TacDesk Customer Terms
1. These Terms
1.1 These Terms are the agreement between Michael Bryce, trading as TacDesk ("TacDesk", "we"), and the organisation that registers for or pays for the TacDesk system ("you", "the Customer"). TacDesk is in the process of incorporating as a limited company. Once incorporated, our rights and obligations under these Terms transfer to that company.
1.2 By ticking the box when you sign up or at checkout you agree to these Terms on behalf of the organisation you represent, and you confirm you have authority to do so.
1.3 These Terms are separate from the Guard End User Licence Agreement that individual users accept when they log in. That document governs an individual's use of the software. These Terms govern the commercial relationship with you.
2. The service, price and changes
2.1 We provide the system on the plan, at the price and with the included usage shown on your account or order confirmation ("your Plan"). Your Plan may be a published rate or one agreed with you individually. Either way it is binding once confirmed.
2.2 We may change the price of your Plan, or these Terms, by giving you at least 30 days' written notice. Email to your account's registered admin address is enough. The change takes effect when the notice period ends. If we have promised you in writing a discount or a fixed price for a stated period, that promise holds for that period.
2.3 If you do not accept a change, you may leave. Tell us before the change takes effect and your subscription ends on the day before it does. We will refund any fees you have paid for the period after that day. If you carry on using the system after the change takes effect, you accept it.
2.4 A change that the law requires, or that does not make your position worse, may take effect sooner than 30 days. We will tell you when it does.
2.5 Fees are payable in advance for each billing period of your Plan, using the payment method on your account. Usage above your Plan's allowance (for example storage) is charged at the rate shown on your Plan. An amount too small to collect may be carried onto a later invoice. Usage from before your subscription ends remains payable after it ends and may be invoiced afterwards.
3. Term, renewal and ending
3.1 Your subscription starts on the date your Plan starts and renews monthly, unless your Plan states a different billing period, until it is ended under this clause.
3.2 Either of us may end the subscription for any reason by giving the other 30 days' written notice, which may be given at any time. If your Plan is billed for longer than a month in advance, we do not refund the unused part of a period you have paid for, except under clause 2.3.
3.3 We may suspend or end the subscription immediately if a payment is more than 14 days overdue, or if you materially breach these Terms and do not fix it within 14 days of being told.
3.4 If your Plan is a free plan and the workspace has not been used for 60 days, we may end it and delete your Data after giving you 7 days' notice by email to your registered admin address. The 30-day periods in clauses 3.2 and 5.6 do not apply to that ending, so export anything you want to keep before the notice period ends.
4. Intellectual property
4.1 We own all intellectual property rights in the system. Nothing in these Terms transfers any of them to you.
4.2 You own the data you put into the system and the data it generates from your operations ("your Data"), including guard records, GPS and location data, incident reports, body-worn footage and voice notes captured on your tenant. You license us to use your Data only to provide the system to you.
5. Data protection
5.1 Where we process personal data on your behalf as your processor, this clause 5 is the written contract required by Article 28(3) UK GDPR. It applies for as long as we process that data under these Terms.
5.2 We process personal data only on your documented instructions (which include operating the system as designed and described in our Privacy Policy), keep it confidential, and apply the security measures described in our Privacy Policy.
5.3 Sub-processors are as published and kept current in our Privacy Policy section 7. You give us a general authorisation to use that list. We will tell you of any change so that you may object on reasonable grounds.
5.4 Body-worn video and Live View footage are stored on your own instance, on our hosting provider's servers in the UK, and are not sent to any other sub-processor.
5.5 We will help you, at your reasonable cost, to respond to data subject requests and to meet your security and breach-notification obligations, so far as the nature of the system allows.
5.6 Subject to clause 3.4, when the subscription ends we make your Data available for export for 30 days, then delete it in line with our published retention periods.
5.7 Transfers outside the UK are made under the mechanisms described in our Privacy Policy section 8.
6. Liability
6.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited or excluded.
6.2 Subject to clause 6.1, we are not liable for indirect or consequential loss, for loss of profit, revenue, contracts, goodwill or anticipated savings, or for any loss arising from your own security, licensing, staffing or compliance decisions.
6.3 The system is provided "as is". It is a record-keeping tool. We do not promise that it will be uninterrupted or error free, or that using it will make you compliant with SIA, ACS, Martyn's Law or any other legal or licensing requirement. Compliance remains your responsibility.
6.4 Subject to clause 6.1, our total liability to you arising out of or in connection with these Terms, whether in contract, tort (including negligence) or otherwise, is limited to the fees you paid us in the month before the event giving rise to the claim.
7. General
7.1 These Terms, the Privacy Policy and the Guard End User Licence Agreement are the entire agreement between us on their respective subjects.
7.2 We change these Terms only under clause 2.
7.3 English law applies and the English courts have exclusive jurisdiction.
7.4 If you and we have signed a separate written agreement, that agreement prevails over these Terms wherever the two differ, and clause 2 does not change it.