Terms & Conditions

dentons, HEREON REFERRED TO AS “WE”, RESERVES THE RIGHT TO REVISE THE TERMS OF USE AT ANY TIME WITHOUT NOTICE.

1. No Representation or Warranty

  1. This website is provided by us on an “as is” basis to users. You use this website at your own risk.
  2. We make no representations, warranties or conditions, express or implied, statutory or otherwise with respect to:
    1. this website, its content, services, information, items or materials, or
    2. any goods or services received through or advertised on this website or received through links provided on this website, including, without limitation, no representations, warranties or conditions of merchantability, suitability, fitness for a particular purpose, non-infringement of proprietary rights or otherwise.
  3. We make no representation, warranty or condition, express or implied to you as to:
    1. the accuracy, content, timeliness, completeness, legality, reliability, quality or suitability of any content, information, advice, service, search results or products provided on or through this website;
    2. that the service provided on the website will be uninterrupted or error-free.
  4. This website contains links to other websites which are completely independent of this website. We make no representation or warranty as to the accuracy, completeness or authenticity of the information or opinions contained in any such linked website, and any link to another website shall not in any manner be construed as an endorsement by us of that website, or of the products or services described therein.
  5. A search using the service on this website may produce search results and links to sites that some people find objectionable, inappropriate or offensive. We cannot guarantee that a search will not locate unintended or objectionable content and assume no responsibility for the content of any site included in any search results or otherwise linked to by the services available on this website.
  6. The content on this website is intended to appeal to a wide range of audiences and as such not all of the material is suitable for use by children. Parents and guardians are reminded of the importance of supervising young children when using the Internet.
  7. Users of this website should not rely upon opinions expressed at this website when making business, financial, personal or other decisions. Additionally, we do not endorse the opinions of third parties expressed on linked websites.

2. Confidentiality

Your confidential use of this site cannot be guaranteed by us. We shall not be responsible for any harm that you or any person may suffer as a result of a breach of confidentiality in respect to your use of this site.

3. Limitation of Liability

  1. Nothing in these Terms of Use shall exclude or restrict any liability for death or personal injury arising from our negligence or fraud.
  2. You expressly acknowledge and agree that we, our officers, employees, contractors, suppliers, agents, affiliates, subsidiaries, successors or assigns shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from:
    1. the use and reliance on the website or the inability to use the website;
    2. any products or services, information or advice received through or advertised on the website or on any links provided on the website;
    3. any errors, omissions, interruptions, suspension, termination, deletion of files or email, defects, viruses, delays in operation, transmission or service response time or any failure of performance of the website.
  3. If any jurisdiction does not allow the exclusion or limitation of liability for consequential or incidental damages, liability is limited to the fullest extent permitted by law.

4. Ownership

All rights, title and interest (including all database rights, copyrights, trademarks and other intellectual property rights) in this website belong to us. In addition, the names, images and other indicia identifying our products and services are our proprietary marks. All other copyrights, trademarks and other intellectual property rights referred to in this website belong to their respective owners.

5. License

  1. Except as expressly provided in clause 5.2, nothing contained in this website shall be construed as conferring any licence or right, expressly, by implication, by estoppel or otherwise, under any of our intellectual property rights, or under any third party’s intellectual property rights, and no part of this website may be reproduced, republished, copied, transmitted, or distributed in any form or by any means.
  2. You are hereby granted a nonexclusive, nontransferable, limited licence to access the materials available on the website, to make a copy of the results of any searches made and to use those results provided that such access, copying or use does not constitute or enable (by you or any third party) the prohibited uses set out below and provided that such access, copying and use are not for the purpose of or in the course of any business.
  3. You are expressly prohibited from:
    1. using the data or other material from the website (“the Data”) for any kind of direct marketing, telemarketing or electronic marketing;
    2. using, extracting, distributing or matching the Data for the purposes of compiling databases, directories or lists;
    3. using the Data to issue questionnaires, response forms or cards or anything similar for the purpose of data capture or verification;
    4. modifying the Data or merging it with any other data;
    5. selling or trading in materials copied from the Data.

6. Linking to this Web Site

You may provide links to this website provided (a) you do not remove or obscure the copyright notice, or other notices on this website, (b) you discontinue providing a link to this website if instructed to do so by us.

7. Governing Laws in Case of Dispute

These Terms of Use shall be governed by and construed in accordance with the laws of England and you agree that the laws of England, without regard to rules relating to conflict of laws, will apply to all matters relating to your use of this website. All disputes arising from these Terms of Use shall be exclusively subject to the jurisdiction of the English courts.

8. Severability

These Terms of Use incorporate by reference any notices contained on this website and constitute the entire agreement with respect to your access to and use of this website. Any provision of these Terms of Use which is determined by a court of competent jurisdiction to be unenforceable in any jurisdiction shall be severable from these Terms of Use in that jurisdiction without in any way invalidating the remaining provisions of these Terms of Use. The unenforceability of any provision in a given jurisdiction shall not make that provision unenforceable in any other jurisdiction.

9. Ordering of Online Advertising (listings)

All prices quoted include VAT at 20.0%. Your order represents an offer to us to list your business on our website using the details provided. Your order is not accepted fully until your credit/debit card details have been processed and the transaction accepted. Once you have completed an online purchase, we will send you an e-mail confirming receipt of your request and the order details. At this point, a binding agreement between us will exist. In certain circumstances, it will be possible for us to cancel all or part of your order. dentons.net reserve the right to ask for more information, prior to acceptance, that may help in processing your order. dentons.net reserve the right to refuse any order or any part of an order.

10. Online Payments

Payment of the listing fees shall be made in full by you in advance at the time of ordering. Your purchase will give you a subscription to our website for 12 months from the date of purchase or a minimum of three months if paying in instalments. All payments taken on our website are processed and handled by a third-party payment service provider (psp). Our payment gateway supplied by our bank, Barclays, provides all the security required for the transmission and storage of card details using SSL, encryption minimum 128 bit and relevant firewalls.

11. Term and Termination

This agreement will continue for the period in respect of which the subscription fees have been paid. We may terminate this agreement at any time immediately by written notice to you in the event of an irremediable breach by you of this agreement, or after you, in our reasonable opinion, have failed to remedy a remediable breach of this agreement within 14 days of being given notice to do so. No refund of any unused element of a Subscription Fee shall be due on termination. In the event of termination of this agreement, you shall cease to have any rights or licence in respect of any part of the service.

12. Processing of Company Personal Data

  1. The Parties agree that with regard to the Processing of Company Personal Data, Company is the Data Controller, Processor is a Contracted Processor and that Process may engage Subprocessors if required pursuant to the requirements set forth in Section 16 “Subprocessing” below.
  2. Processor shall:
    1. comply with all applicable Data Protection Laws in the Processing of Company Personal Data; and
    2. not Process Company Personal Data other than on the Company’s documented instructions unless Processing is required by Applicable Laws to which the Processor is subject, in which case Processor shall to the extent permitted by Applicable Laws inform the Company of that legal requirement before the relevant Processing of that Personal Data.
  3. Company instructs Processor (and authorises Processor to instruct each Subprocessor) to Process Company Personal Data, in particular, to transfer Company Personal Data to any country or territory, as reasonably necessary for the provision of the Services and consistent with the Principal Agreement.

13. Details of processing of Company Personal Data required by Article 28(3) GDPR

  1. The duration of the contract is defined in the details of the Principal Agreement.
  2. The nature and purpose of the Processing of Company Personal Data by the Processor for the Company are precisely defined in the Principal Agreement.
  3. The types of Company Personal Data to be Processed comprises the following data types/categories: Business Name and Type of Business, Business Address, Business Phone Numbers, Business Email addresses, and Websites.
  4. The categories of Data Subject to whom the Company Personal Data relates comprise: Employees, Contractors.
  5. The obligations and rights of Company are set out in the Principal Agreement.

14.Processor Personnel

Processor shall ensure that its personnel engaged in the Processing of Company Personal Data are informed of the confidential nature of the Company Personal Data, have received appropriate training on their responsibilities and are subject to obligations of confidentiality and such obligations survive the termination of that persons’ engagement with Processor for 5 years. Processor shall take reasonable steps to ensure the reliability of any Processor employee, agent or contractor who may have access to the Company Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know / access the relevant Company Personal Data, as strictly necessary for the purposes of the Principal Agreement, and to comply with Applicable Laws in the context of that individual’s duties to the Contracted Processor, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.

15.Security

Processor shall in relation to the Company Personal Data implement and comply with all technical and organizational measures necessary to perform its obligations under this Agreement and to ensure a level of data security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR. Appropriate measures for consideration are described in Annex 1 to these Terms & Conditions.

  1. In assessing the appropriate level of security, Processor shall take account in particular of the risks that are presented by Processing, in particular from a Personal Data Breach.
  2. The technical and organisational measures are subject to technical progress and further development. In this respect, it is permissible for the Processor to implement alternative adequate measures. In so doing, the security level of the defined measures must not be reduced. Substantial changes must be documented in writing.

16. Subprocessing

  1. Company authorises Processor to appoint Subprocessors in accordance with this section and with any restrictions in the Principal Agreement.
  2. The Processor may commission Subprocessors only after prior explicit written or documented consent from the Company.
  3. Processor may continue to use Subprocessors already engaged by Processor as of 01/05/2018, who are listed in Annex 2 to these Terms & Conditions, on the condition of a contractual agreement in accordance with Article 28 paragraphs 2-4 GDPR.
  4. If the Subprocessor provides the agreed Service outside the EU/EEA, the Processor shall ensure compliance with EU Data Protection Regulations by appropriate measures.
  5. Processor shall ensure that each Subprocessor performs the obligations, as they apply to Processing of Company Personal Data carried out by that Subprocessor, as if it were party to this Addendum in place of Processor.
  6. Processor shall be liable for the acts and omissions of its Subprocessors to the same extent Vendor would be liable if performing the Services of each Subprocessor directly under the terms of this
  7. Addendum, except as otherwise set forth in the Principal Agreement.
  8. Further outsourcing by the Subprocessor is not permitted.

17. Data Subject Rights and Data Protection Impact Assessment

  1. Processor shall assist Company by implementing appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of the Companies’ obligations, as reasonably understood by Company, to respond to requests to exercise Data Subject rights under the Data Protection Laws.
  2. Processor shall promptly notify Company if Processor receives a request from a Data Subject under any Data Protection Law in respect of Company Personal Data and Processor shall implement Data Subject requests as instructed by the Company without undue delay.
  3. Insofar as it is included in the scope of services, the erasure policy, ‘right to be forgotten’, rectification, data portability and access shall be ensured by the Processor in accordance with documented instructions from the Company without undue delay.
  4. Processor shall provide reasonable assistance to Company with any data protection impact assessments, and prior consultations with Supervising Authorities or other competent data privacy authorities, which Company reasonably considers to be required of Company by article 35 or 36 of the GDPR or equivalent provisions of any other Data Protection Law, in each case solely in relation to Processing of Company Personal Data by, and taking into account the nature of the Processing and information available to, the Contracted Processors.

18. Personal Data Breach

  1. Processor shall notify Company without undue delay, not later than within 72 hours, upon Processor or any Subprocessor becoming aware of a Personal Data Breach affecting Company Personal Data, providing Company with sufficient information to allow Company to meet any obligations to report or inform Data Subjects of the Company Personal Data Breach under the Data Protection Laws.
  2. Processor shall investigate the Personal Data Breach and provide Company with information about the Personal Data Breach and take reasonable steps to mitigate the effects and to minimize any damage resulting from the Personal Data Breach.
  3. Processor shall co-operate with Company and take such reasonable commercial steps as are directed by Company to assist in the investigation, mitigation and remediation of each such Personal Data Breach.
  4. Notification(s) of Personal Data Breach will be delivered to the Company’s business, technical or administrative contacts by sending an email.

19. Deletion or return of Company Personal Data

  1. Processor may not on its own authority rectify, correct, amend, erase or restrict the Processing of Company Personal Data that is being Processed on behalf of the Company, but only on documented instructions from the Company.
  2. Copies or duplicates of the Company Personal Data shall never be created without the knowledge of the Company, with the exception of back-up copies as far as they are necessary to ensure orderly data processing, as well as data required to meet regulatory requirements to retain data.
  3. Processor shall promptly and in any event within 14 days of the date of cessation of any Services involving the Processing of Company Personal Data (the “Cessation Date”), delete and procure the deletion of all copies of those Company Personal Data.
  4. Company may in its absolute discretion by written notice to Processor within 14 days of the Cessation Date require Processor to (a) return a complete copy of all Company Personal Data to Company by secure file transfer in such format as is reasonably notified by Company to Processor; and (b) delete and procure the deletion of all other copies of Company Personal Data Processed by any Contracted Processor. Processor shall comply with any such written request within reasonable time of the Cessation Date.
  5. Processor may retain Company Personal Data to the extent required by Applicable Laws and only to the extent and for such period as required by Applicable Laws and always provided that Processor shall ensure the confidentiality of all such Company Personal Data and shall ensure that such Company Personal Data is only Processed as necessary for the purpose(s) specified in the Applicable Laws requiring its storage and for no other purpose.
  6. Processor shall provide written certification to Company that has fully complied with this section within reasonable time of the Cessation Date.

20. Audit rights

  1. Processor shall make available to Company on request within 14 days all information necessary to demonstrate compliance with this Addendum, and shall allow for and contribute to audits, including inspections, by Company or an auditor mandated by Company in relation to the Processing of the Company Personal Data by the Contracted Processors.
  2. Processor shall ensure that Company is able to verify compliance with the obligations of the Processor in accordance with Article 28 GDPR. The Processor undertakes to give Company the necessary information on request and, in particular, to demonstrate the execution of the technical and organizational measures.
  3. Company which is undertaking an audit shall give Processor reasonable notice of any audit or inspection to be conducted.

21. Quality assurance and other duties of the Processor

Processor shall comply with the statutory requirements under the referred to in Articles 28 to 33 GDPR. Such requirements may include, but not be limited to:

  1. Appointing a Data Protection Officer (a “DPO”) who performs the duties set forth in, inter alia, Articles 38 and 39 GDPR, and keeping Company informed of such DPOs contact information at all times if required by law
  2. Company and Processor shall cooperate, on request, with the Supervisory Authority.
  3. Processor shall inform Company immediately of any inspections and measures conducted by the Supervisory Authority, insofar as they relate to these Terms & Conditions.
  4. Processor shall fully co-operate with Company in responding to an inspection by the Supervisory Authority, an administrative or summary offence or criminal procedure, a liability claim by a Data Subject or by a third party or any other claim pursuant to GDPR or other Applicable Law.
  5. The Processor shall periodically monitor the internal processes and the technical and organizational measures to ensure that Processing is in accordance with the requirements of Applicable Law and the protection of the rights of the Data Subject.
  6. The Processor collect only that Personal Data that are proportionate, relevant, and appropriate for purposes of fulfilling its obligations under the Principal agreement with the Company.
  7. The Processor shall ensure compliance with the data transfer methods contained in the EU data protection laws.

22. General Terms

  1. The Processor shall indemnify and hold harmless the Company against all and any losses resulting from any material breach of these Terms & Conditions by Processor or any of its Sub-Contractors.
  2. The Processor represents and warrants that nothing in any applicable data protection legislation (or any other applicable laws or regulations) prevents it from fulfilling its obligations under these terms & Conditions and undertakes and agrees that, in the event of a change in any such laws that is likely to have a material adverse effect on the Processor’s compliance with these Terms & Conditions or in the event the Processor otherwise cannot comply with these Terms & Conditions for whatever reason(s), the Processor shall notify the Company within fifteen (15) days.
  3. The parties to these Terms & Conditions hereby submit to the choice of jurisdiction stipulated in the Principal Agreement with respect to any disputes or claims howsoever arising under these Terms & Conditions.
  4. Addendum and all non-contractual or other obligations arising out of or in connection with it are governed by the laws of the country or territory stipulated for this purpose in the Principal Agreement.
  5. In the event of inconsistencies between the provisions of these Terms & Conditions and any other agreements between the parties, including the Principal Agreement and including (except where explicitly agreed otherwise in writing, signed on behalf of the parties) agreements entered into or purported to be entered into after the date of these Terms & Conditions, the provisions of this Document shall prevail.
  6. Should any provision of these terms & Conditions be invalid or unenforceable, then the remainder of this Document shall remain valid and in force. The invalid or unenforceable provision shall be either (i) amended as necessary to ensure its validity and enforceability, while preserving the Parties’ intentions as closely as possible or, if this is not possible, (ii) construed in a manner as if the invalid or unenforceable part had never been contained therein.

ANNEX 1 – TECHNICAL AND ORGANISATIONAL MEASURES

1. Confidentiality (Article 32 Paragraph 1 Point b GDPR)

Physical Access Control
No unauthorised access to Data Processing Facilities, e.g.: magnetic or chip cards, keys, electronic door openers, facility security services and/or entrance security staff, alarm systems, video/CCTV Systems;

Electronic Access Control
No unauthorised use of the Data Processing and Data Storage Systems, e.g.: (secure) passwords, automatic blocking/locking mechanisms, two-factor authentication, encryption of data carriers/storage media;

Internal Access Control
No unauthorised Reading, Copying, Changes or Deletions of Data within the system, e.g. rights authorisation concept, need-based rights of access, logging of system access events;

Isolation Control
The isolated Processing of Data, which is collected for differing purposes, e.g. multiple Client support, sandboxing;

Pseudonymisation (Article 32 Paragraph 1 Point a GDPR; Article 25 Paragraph 1 GDPR)
The processing of personal data in such a method/way, that the data cannot be associated with a specific Data Subject without the assistance of additional Information, provided that this additional information is stored separately, and is subject to appropriate technical and organisational measures.

2. Integrity (Article 32 Paragraph 1 Point b GDPR)

Data Transfer Control
No unauthorised Reading, Copying, Changes or Deletions of Data with electronic transfer or transport, e.g.: Encryption, Virtual Private Networks (VPN), electronic signature;

Data Entry Control
Verification, whether and by whom personal data is entered into a Data Processing System, is changed or deleted, e.g.: Logging, Document Management

3. Availability and Resilience (Article 32 Paragraph 1 Point b GDPR)

Availability Control
Prevention of accidental or wilful destruction or loss, e.g.: Backup Strategy (online/offline; on-site/off-site), Uninterruptible Power Supply (UPS), virus protection, firewall, reporting procedures and contingency planning

Rapid Recovery (Article 32 Paragraph 1 Point c GDPR) (Article 32 Paragraph 1 Point c GDPR);

4. Procedures for regular testing, assessment and evaluation (Article 32 Paragraph 1 Point d GDPR; Article 25 Paragraph 1 GDPR)

Data Protection Management;

Incident Response Management;

Data Protection by Design and Default (Article 25 Paragraph 2 GDPR);

Order or Contract Control

No third party data processing as per Article 28 GDPR without corresponding instructions from the Client, e.g.: clear and unambiguous contractual arrangements, formalised Order Management, strict controls on the selection of the Service Provider, duty of pre-evaluation, supervisory follow-up checks.

 

ANNEX 2 – SUBPROCESSORS

Name Address Service
118 Data Resource 62 Anchorage Road,
Sutton Coldfield,
West Midlands,
B74 2PG
Data Provider & Cleanser
UKFast UKFast Campus,
Birley Fields,
Manchester,
M15 5QJ
Server Provider