Terms of service
Fast Matter Terms Of Service
Effective Date: 28.10.2016
This Agreement ("Terms of Service") governs the Subscriber’s use of the software and services (“The Service”) provided by Tudalen Ltd (“Tudalen”), a limited company registered in England and Wales with company number 8543255 and with its registered office at Unit 5, 459a High Road Leyton, London E10 5EL, United Kingdom under the brand name of fastMatter.
By registering and creating an account on fastmatter.com, the Subscriber agrees to be bound to the terms of this Agreement.
1. Definitions
(a) “Account Data” means only the data necessary to identify the Subscriber in relation to the Service and administer their use of the same. For avoidance of any doubt Account Data does not include data uploaded by the Subscriber relating to contacts, matters, tasks or similar data.
(b) “Administrator” means the person designated by Subscriber (i) as its primary administrative contact for the purposes of support, issues related to outages and other problems and technical items and (ii) who has authority from the Subscriber to bind the Subscriber and administer the subscription to the Service and designate additional Users and/or Administrators. The first User is deemed to be designated as an Administrator.
(c) “Agreement” means this entire Terms of Service and incorporates by reference the Privacy Policy.
(d) “Confidential Information” means the Account Data, Content and any information, technical data, or know-how considered proprietary or confidential by either party to this Agreement.
(e) “Content” means any information or materials a User uploads or posts to the Service, including information about its Users or Registered Clients.
(f) “Data Protection Act” means the Data Protection Act 1998 as amended from time to time, or any legislation enacted in substitution.
(g) ‘Good Industry Practice’ means the deployment of that degree of care and skill, technical resources and innovations which is to be expected of professional providers of services similar to the Service within the European Union.
(h) “Including” means ‘including, without limitation’ and ‘include’ and ‘included’ will be interpreted in like manner.
(i)“Intellectual Property Rights” means all rights in all patents, utility models, trademarks, service marks, domain names, copyrights, trade secrets, and other proprietary rights.
(j) “Registered Client” means an individual who has been invited to use the client-facing features of the Service in a limited capacity as a client of a Subscriber.
(k) “Regulator” means the relevant regulatory body for Subscribers practicing law in their region.
(l) “Service” means the services provided under this agreement from time to time by Tudalen under the brand name ‘FastMatter’ through the website.
(m) “Subscriber” means the entity which purchases the Service.
(n) “Security Emergency” means a breach by Subscriber of this Agreement that might disrupt the Service.
(o) “User” means an individual person provided with access to the Service by an Administrator.
2. Limited Licence & Use of the Service
2.1 Upon creating an account on www.fastmatter.com, the Subscriber is granted a non-exclusive, non-transferable, limited licence to access and use the Service.
2.2 Tudalen does not review or pre-screen Content and claims no Intellectual Property Rights in it.
2.3 Subscriber is responsible for the acts and omissions of Users and Registered Clients.
2.4 Subscriber shall not copy or resell the Service or exploit access to the Service unlawfully.
2.5 Subscriber shall not modify, reverse engineer, or tamper with the Service except as mandated by law.
2.6 Subscriber shall not use the Service in a manner that infringes Intellectual Property Rights or is unlawful.
2.7 Subscriber shall not use the Service to send unsolicited bulk e-mail “Spam”, or any malicious code.
2.8 All ownership and rights in and to the Service shall remain solely with Tudalen.
2.9 Tudalen reserves the right to take action against Content that breaches the terms.
2.10 Tudalen reserves the right to modify or discontinue any feature of the Service with prior notice in certain circumstances.
2.11 Tudalen reserves the right to suspend access to the Service for operational purposes with notice.
2.12 Tudalen will not accept liability for actions taken under the terms concerning Content breaches.
2.13 The Subscriber may replicate all Content to a third-party storage service using the Service.
2.14 The accounting features are intended to aid legal cashiers and do not constitute a full service.
2.15 Subscriber grants Tudalen the right to store and process Confidential Information.
3. Access to the Service
3.1 Only Users and Registered Clients may use the Service, requiring valid identification.
3.2 Each User shall be provided with a unique identifier to access the Service.
3.3 The Administrator can designate additional Users and manage subscription administration.
3.4 Subscribers must designate a point of contact if there's only one Administrator.
3.5 Any Content remains the property of the Subscriber.
3.6 Upon cancellation, Tudalen will liaise with designated Users for retrieving Content.
3.7 Use of automated means to access the Service is prohibited unless specified.
3.8 The provisions applying to API access.
4. Confidentiality
4.1 Each party agrees to treat all Confidential Information as confidential.
4.2 Tudalen acknowledges that Content may comprise materials subject to professional duties.
5. Security and Access
5.1 Tudalen shall provide secure access methods including encrypted passwords.
5.2 Subscriber is responsible for the security of Usernames and passwords.
5.3 Subscriber will implement policies to prevent unauthorised usage and notify Tudalen if security is compromised.
5.4 Tudalen shall use Good Industry Practice regarding information security, and provide audit reports if requested.
5.6 Tudalen shall report Security Breaches to the Subscriber promptly.
5.7 In the event of a Security Breach, Tudalen shall assist the Subscriber accordingly.
6. Data Protection
6.1 Relevant definitions from the Data Protection Act apply.
6.2 The Subscriber shall comply as Data Controller.
6.3 Tudalen as Data Processor must comply with the Data Protection Act.
6.4 Tudalen support personnel generally do not have access to Content unless permission is granted.
7. Regulatory Requirements
7.1 Subscriber authorises Tudalen to cooperate with Regulators' requests.
7.2 Tudalen agrees to return Content upon demand.
8. Legal Compliance
8.1 Tudalen will provide notice prior to disclosing Confidential Information by law.
9. Managed Backup and Archiving
9.1 Tudalen maintains a managed backup service within the European Economic Area.
9.2 Upon termination, Subscriber has a period to retrieve Content before deletion.
10. Payment, Refunds and Subscription Changes
10.1 Subscriber shall pay the subscription fees specified by Tudalen.
10.2 Subscribers must provide a valid credit card for payment.
10.3 Additional expenses may occur incidental to using the Service.
10.4 Monthly and annual billing details for Subscribers.
10.5 There will be no refunds for downtime except as specified.
10.6 There are no charges for cancelling a subscription.
10.7 Subscription charges update based on changes.
10.8 All payments shall be made without deductions for taxes.
10.9 Payment may be collected by Tudalen Solutions, Inc.
11. Terms and Termination
11.1 Cancellations can be executed by Administrators only.
11.2 The term begins when an account is created and continues until terminated.
11.3 Termination conditions for both parties if breaches occur.
11.4 Subscriber must remove all Content prior to termination; Tudalen can delete Content after 90 days.
11.5 Content will be available post-termination under specific conditions.
12. Limitation of Liability
12.1 No exclusion for death or personal injury due to negligence.
12.2 No liabilities for loss of profits or other indirect losses.
12.3 Tudalen will not be liable for losses that could have been avoided.
12.4 Aggregate liability is capped to fees paid in the last 12 months.
12.5 A Regulator may enforce these terms.
12.6 No liability for failure to perform obligations due to uncontrollable events.
13. Warranties and Representations
13.1 Subscriber has legal rights to Content stored using the Service.
13.2 Tudalen shall use reasonable care when performing Services.
13.3 Content will be encrypted and stored securely.
13.4 Each party agrees to perform the Agreement per applicable laws.
13.5 Tudalen warrants it is entitled to provide Services without infringing third-party rights.
13.6 Services may not be compatible with all equipment.
13.7 No reliance on representations not made in this Agreement.
13.8 Tudalen disclaims all warranties not expressly provided herein.
14. Indemnification
14.1 Subscriber agrees to indemnify Tudalen against certain claims.
14.2 Tudalen will notify Subscriber of claims for indemnification.
14.3 Tudalen will indemnify Subscriber against IP claims in certain conditions.
14.4 Subscriber shall indemnify Tudalen against Content-related IP claims.
14.5 Conditions for indemnity from Tudalen to Subscriber.
15. Miscellaneous
15.1 Tudalen can subcontract parts of the Service.
15.2 Technical support available to Users.
15.3 Subscriber uses third-party integrations at their own risk.
15.4 Non-enforcement of provisions does not constitute a waiver.
15.5 This Agreement is the entire agreement regarding the Service.
15.6 Assignment of rights under the Agreement requires written consent.
15.7 This Agreement is governed by the laws of England and Wales.