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Our Terms & Conditions
GENERAL PROVISIONS
1.1 JMS Secure Data Ltd in partnership with RISC Group IT Solutions Ltd agrees to provide you with software (the ‘Product’) to be used in conjunction with a data backup service provided. You may use the Product solely for the purpose of utilising the service. Any other use is strictly prohibited.
1.2 By accepting or using the Product, you acknowledge that you do not own it. Under the terms of this Contract, in consideration of the fees you pay to JMS Secure Data Ltd in accordance with section 4 below, you may use the Product only in conjunction with the Service.
1.3 You specifically agree not to make any attempt to modify decompile or reverse engineer the Product or otherwise discover the source code or underlying processes or algorithms of the Product.
1.4 You agree not to use the backup service to store photographs, pseudo-photographs, films, articles, sound records, messages, or any other material that may be stored in a computer that may be described as indecent or obscene or otherwise illegal.
1.5 These Terms constitute the entire agreement between you and us, superseding any prior oral or other agreements about the service.
1.6 Neither party shall be liable for any failure or delay in the performance of the service, which is caused by circumstances beyond the reasonable control of that party
1.7 The Terms may be changed (including any reasonable change to the charges for use of the Service) at any time provided that any change to charges will only take effect 30 days after the date of notification.
2. CHARGES & PAYMENTS
2.1 You will be charged in line with the subscription charges applicable for the level of service required. This will be payable monthly in advance or annually depending on the service subscribed to with a minimum contract period of 3 months then on a rolling monthly contract. All amounts owed will be invoiced to you on a monthly or annual basis depending on the contract type subscribed to; payments will only be processed by Standing Order.
2.2 When paying by Standing Order our accounts department will process your payment on or around 7th of each month (failure in being able to process payments 2 weeks from the 7th will result in Suspension of Service until fees have been made.) Please also note that if you pay monthly for the service and we are unable to collect payment after 30 days, the monthly payment option may be revoked and quarterly payments will be requested in advance for the duration of the contract term.
2.3 Any changes to service specifications made by the account customer resulting in either increase or decrease for services taken will be invoiced with the amended cost for new service specification order on the next due invoice date. Users agree to sign the amended order confirmation and Standing Order document before commencement of the change in service takes effect.
2.4 We reserve the right to change the monthly / annual amount payable by you by providing you with 30 days written notice prior to collection of any payment including that by credit or debit card. Please note that even if your account is suspended or shut down you will still be liable for all outstanding payments.
3. TERM AND TERMINATION
3.1 Unless otherwise stated you agree that the Service shall be provided for a minimum period 3 months (“the Initial Term”) commencing on the date on which you confirm acceptance of the Terms and shall continue thereafter on a rolling monthly basis until you notify us in writing at least thirty (30) days prior to your desired termination date.
3.2 If you require that we cease to provide The Service by notifying us of that fact in writing at any time prior to the expiry of the Initial Term (other than for our default), no refund will be offered irrespective of whether or not you actually use the Service. We will confirm every cancellation request within 5 days.
3.3 Furthermore, we may withdraw the Service or you may require that we cease to provide the Service if:-
either of us commits any material breach of the Terms and fails to remedy such breach within thirty (30) days after receipt of written notice of the same except in the case of failure to pay in which case the period is ten (10) working days.
any party becomes or is deemed insolvent, ceases to trade or has a liquidator, receiver, manager, administrator or administrative receiver or similar office appointed in respect of the whole or part of its business or enters into any arrangement or composition with its creditors or is wound up otherwise than for the purpose of a solvent amalgamation or reconstruction where the resulting entity assumed all of its obligations, or is unable to pay its debts as they fall due within the meaning of Section 123 of the Insolvency Act 1986, or is made bankrupt, or undergoes a similar or analogous event in any jurisdiction.
3.4 In the event of termination of these Terms in accordance, your account will be closed and you data will be removed from the Data Centre servers and destroyed on the agreed termination date. JMS Secure Data Ltd contract terms (after the initial term) are rolling and you are therefore responsible for notifying us of your intent to cancel the service.
3.5 In the event that you elect to take out any third party services marketed by JMS Secure Data Ltd then you will be bound separately by the Terms and Conditions of use of those Services.
3.6 In the event JMS Secure Data Ltd should cease trading or cease trading in data backup, JMS Secure Data Ltd will provide all clients under these terms & conditions 30 days notice to make alternative arrangements which can be assisted by (our partners) the RISC Group IT Solutions Ltd who can advise of an alternative partner provider within the RISC Group.
4. DISCLAIMER OR WARRANTIES
4.1 JMS Secure Data Ltd and RISC Group IT Solutions Ltd warrants that the Product and Service will perform substantially in accordance with the help file that accompanies the Product for the duration of your use of the Service.
4.2 If the product is working normally but does not meet your service requirements, your sole and exclusive remedy shall be the return of fees paid for the service during the period for which the service failed to perform in line with your service expectations.
4.3 Notwithstanding the foregoing, if any failure of the product or service has resulted from abuse, misapplication, or unauthorised use by the Account Holder User or parties instructed by them, the limited warranty provided by these terms & conditions is and shall be void.
4.4 To the maximum extent permitted by applicable law you acknowledge that the JMS Secure IT Ltd & RISC Group IT Solutions Ltd obligations and liabilities in respect of the product are exhausted defined in these terms & conditions. You agree that the express obligations and warranties made by JMS Secure Data Ltd & RISC Group IT Solutions Ltd in these terms & conditions are in lieu of and to the exclusion of any warranty, condition, term, undertaking or representation of any kind, express or implied, statutory or otherwise relating to anything supplied or services provided under or in connection with these terms or conditions including (without limitation) as to the condition, quality, performance, or fitness for the purpose of the product or any part of it.
4.5 JMS Secure Data Ltd acknowledges that data backed up within the term agreement software is confidential information for the client and will remain to be treated as secure confidential data throughout the term agreement period and beyond. JMS Secure Data Ltd do not / and will not ever have access to any data (whether confidential or not) as part of the backup service provided – unless given specific authorization by the client which would require the client to provide JMS Secure Data Ltd with their own individual encryption key. Without an encryption key JMS Secure Data Ltd cannot access any data selected for backup by the client.
4.6 JMS Secure Data Ltd affirms our website statements as accurate and our backup service provides the following backup and data centre specifications as part of our product service;
Backup Service Specification
Attix5 Simple software download and installation
Automatic daily backup to secure offsite data centers
‘Set and Forget’ process, allows staff to concentrate on core tasks
Reduces downtime.
Eliminates requirement for backup hardware
24x7x365 data availability.
Data restore with just a few clicks of a mouse
Fast incremental backups
Upgradeable to any data capacity.
Data compression & 448-bit Blowfish encryption DPA 7th Principal.
Access to backup files from any internet enabled computer.
Data Centre Specification
Operating from 2 data center environments based in Manchester
All client data will remain in the 2 UK data centers
Both sites offer a secure, resilient environment for hosting customer platform through a combination of world class utilities, connectivity, security and engineering services.
They are highly controlled, restricted access environments offering the highest levels of security.
Perimeter security fencing with 24hr security guards.
Sites are carefully constructed with uninterrupted power supplies and stand-by generation systems.
Cable Management & air conditioning to ensure a resilient location for the storage of critical data.
4.7 JMS Secure Data Ltd affirms to be Partners with the RISC Group IT Solutions Ltd who are recognised as one of the UK’s number one providers of online Data Centre Backup providers.
4.8 JMS Secure Data Ltd & RISC can also affirm that our backup and encryption service product meets the required data security backup and encryption standards as expected by the Financial Conduct Authority & Information Commissioners Office for data controllers.
4.9 JMS Secure Data Ltd confirms all backed client data is held in UK data centres and will not be transferred offshore or to another partner without notification and agreement with any respective User.
4.10 Under no circumstances will JMS Secure Data Ltd or the RISC Group IT Solutions Ltd be liable for data that was never sent by you, using the Product, to the backup data centre that is run and maintained by RISC Group IT Solutions Ltd. You are therefore advised to check the log file to ensure that the desired files have been transmitted
5. GOVERNING LAW
5.1 These Terms will be governed by English Law and disputes relating to them will be submitted to the exclusive jurisdiction of the English courts.
6. DISPUTE RESOLUTION
6.1 JMS Secure Data Ltd and the User will use their best efforts to negotiate in good faith and settle any dispute that may arise out of or relate to this agreement or any breach of it. If any such dispute cannot be settled amicably through ordinary negotiations, the dispute shall be referred to the representatives nominated by each party who will meet in good faith in order to try and resolve the dispute. If the dispute or difference is not resolved as a result of such meeting either party may (at such meeting or within 14 days of its conclusion) propose to the other in writing that structured negotiations be entered into with the assistance of a neutral adviser or mediator (‘Neutral Adviser’) before resorting to litigation.
6.2 If the parties are unable to agree on a Neutral Adviser or if the Neutral Adviser agreed upon is unable or unwilling to act, any party may, within 14 days from the date of the proposal to appoint a Neutral Adviser or within 14 days of notice to any party that he is unable or unwilling to act, apply to the Centre for Dispute Resolution (‘CEDR’) in London to appoint a Neutral Adviser.
6.3 The parties will within 14 days of the appointment of the Neutral Adviser meet with him in order to agree a programme for the exchange of any relevant information and the structure to be adopted for the negotiation to be held in London. If considered appropriate the parties may at any stage seek assistance from CEDR to provide guidance on a suitable procedure.
6.4 All negotiations connected with the dispute will be conducted in complete confidence, and the parties undertake not to divulge details of such negotiations except to their professional advisers who will also be subject to such confidentiality, and will be without prejudice to the rights of the parties in any future proceedings.
6.5 If the parties accept the Neutral Adviser’s recommendations or otherwise reach agreement on the resolution of the dispute, such agreement shall be reduced to writing and once, it is signed by their duly authorised representatives, shall be final and binding on the parties.
6.6 Failing agreement, any of the parties may invite the Neutral Adviser to provide a non-binding but informative opinion in writing as to the merits of the dispute and the rights and obligations of the parties. Such opinion will be provided on a without prejudice basis and will be private and confidential to the parties and may not be used in evidence in any proceedings commenced pursuant to the terms of this Agreement without the prior written consent of all the parties.
6.7 If the parties fail to reach agreement in the structured negotiations within 30 days of the Neutral Adviser being appointed, such a failure shall be without prejudice to the right of any party subsequently to refer any dispute or difference to litigation but the parties agree that before resorting to litigation structured negotiations in accordance with this clause (6.1) shall have taken place.
6.8 Nothing contained in this point 6 shall restrict either party’s freedom to commence legal proceedings to preserve any legal right or remedy or protect any proprietary or trade secret right.
7. DATA PROTECTION
7.1 JMS Secure Data Ltd is a recognised Data Controller listed on the UK Data Protection Register under registration number ZA043127 for compliance with the Data Protection Act 1998.
8. PROFESSIONAL INDEMNITY
8.1 JMS Secure Data Ltd has professional indemnity insurance in place for £1.5million cover – under policy no: HU P16 1984783 (Hiscox) and agree ensure adequate PI insurance is on risk throughout the duration of this contract with the User.