Trial Agreement

Last Updated: 11 December 2025


These terms and conditions establish the agreement (the “ Trial Agreement ”) between you (“ You ”, “ Your ” and “ Client ”) and PolyAI Limited , a private limited company with limited liability incorporated in England and Wales with registered office at 3 Sheldon Square, London, W2 6HY, United Kingdom (“ PolyAI ”, “ we ”, “ us ” and “ our ”), being together, the “parties”, and individually, a “party”.


By clicking to accept this Trial Agreement or otherwise accessing our services, You confirm that You are an authorised representative of the company or organisation that you work for and that you have full authority to enter into this Trial Agreement on behalf of the Client and otherwise bind the Client. If the company or organisation that you represent has already signed up to a trial agreement directly with PolyAI, then those terms and conditions shall apply and supersede this Trial Agreement.


Introduction


A. The purpose of this Trial Agreement is to enable the parties to enter into discussions so that the Client may evaluate PolyAI’s services.

B. The Client will trial the services offered by PolyAI as set out in this Trial Agreement (the “Trial”).


Description of the Services


A. Description of Services

PolyAI’s Services:


PolyAI will, for the duration of the Trial and in accordance with this Trial Agreement, provide and maintain the: (i) multi-channel conversational transaction service supported by machine learning technology provided to you through our Platform (‘ Communication Services ’); and (ii) proprietary communications handling platform which is made up of our software and any third-party software that may be necessary for its functionality ( ‘Platform ’), (together the ‘ Services ’).


The Trial Services are provided free of charge for internal evaluation and testing purposes only and are not intended to be used for production use or for otherwise making available to third parties. For the avoidance of doubt, service levels and support do not apply to the Trial Services.


For the purposes of the Trial, You agree to use reasonable efforts to limit the extent of Personal Data uploaded to the Platform or otherwise provided to PolyAI. To the extent Personal Data is uploaded, the Data Processing Addendum in Schedule 1 shall form part of this Agreement.


Sandbox


In relation to the Sandbox Environment (i.e. a test environment for the Client to simulate API requests and test their interaction with the Platform), the Client agrees (i) to only use the Sandbox Environment to test Client’s integration; (ii) to not upload or transfer any Personal Data into the Sandbox Environment without entering into a Data Processing Addendum; and (iii) PolyAI shall have no obligations or liability as to any data uploaded or transferred to the Sandbox Environment without a valid Data Processing Addendum.


Categories of Data Subjects


The Data Subjects (as defined in Privacy Laws) shall include the following individuals about whom Personal Data is provided to PolyAI by the Client:

  • Your employees, contractors, agents and authorised users of the Platform (“ Authorised Users ”) and
  • Any individuals interacting with the virtual agents

each a “ User ”.


Categories of Personal Data


  • Name and email address of Authorised Users
  • Telephone number of the User interacting with the virtual agent
  • Recordings and transcripts of conversations between the User and the virtual agent
  • User metadata, transaction history, consent status or any other data that the Client makes available to PolyAI or otherwise instructs PolyAI to collect
  • Unique identification number(s) assigned to each communication
  • Support requests

Duration of Processing


  • Duration of the Trial Agreement

Subject Matter, Nature, and Purpose of Processing

  • To perform the Trial

Trial Duration


The Trial shall begin on the date that You accept this Trial Agreement via PolyAI’s website and continue for a period of 2 weeks unless earlier terminated in accordance with the terms of this Trial Agreement.

Should the parties agree that the duration of the Trial be increased, the parties will agree to such increase in writing (including by email).


B. Terms of use


1. You agree to:


  1. comply with all applicable laws relevant to this Trial Agreement;
  2. use the Services and Platform in accordance with the terms of this Trial Agreement; and
  3. use reasonable endeavours to prevent any unauthorised access to, or use of, the Services or the Platform, and notify us as soon as reasonably practicable if you become aware of this happening.

2. Restrictions on use. You agree not to:


  1. access, store, distribute or transmit viruses or materials while using the Services and Platform;
  2. copy the Platform in any way or create derivative works based on it;
  3. access the Services for the purposes of benchmarking, feature comparison or other competitive purposes;
  4. build a product or service which competes with or replicates the Platform; or
  5. do anything unlawful, harmful, threatening, defamatory, discriminatory or offensive while using the Services.

Your breach of these restrictions will be considered a material breach for which we may suspend your use of the Services and/or terminate this Trial Agreement immediately without notice.


C. Confidentiality


  1. “ Confidential Information ” means information disclosed by one party to the other party in connection with this Trial Agreement that is marked as confidential or, from its nature, content or the circumstances in which it is disclosed, might reasonably be supposed to be confidential. It does not include information that the recipient already knew, that becomes public through no fault of the recipient, that was independently developed by the recipient or that was lawfully given to the recipient by a third party.
  2. Each party will keep the other’s Confidential Information secure and confidential and will not: (a) use the Confidential Information except for the purposes of this Trial Agreement; or (b) disclose such Confidential Information except to its affiliates, representatives and third-party service providers who need to know it and have agreed to keep it confidential and restrict its use to the same extent that the receiving party has (“ Permitted Receivers ”). The receiving party is liable for its breach of this Trial Agreement and any act or omission by a Permitted Receiver which would constitute a breach of this Trial Agreement if it were a party to it.
  3. The receiving party may disclose Confidential Information (i) when required by law or (ii) where reasonably required in connection with a defence of a legal claim (including any pre-action protocols (for example in response to a letter before claim) and/or settlement discussions). Before the recipient discloses any Confidential Information pursuant to this clause C.2 it shall, to the extent permitted by applicable law, give reasonable notice to the disclosing party. The receiving party must promptly notify the disclosing party if it becomes aware of a breach of this clause.
  4. Irrespective of any termination of this Trial Agreement, each party’s obligations with respect to any Confidential Information it receives under this Trial Agreement will expire 5 years from the date of the receipt of the Confidential Information (except with respect to any trade secrets where such obligations will be perpetual).

D. Intellectual property


  1. We and our licensors own, and shall continue to own, all intellectual property including any rights related to the Services and any amended or new versions we may develop. Except as set out in this Trial Agreement, no transfer or licences of intellectual property rights belonging to either party are implied or granted under this Trial Agreement.
  2. You represent and warrant that You own or have otherwise obtained all necessary rights, title and interest in and to any information that You upload or otherwise make available in the Services ( “Client Information ”), and You grant to PolyAI a non-exclusive, sublicensable, and royalty-free licence to use Client Information for the purposes of providing the Services.

E. Limitation of Liability


  1. This clause E sets out the entire financial liability of either party (including any liability for the acts or omissions of either party’s employees, agents and sub-contractors) in respect of: (a) any breach of this Trial Agreement; and (b) any use made by the Client of the Services or any part of them; and (c) any representation, statement or tortious act or omission (including negligence) or breach of statutory duty arising under or in connection with this Trial Agreement.
  2. Neither party’s liability is excluded or limited where it would be unlawful to do so (for example, fraud, death, or personal injury caused by Your or our negligence).
  3. Subject to clause E.1 and E.2, PolyAI’s liability under or in connection with this Trial Agreement: (i) excludes (a) loss of profit; (b) loss of anticipated savings; (c) loss of business opportunity; (d) loss of or corruption of data; (e) loss of reputation or goodwill; or (f) special, indirect or consequential losses; suffered or incurred by the other party (whether or not such losses were within the contemplation of the parties at the date of this Trial Agreement); and (ii) is limited to 100 USD. If we do not comply with this Trial Agreement we are only responsible for loss or damage you suffer that is a foreseeable result of our breach of this Trial Agreement.

F. Termination


  1. This Trial Agreement may be terminated at any time and for any reason by:
  2. PolyAI, without notice, by deactivating Client’s account within the Services; and
  3. You, upon 7 days’ prior written notice to Your designated PolyAI contact.
  4. Following termination of this Trial Agreement, the receiving party will on request either: (a) return all copies of the Confidential Information to the disclosing party; or (b) destroy such copies and confirm in writing to the disclosing party that this has been done.


G. Other Important Information


  1. A person who is not a party to this Trial Agreement has no right to enforce any term of this Trial Agreement.
  2. This Trial Agreement and all disputes and claims arising out of or in connection with it are governed by English law. With the sole exception of any application for injunctive relief, the parties irrevocably submit to the exclusive jurisdiction of the English courts
  3. We may modify this Trial Agreement at any time by posting a revised version on our website or otherwise notifying You, provided that we will notify You in advance of any material adverse changes. Subject to the advance notice requirement with respect to material adverse changes, the modified terms will become effective upon posting or, if we notify You by email, as stated in the email message. By continuing to use the Services after the effective date of any modifications, you agree to be bound by the modified terms. We last modified these on the date listed at the beginning of them.

Schedule 1: Data Processing Addendum


This Data Processing Addendum (“ DPA ”) is incorporated into, and supplements, the Trial Agreement in relation to the Processing of Personal Data.


1. Data Processing


1.1 The Client will provide or make available to PolyAI or assist PolyAI with the collection of information relating to Users (such information provided under this Trial Agreement is “ Personal Data ”).


1.2 The Client consents to PolyAI’s collection, storage, use, disclosure, and destruction of Personal Data (collectively, “ Processing ”) to the extent, and in such a manner, as is necessary to provide the Trial Services and to (a) develop and improve PolyAI’s services including machine-learning technologies; (b) pseudonymise, aggregate and, where feasible, anonymise the Personal Data to compile statistics, benchmarking and analytics regarding the Services; (c) as necessary to comply with applicable law or regulation; and/or (d) exercise legal rights or defend legal claims.


1.3 The Client represents and warrants that it taken all required steps to ensure that PolyAI may lawfully obtain the Personal Data for the purpose of providing the Services and the performance of this Agreement in accordance with any applicable rules, laws, regulations, directives and governmental requirements currently in effect and as they become effective relating to privacy or data protection (“ Privacy Laws ”) (including by having obtained all necessary consents and provided all necessary notices, where required) and that the Personal Data provided is accurate, complete and provided in a form that PolyAI can Process to maximise the quality of PolyAI’s services.


2. PolyAI responsibilities . PolyAI will:


2.1 Process Personal Data only in accordance with this Trial Agreement and the Client’s written instructions, including via email, unless Processing is permitted under Privacy Laws or required to comply with applicable law (in which case PolyAI shall inform you of that legal requirement before Processing, unless that law prohibits such information on important grounds of public interest);


2.2 inform the Client if, in its opinion, an instruction from the Client infringes any applicable Privacy Laws;


2.3 not disclose or otherwise make available any Personal Data to any third party service provider acting on PolyAI’s behalf without first (i) imposing contractual obligations on the third party recipient that are substantially similar to those imposed on PolyAI under this DPA; and (ii) including the third party service provider on PolyAI’s list of third party service providers before sharing any Personal Data with that third party service provider. You grant us general authorisation to engage any of the Sub-processors listed at https://app.eu.vanta.com/polyai/trust/m9icyuy0ko2kq0ibijb7t/resources?s=km1mf28r1avpzvdcza4kvv&name=subprocessor-list as may be amended from time to time. If You object to any new third party service providers, You may terminate this Trial Agreement. PolyAI agrees to remain liable to the Client for such third party service provider’s Processing of Personal Data;


2.4 cooperate and assist the Client in responding to any User’s request to exercise their rights of access, rectification, erasure, restriction of Processing, data portability, objection to Processing, or any other rights available to the User under Privacy Laws;


2.5 enable the Client to amend, correct, or delete Personal Data (unless storage of any Personal Data is required for the purposes specified in Clause 2.1 of this DPA) within the Services;


2.6 where requested by the Client and required under Privacy Laws, provide such assistance as the Client reasonably requires (taking into account the nature of the Processing and the information available to PolyAI) for the Client to (i) conduct data protection impact assessments; and (ii) consult with data protection supervisory authorities;


2.7 take measures designed to ensure the reliability of all personnel who Process Personal Data by (i) performing background checks upon such personnel (where permissible under applicable law); (ii) assigning specific and necessity-based access privileges to such personnel; (iii) ensuring that such personnel have undergone training in data protection and privacy; and (iv) ensuring that such personnel are bound by obligations of confidentiality; and


2.8 ensure that all Personal Data residing in the United Kingdom or European Economic Area is not transferred out of the United Kingdom or European Economic Area to data recipients in third countries which do not ensure an adequate level of data protection as determined by the European Commission or the Information Commissioner’s Office, unless the parties have entered into European Commission and/or Information Commissioner approved Standard Contractual Clauses or other data protection safeguards in compliance with Privacy Laws.


3 SECURITY SAFEGUARDS


3.1 Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons and in accordance with a comprehensive information security policy (“ Information Security Policy ”), PolyAI will establish, maintain and comply with administrative, physical, technical and organizational safeguards designed to ensure the security and confidentiality of Personal Data and to prevent the unauthorised disclosure of, or access to, Personal Data. The parties agree that such technical and organisational security measures shall include the measures set out at https://app.eu.vanta.com/polyai.wpengine.com/trust/m9icyuy0ko2kq0ibijb7t/resources?s=curs5mzgaubi0ptiu2sci&name=poly-ai-security-schedule .


3.2 PolyAI will keep at its normal place of business detailed, accurate and up to date records relating to the Processing of Personal Data and shall make these available to Client upon reasonable request as necessary in order to contribute to audits conducted by the Client.


4 SECURITY BREACH.


In the event PolyAI confirms any breach of security involving its facilities, networks or systems and any unauthorised disclosure of, or access to, Personal Data (each, a “ Security Breach “), PolyAI will (i) promptly notify the Client of the Security Breach; and (ii) provide all reasonable help for the Client to investigate and remedy the Security Breach.


5 DESTRUCTION OF PERSONAL DATA.


On the earlier of (i) written instructions from Client; (ii) PolyAI’s maximum data retention period; (iii) a reasonable period of time after the termination or expiration of this Trial Agreement, PolyAI will cease processing and delete Personal Data processed for the provision of the Trial Services (unless storage of any Personal Data is required for purposes specified in Clause 2.1 of this DPA).