LEARNOVA

This Website Access Non-Disclosure Agreement (“Agreement”) is entered into by and between:

Dynamic Solutions Ltd., a company duly incorporated and operating under applicable laws, with its principal business activities in international technology representation and coordination (the “Company”), and the individual or legal entity accessing this website and its restricted members-only content (“User”).

BY CLICKING “I AGREE”, REGISTERING FOR ACCESS, OR OTHERWISE ACCESSING ANY RESTRICTED AREA OF THIS WEBSITE, THE USER EXPRESSLY AGREES TO BE LEGALLY BOUND BY THIS AGREEMENT.

1. Purpose and Scope of Access
   Access to the members-only website is granted solely and exclusively for the limited purpose of preliminary internal evaluation, technical familiarization, compliance review, or potential commercial discussions with the Company (the “Permitted Purpose”).
   Any use beyond the Permitted Purpose is strictly prohibited and shall constitute a material breach of this Agreement.
2. Confidential Information (Comprehensive Definition)
   For purposes of this Agreement, all information accessed, viewed, downloaded, transmitted, or otherwise obtained through the members-only website shall be deemed Confidential Information, whether or not marked as confidential.
   Confidential Information includes, without limitation:
   • Technical data, system descriptions, architectures, schematics, workflows, or demonstrations
   • Product, solution, or capability descriptions (current or planned)
   • Commercial, contractual, pricing, or business-model information
   • Compliance frameworks, operating procedures, methodologies, or internal documentation
   • Partner, client, supplier, or third-party references
   • Metadata, access logs, screenshots, recordings, notes, analyses, summaries, or derivative works
     The absence of a confidentiality legend shall not limit the confidential nature of the information.
3. Absolute Confidentiality Obligations
   The User shall:
   • Treat all Confidential Information as strictly confidential
b. Use Confidential Information only for the Permitted Purpose
c. Not disclose Confidential Information to any third party under any circumstances without the Company’s prior written consent
d. Implement at least the same degree of care used to protect its own most sensitive confidential information, but in no event less than a commercially reasonable standard
e. Ensure that any permitted internal recipients are legally bound by confidentiality obligations no less restrictive than this Agreement
f. Be fully liable for any breach by its representatives, employees, contractors, or agents
4. Prohibited Conduct
   The User shall not, directly or indirectly:
   • Copy, reproduce, distribute, publish, transmit, or store Confidential Information
   • Capture screenshots, photographs, screen recordings, or archives
   • Scrape, crawl, index, or use automated tools to extract content
   • Reverse engineer, decompile, disassemble, or analyze systems, logic, or structures
   • Circumvent or attempt to bypass technical, contractual, or access controls
   • Use Confidential Information to develop, benchmark, or enhance competing products or services
     Any such act shall constitute unauthorized use and material breach.
5. Ownership and No Rights Granted
   All Confidential Information is and shall remain the exclusive property of the Company or its licensors.
   No license, right, title, interest, or other permission is granted by implication, estoppel, or otherwise, except for the limited right to access the website for the Permitted Purpose.
6. Compliance and Lawful Use Disclaimer
   All information is provided for descriptive and evaluative purposes only.
   The Company does not provide interception capabilities, communications monitoring, surveillance services, or unauthorized access to data or networks. Any evaluation, testing, deployment, or use of referenced technologies must occur only in accordance with applicable laws, regulations, licensing requirements, and governmental authorizations.
7. Data Protection
   Where personal data is incidentally accessed, the User agrees to process such data in full compliance with applicable data protection laws, including the EU General Data Protection Regulation (GDPR), and solely for the Permitted Purpose.
8. Term, Survival, and Irrevocability
   This Agreement shall become effective upon acceptance and remain in effect for five (5) years from the User’s last access to the members-only website. All confidentiality, non-use, and non-disclosure obligations shall survive indefinitely with respect to trade secrets and proprietary information.
9. Remedies and Enforcement
   The User acknowledges that any breach or threatened breach may cause irreparable harm for which monetary damages would be inadequate.
   Accordingly, the Company shall be entitled to immediate injunctive relief, specific performance, and any other equitable or legal remedies available, without the requirement to post bond or prove actual damages. The User agrees that unauthorized access, disclosure, or use shall be presumed to constitute irreparable harm.
10. Governing Law and Exclusive Jurisdiction
    This Agreement shall be governed by and construed in accordance with the laws of [Cyprus – recommended], excluding conflict-of-law rules. The courts of [Cyprus] shall have exclusive jurisdiction, and the User irrevocably submits to such jurisdiction.
11. Severability and Enforceability
    If any provision is held unenforceable, such provision shall be reformed to the minimum extent necessary to render it enforceable, without affecting the remaining provisions.
12. Acceptance and Authority
    By clicking “I Agree”, the User represents and warrants that they have full legal authority to bind themselves or the entity they represent and agree to be legally bound by this Agreement.