Terms and Conditions
Status: Ready for publication
Version: 1.0
Effective Date: TBC (upon portal launch)
Readability Score: 17.8 (estimated Flesch-Kincaid Grade Level)
Target Audience: Professional (B2B contracts with educational institutions)
Plain Language Version: Not planned (legal contract requiring precision)
Terms and Conditions
These Terms and Conditions govern your use of Tru-Digital Protection's services and customer portal. By subscribing to our services or accessing the portal, you agree to these terms.
If you do not agree, do not use our services.
Effective date: [Date]
Last updated: [Date]
1. Definitions
"We", "us", "our" — Tru-Digital Services Ltd (trading as Tru-Digital Protection), company number 16210598, registered address 3rd Floor, 86-90 Paul Street, London, EC2A 4NE.
"You", "your", "Customer" — the educational institution, school, trust, or organisation subscribing to our services.
"Services" — data protection officer (DPO) services, consultancy, policy management, portal access, and related support as described on our website and in your subscription tier.
"Portal" — the customer-facing online platform providing access to resources, policies, service records, and collaboration workspaces.
"Subscription" — your chosen service tier: Advice, Comprehensive, or All Inclusive.
"Quote" — the written quotation issued by us setting out the specific pricing, service tier, school/trust details, and contract term, which when signed by the Customer's authorised representative forms the binding Services Agreement.
"Services Agreement" — the Quote signed by the Customer, together with these Terms and Conditions and the Data Processing Agreement, which are incorporated by reference.
"Effective Date" — the date the authorised representative signs the Quote.
2. Services
2.1 Service Tiers
We offer three subscription tiers:
Advice Tier
- On-demand email and portal support
- Access to Help Centre (200+ articles)
- Public resources and guides
- DPIA Lite assessments (up to 5 per year)
Comprehensive Tier
- All Advice Tier features, plus:
- Customised policy library (6 policies)
- ROPA maintenance
- Data breach response support
- Subject Access Request (SAR) guidance
- FOI advice
- Quarterly compliance check-ins
All Inclusive Tier
- All Comprehensive Tier features, plus:
- Designated DPO service (named contact)
- Unlimited support requests
- Priority response times
- ICO liaison and representation
- On-site visits (up to 2 per year)
- Annual compliance audit
- Dedicated Notion workspace
2.2 Service Delivery
Services are delivered via:
- Portal access — 24/7 self-service resources
- Email support — support@trudigital.co.uk
- Notion workspaces — shared collaboration (Comprehensive and All Inclusive)
- Video calls — scheduled consultations (All Inclusive)
- On-site visits — subject to scheduling and geographic feasibility (All Inclusive)
2.3 Service Levels
Response times (working days):
| Priority | Advice | Comprehensive | All Inclusive |
|---|---|---|---|
| Urgent (breach, ICO deadline) | 4 hours | 2 hours | 1 hour |
| High (SAR, FOI deadline) | 24 hours | 12 hours | 4 hours |
| Standard | 48 hours | 24 hours | 12 hours |
| Low | 5 days | 3 days | 24 hours |
Working days: Monday–Friday, 9am–5pm GMT, excluding UK bank holidays.
Breaches and urgent requests: Efforts will be made to respond outside working hours where critical (e.g., ICO 72-hour breach notification deadline).
2.4 Exclusions
Our services do not include:
- Legal representation or litigation support
- Direct provision of IT or cybersecurity services
- Employment law or HR advisory (except data protection aspects)
- Internal investigations or disciplinary proceedings
- Services requiring regulatory permissions we do not hold
3. Subscription and Payment
3.1 Pricing
Subscription fees are set out on our website and confirmed during signup. Prices are:
- Stated in GBP (£) excluding VAT
- Billed annually in advance
- Subject to change (see section 3.5)
3.2 Billing Cycle
Subscriptions renew automatically on your annual anniversary date unless cancelled (see section 5).
Prorated charges: Mid-year upgrades are prorated. Downgrades take effect at the next renewal.
3.3 Payment Methods
Payment is via:
- Credit/debit card (Stripe)
- Invoice (available for All Inclusive tier; payment within 30 days)
3.4 Late Payment
If payment is not received within 14 days of the due date:
- We may suspend portal access
- Late payment interest may accrue at 3% above Bank of England base rate
- We reserve the right to terminate your subscription (with 7 days' notice)
3.5 Price Changes
We may increase prices annually to reflect:
- Inflation (CPI)
- Increased regulatory obligations
- Enhanced service features
We will provide 60 days' notice of price increases. If you do not accept the increase, you may cancel before the new price takes effect (see section 5.3).
4. Your Obligations
4.1 Accurate Information
You agree to:
- Provide accurate organisation details (school name, address, key personnel)
- Notify us promptly of changes (e.g., new SRP, governance structure changes)
- Update your portal account information as needed
4.2 Cooperation
Effective DPO services require your cooperation:
- Respond to our requests for information within reasonable timeframes
- Provide access to relevant systems, records, and personnel as needed
- Implement recommendations within your control
- Notify us of data breaches, SARs, and FOI requests promptly
4.3 Portal Use
Permitted use:
- Access by authorised staff only (SLT, office staff, governors as appropriate)
- Reasonable use for educational purposes
- Download and use resources in accordance with our licence
Prohibited use:
- Sharing login credentials with third parties
- Scraping, copying, or redistributing portal content for commercial purposes
- Attempting to breach security or access controls
- Using the portal for unlawful purposes
4.4 Intellectual Property
You acknowledge that:
- Our Universal Policy System, templates, and resources are our intellectual property
- Policies customised for your institution are licensed to you for internal use only
- You may not resell, sublicense, or distribute our materials to other organisations
5. Cancellation and Termination
5.1 Your Right to Cancel (14-Day Cooling Off)
If you are a consumer (unlikely for institutional services), you have 14 days from subscription signup to cancel for a full refund under the Consumer Contracts Regulations 2013.
After 14 days: Annual subscriptions are non-refundable, but you may cancel before the next renewal.
5.2 Cancelling Auto-Renewal
You may cancel auto-renewal at any time by:
- Emailing support@trudigital.co.uk
- Using the cancellation option in your portal account settings
Cancellation takes effect at the end of your current subscription period. You retain access until then.
5.3 Termination by You (With Notice)
You may terminate immediately by providing 30 days' written notice and paying:
- Any outstanding fees for the current period
- A pro-rata cancellation fee (25% of remaining annual subscription)
Waived if:
- You are terminating due to our material breach (after giving us reasonable opportunity to remedy)
- We have increased prices and you do not accept the increase
5.4 Termination by Us
We may terminate your subscription immediately if:
- You breach these terms and do not remedy within 14 days of written notice
- You fail to pay within 30 days of invoice
- Your organisation ceases trading or becomes insolvent
- We are required to do so by law or regulatory authority
We will provide written notice and a pro-rata refund of prepaid fees (minus any amounts owed).
5.5 Effect of Termination
On termination:
- Portal access is revoked immediately
- You retain a copy of policies and documents created during your subscription
- We will delete your data in accordance with our Privacy Policy (subject to legal retention obligations)
- Clauses that by their nature survive (liability, confidentiality, intellectual property) remain in force
6. Data Protection and Confidentiality
6.1 Data Processing
In providing DPO services, we act as:
- Joint controller (for customer organisation data and portal usage)
- Processor (when handling personal data on your instructions, e.g., SAR redaction)
Our Privacy Policy explains how we process data.
6.2 Data Processing Agreement
Where we act as processor, the Data Processing Addendum (Appendix A) applies. It incorporates:
- UK GDPR Article 28 requirements
- Standard Contractual Clauses (where applicable)
- Subprocessor list
6.3 Your Data Protection Obligations
You confirm that you have a lawful basis to share personal data with us and that you comply with UK GDPR in your operations.
6.4 Confidentiality
We will keep confidential all information obtained during service delivery, except:
- Information already in the public domain
- Information required to be disclosed by law
- Information shared with our subprocessors as necessary to deliver services
7. Intellectual Property
7.1 Our IP
We retain all intellectual property rights in:
- The portal, website, and underlying technology
- Universal Policy System and templates
- Help Centre articles and resources
- Training materials and guides
7.2 Licence to You
We grant you a non-exclusive, non-transferable licence to:
- Access and use the portal during your subscription
- Download and use policies customised for your institution
- Use resources and templates for internal purposes
Restrictions: You may not:
- Remove copyright notices or attribution
- Modify templates for use by other organisations
- Reverse engineer or decompile the portal software
7.3 Your IP
You retain ownership of:
- Data and information you provide to us
- Amendments and additions you make to customised policies
7.4 Feedback
If you provide suggestions or feedback about our services, we may use them without obligation or compensation.
8. Liability and Indemnity
8.1 Limitation of Liability
Nothing in these terms limits liability for:
- Death or personal injury caused by negligence
- Fraud or fraudulent misrepresentation
- Breach of obligations implied by Section 2 of the Supply of Goods and Services Act 1982
- Any other liability that cannot be excluded by law
Subject to the above, our liability is limited as follows:
To the extent permitted by law, we exclude all implied warranties and conditions.
Our total liability for any claim (whether in contract, tort, breach of statutory duty, or otherwise) is limited to:
- Advice tier: 100% of fees paid in the 12 months preceding the claim
- Comprehensive tier: 150% of fees paid in the 12 months preceding the claim
- All Inclusive tier: 200% of fees paid in the 12 months preceding the claim
We are not liable for:
- Loss of profits, revenue, business, or contracts
- Loss or corruption of data
- Indirect or consequential losses
- Losses arising from your failure to follow our advice
- Losses arising from factors beyond our reasonable control
- ICO fines or enforcement action (except where solely caused by our negligence)
8.2 Professional Indemnity Insurance
We maintain professional indemnity insurance of £1,000,000 per claim.
8.3 Your Indemnity
You agree to indemnify us against claims arising from:
- Your breach of these terms
- Your infringement of third-party rights
- Your unlawful use of the portal
9. Warranties and Disclaimers
9.1 Our Warranties
We warrant that:
- Services will be provided with reasonable care and skill
- We have appropriate professional qualifications and insurance
- We will comply with applicable laws and regulations
9.2 Your Acknowledgements
You acknowledge that:
- DPO services involve professional judgment; we do not guarantee specific outcomes
- Compliance is an ongoing process; our services support but do not replace your own obligations
- Portal content is for guidance; you are responsible for decisions based on it
- Technology services (portal, workspaces) may experience occasional downtime for maintenance or issues beyond our control
9.3 Portal Availability
We aim for 99% uptime (excluding planned maintenance). We do not guarantee uninterrupted access.
Planned maintenance: Notified via portal banner and email (where possible, scheduled outside UK working hours).
10. General Terms
10.1 Entire Agreement
These terms, together with:
- Our Privacy Policy
- Cookie Policy
- Data Processing Addendum (where applicable)
constitute the entire agreement between us.
10.2 Amendments
We may update these terms to reflect:
- Legal or regulatory changes
- Changes in our services
We will provide 30 days' notice of material changes via email and portal notification. Continued use after changes take effect constitutes acceptance.
10.3 Assignment
You may not assign or transfer your subscription without our written consent.
We may assign our rights and obligations to a successor entity (e.g., in a business sale) with notice to you.
10.4 Severability
If any provision is found invalid or unenforceable, the remainder of these terms remains in full force.
10.5 Waiver
Our failure to enforce any right does not constitute a waiver of that right.
10.6 Third-Party Rights
No third party has rights under the Contracts (Rights of Third Parties) Act 1999 to enforce these terms.
10.7 Force Majeure
We are not liable for delays or failures due to events beyond our reasonable control (e.g., natural disasters, pandemics, government actions, cyberattacks, infrastructure failures).
10.8 Notices
Notices must be in writing:
- To you: Via email to the address on your account or portal notification
- To us: Via email to support@trudigital.co.uk or post to our registered address
Notices are deemed received:
- Email: 24 hours after sending (if sent on a working day before 5pm; otherwise next working day)
- Post: 3 working days after posting (UK), 7 days (international)
11. Governing Law and Jurisdiction
11.1 Governing Law
These terms are governed by the laws of England and Wales.
11.2 Jurisdiction
The courts of England and Wales have exclusive jurisdiction to settle disputes arising from these terms.
11.3 Dispute Resolution
Before commencing legal proceedings, we encourage you to:
- Contact us to discuss the issue: support@trudigital.co.uk
- Escalate to our Director if unresolved: gareth@trudigital.co.uk
- Consider mediation via the Centre for Effective Dispute Resolution (CEDR)
12. Contact
Tru-Digital Services Ltd
3rd Floor, 86-90 Paul Street
London, EC2A 4NE
United Kingdom
Email: support@trudigital.co.uk
Phone: [Number]
Website: trudigital.co.uk
Company Registration: 16210598 (England and Wales)
ICO Registration: ZB887707
Document History:
- Version 1.0 — [Date] (Initial publication for new portal launch)