA aligns with the end date of the Trial Agreement.
| V1 | Last reviewed July 2025 |