1.0 Intellectual Property


1.1 General:

Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of Proteger.


1.2  Ownership of Data

Title to, and all Intellectual Property Rights in, the Data remain your property. However, Your access to the Data is contingent on full payment of the Proteger Access Fee when due. You grant Proteger a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.


1.3  Backup of Data:

You must maintain copies of all Data inputted into the Service. Proteger adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. Proteger expressly excludes liability for any loss of Data no matter how caused.


2.0 Limitation of Liability


1. To the maximum extent permitted by law, Proteger excludes all liability and responsibility to you (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Service or Website.


2. If you suffer loss or damage as a result of Proteger's negligence or failure to comply with these Terms, any claim by You against Protegers arising from Proteger's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Access Fees paid by You in the previous 12 months.

3.0 Access conditions:


1. You must ensure that all usernames and passwords required to access the Service are kept secure and confidential. You must immediately notify Proteger of any unauthorised use of Your passwords or any other breach of security and Proteger will reset Your password and You must take all other actions that Proteger reasonably deems necessary to maintain or enhance the security of Proteger's computing systems and networks and Your access to the Services.


2. As a condition of these Terms, when accessing and using the Services,


You must:

i. not attempt to undermine the security or integrity of Proteger's computing systems or networks or, where the Services are hosted by a third party, that third party's computing systems and networks;


ii. not use, or misuse, the Services in any way which may impair the functionality of the Services or Website, or other systems used to deliver the Services or impair the ability of any other user to use the Services or Website;


iii. not attempt to gain unauthorised access to any materials other than those to which You have been given express permission to access or to the computer system on which the Services are hosted;


iv. not transmit, or input into the Website, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use); and


v. not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Services or to operate the Website except as is strictly necessary to use either of them for normal operation.


4.0 Breach


If You:

1. breach any of these Terms (including, without limitation, by non-payment of any Access Fees) and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied;


2. You or Your business become insolvent or Your business goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction,

Proteger may take any or all of the following actions, at its sole discretion:


3. Terminate this Agreement and Your use of the Services and the Website;


4. Suspend for any definite or indefinite period of time, Your use of the Services and the Website;


5. Suspend or terminate access to all or any Data.

For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of Your Billing Contacts, Billing Plans or any of Your Organisations is not made in full by the relevant due date, Proteger may: suspend or terminate Your use of the Service, the authority for all or any of Your Organisations to use the Service, or Your rights of access to all or any Data.