Terms of Use and End User Licence Agreement (EULA)

1. Licence Grant

Forceteck Ltd ("Licensor") grants you ("User") a non-exclusive, non-transferable licence to install, access, and use the Software for personal or internal business purposes, subject to the terms of this Agreement.

2. Restrictions

You may not:

• Modify, adapt, translate, reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithms, structure, or organisation of the Software, except to the extent expressly permitted by applicable law.
• Distribute, sublicense, sell, rent, lease, assign, transfer, or otherwise make the Software available to any third party.
• Use the Software for any unlawful, fraudulent, or unauthorised purpose.
• Circumvent, disable, or interfere with any security, authentication, or access-control measures within the Software.
• Use the Software to develop, benchmark, validate, or improve any competing product or service.
• Upload or transmit malware, malicious code, or other harmful material through the Software.

3. Ownership

The Software is licensed, not sold. All intellectual property rights, title, and interest in and to the Software, including all source code, algorithms, models, documentation, trademarks, and related materials, remain vested in Forceteck Ltd and its licensors.

All data uploaded, submitted, or provided by the User ("User Data") remains the property of the User or its licensors.

The User grants Forceteck Ltd a limited, non-exclusive licence to access, process, store, and use User Data solely for the purpose of providing, maintaining, securing, supporting, and improving the Software and related services.

All underlying intellectual property rights in the Software used to generate the Outputs remain the property of Forceteck Ltd.

4. Updates

The Licensor may provide updates, enhancements, bug fixes, patches, or new releases from time to time. Such updates may modify, improve, replace, or discontinue features as part of the ongoing development of the Software.

5. AI and Analytical Outputs

5.1 Nature of the Software

The Software incorporates artificial intelligence, machine learning, statistical modelling, biomechanical analysis, computer vision, predictive analytics, and automated decision-support functionality to generate insights, reports, recommendations, scores, alerts, visualisations, and other Outputs.

Such Outputs are intended to assist and inform users and should be considered decision-support tools only.

5.2 No Medical or Professional Advice

The Software does not provide medical advice, diagnosis, treatment advice, physiotherapy advice, injury prevention advice, sports science advice, legal advice, insurance advice, or any other professional advice.

Any Outputs generated by the Software are indicative only and may contain inaccuracies, omissions, assumptions, estimates, predictions, or probabilistic assessments.

Users remain solely responsible for independently evaluating all Outputs and for all decisions, actions, training programmes, medical assessments, return-to-play decisions, performance decisions, recruitment decisions, player valuation decisions, insurance decisions, or other activities undertaken in reliance upon the Software.

5.3 User Responsibility for Submitted Information

The User is solely responsible for all information, content, prompts, queries, text, files, images, videos, data, and other materials submitted, uploaded, entered, or otherwise provided to the Software, including through any chatbot, AI assistant, reporting function, API, or user interface.

The User warrants that it has all necessary rights, permissions, consents, and legal authority to submit such information to the Software.

5.4 Personal Data Restrictions

The Software chatbot and AI-powered functionality are not intended for the submission of personal data or confidential information. Users must not submit, upload, enter, or disclose:

• Personal data unless expressly authorised by Forceteck Ltd in writing;
• Special category personal data as defined under applicable data protection laws;
• Medical records or healthcare information;
• Personal data relating to children;
• National insurance numbers, passport details, financial information, or other sensitive personal information; or
• Any personal data or confidential information that is not strictly necessary for the intended use of the Software.

The User is solely responsible for ensuring compliance with all applicable data protection and privacy laws when using the Software.

5.5 Monitoring and Access

Information submitted to the Software, including content entered into any chatbot or AI-assisted functionality, may be stored, processed, reviewed, and accessed by authorised personnel of Forceteck Ltd for the purposes of:

• Providing customer support;
• Investigating security incidents;
• Improving the Software;
• Monitoring service performance;
• Troubleshooting technical issues; and
• Ensuring compliance with this Agreement.

Users should therefore avoid entering confidential information, personal data, medical information, commercially sensitive information, or any other data that they would not wish authorised Forceteck personnel to access when carrying out these activities.

6. Warranty

For a period of ninety (90) days from the date of delivery, the Software is warranted to perform substantially in accordance with its documentation. If defects are reported during this period, Forceteck Ltd will use reasonable efforts to repair or replace the Software.

Except as expressly stated in this Agreement, the Software is provided "as is" and all other warranties, whether express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement, are excluded to the fullest extent permitted by law.

7. Limitation of Liability

Nothing in this Agreement excludes or limits any liability that cannot lawfully be excluded or limited under applicable law.

To the fullest extent permitted by law, Forceteck Ltd shall not be liable for any:

• Loss of profits;
• Loss of revenue;
• Loss of business opportunities;
• Loss of contracts;
• Loss of goodwill or reputation;
• Loss of anticipated savings;
• Loss, corruption, or inaccuracy of data; or
• Indirect, incidental, special, exemplary, punitive, or consequential damages,

whether arising in contract, tort (including negligence), breach of statutory duty, or otherwise, even if advised of the possibility of such losses.

Forceteck Ltd's total aggregate liability arising out of or in connection with this Agreement shall not exceed the total fees paid by the User to Forceteck Ltd for the Software during the twelve (12) months immediately preceding the event giving rise to the claim.

8. Termination

This Agreement shall remain in effect until terminated.

The User may terminate this Agreement at any time by ceasing use of the Software and deleting all copies within its possession or control.

Forceteck Ltd may terminate this Agreement immediately if the User breaches any provision of this Agreement.

Upon termination, all rights granted under this Agreement shall immediately cease and the User must cease using and delete all copies of the Software.

9. Data Protection

Both parties shall comply with all applicable data protection and privacy legislation, including the UK GDPR, the Data Protection Act 2018, and, where applicable, the EU GDPR.

The User acknowledges that it acts as the data controller for any personal data submitted to the Software and is responsible for obtaining all necessary notices, consents, permissions, approvals, and lawful bases required under applicable data protection legislation prior to submitting such data to the Software.

Forceteck Ltd shall act as an independent controller or processor, as applicable, in relation to such personal data and shall process personal data only in accordance with applicable law and its published privacy notice.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of England and Wales.

Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.

11. Data Confidentiality

11.1 Confidential Information

The Software may contain proprietary and confidential information belonging to Forceteck Ltd, including but not limited to source code, algorithms, machine learning models, documentation, technical specifications, product roadmaps, business information, and trade secrets. The User shall not disclose, reproduce, distribute, or use such confidential information except as expressly permitted by this Agreement.

11.2 User Data Protection

Forceteck Ltd will process personal data in accordance with applicable data protection laws, including the UK GDPR, the Data Protection Act 2018, and where applicable the EU GDPR. Personal data will be processed only for purposes necessary to provide, support, secure, maintain, and improve the Software.

11.3 Security Measures

Forceteck Ltd shall implement and maintain appropriate technical and organisational measures designed to safeguard confidential and personal data against unauthorised access, disclosure, alteration, loss, or destruction. Such measures may include encryption, access controls, monitoring, vulnerability management, and regular security reviews.

11.4 Third-Party Disclosure and Subprocessors

Confidential information shall not be disclosed to third parties except:

• With the express consent of the disclosing party;
• Where required by law, court order, or regulatory authority;
• To professional advisers subject to confidentiality obligations; or
• To trusted service providers, cloud hosting providers, and subprocessors engaged by Forceteck Ltd for the operation, maintenance, security, support, or improvement of the Software, provided that such parties are bound by appropriate confidentiality and data protection obligations.

The User authorises Forceteck Ltd to appoint and replace subprocessors as reasonably required for the provision of the Software.

11.5 User Responsibilities

The User shall maintain the confidentiality of all account credentials, passwords, API keys, and access tokens associated with the Software and shall promptly notify Forceteck Ltd of any suspected unauthorised access, security incident, or breach.

11.6 Survival

The obligations in this Section shall survive termination of this Agreement for a period of five (5) years following termination, except with respect to trade secrets, which shall remain confidential for so long as they remain trade secrets under applicable law.