General Terms and Conditions of Use
Last updated February 6, 2020
The 27k1 ISMS is a software system that has been developed by 27k1 Ltd. The system reflects 27k1 Ltd’s interpretation of the ISO 27001 Information Security standard and its compliance requirements. As a result, the 27k1 ISMS is to be used for the purposes of Information Security risk assessment, Gap Analyses and gaining ISO 27001 certification. The system should not be relied upon as legal advice or to determine how the ISO 27001 Information Security standard might be applied to your organisation.
We encourage end customers to work with a qualified ISMS professional to discuss the ISO 27001 Information Security standard, how it applies specifically to your organisation and how best to achieve this valuable certification.
As a 27k1 Ltd customer, you are required to renew the 27k1 ISMS system licenses on an annual basis. This will ensure that:
- You receive access to the latest version of the system
- You continue to receive product support
- You continue to receive access to the system
To this end, 27k1 Ltd will send you an invoice for your initial purchase of the 27k1 ISMS and any additional user licenses. Upon payment of the initial invoice, you will receive a Product Key that will enable you to install and run the system. Subsequent invoices will be sent on the 12-month anniversary of your continued use of the 27k1 ISMS and any additional user licenses that you may have purchased.
The invoice will be sent annually and may include pricing adjustments to account for changes in any applicable taxation regulations or to accommodate development costs
The management of 27k1 Ltd hopes that you enjoy the benefits of using the 27k1 ISMS and that your business goes from strength to strength.
- Your Agreement with 27k1 Ltd.
1.1 If you reside within the United Kingdom or outside its borders, your relationship is with 27k1 Ltd and the Terms are governed by the laws of England.
You may have additional rights under the law. We do not seek to limit those rights where it is prohibited to do so by law.
1.2 Our Services and Software are licensed, not sold, to you.
- Use of Services and Software.
3.1 License. Subject to your compliance with the Terms and the law, you may access and use the Services and Software.
3.2 27k1 Ltd Intellectual Property. We remain the sole owner of all right, title and interest in the Services or Software. Except as stated in the Terms, we do not grant you any rights to patents, copyrights, trade secrets, trademarks or any other rights in respect to the items in the Services or Software. We reserve all rights not granted under the Terms.
3.3 User-Generated Content. We may host user-generated content from our users. This may be found in 27k1 Ltd hosted forums, user articles or elsewhere. If you access our Services, you may come across user-generated content that you find offensive or upsetting. Your sole remedy is to stop viewing the content. You may wish to report this to us, using our Contact Us page, located at: https://27k1.com/contact
3.4 Sample Files. “Sample Files” means 27k1 Ltd provide files such as content images, clip art, stock images or sounds for use in tutorials, demonstrations and for other trial purposes, which may be identified as sample files. Sample Files may for example, be viewed in our 27k1 Ltd Training Software. Sample Files cannot be used for any other purpose than for which they were provided. You cannot distribute Sample Files on a stand-alone basis (i.e., in circumstances in which the Sample Files constitute the primary value of the product being distributed) and you cannot claim any rights in the Sample Files.
3.5 Content Files. "Content Files" means 27k1 Ltd assets provided as part of the Services and Software. Unless documentation or specific licenses state otherwise, we grant you a personal, non-exclusive, non-sublicensable and non-transferable license to use the Content Files to create your end use (i.e., the derivative application or product authored by you) into which the Content Files or derivations thereof, are embedded for your use ("End Use"). You may modify the Content Files prior to embedding them in the End Use. You may reproduce and distribute Content Files only in connection with your End Use, however, under no circumstances can you distribute the Content Files on a stand-alone basis, outside of the End Use.
3.6 Other License Types.
(a) Not for Resale Version. Where the Services or Software is designated as “Consultant Version” “trial,” “evaluation,” “not for resale” or other similar designation (“NFR Version”). You may install and use the NFR Version only for the period and purposes stated when we provide the NFR Version.
(b) Prerelease Version. We may designate the Services or Software or a feature of the Services or Software, as a pre-release or beta version (“Pre-release Version”). A Prerelease Version does not represent the final product and may contain bugs that may cause system or other failure and data loss. We may choose not to commercially release the Prerelease Version. You must promptly cease using the Prerelease Version and destroy all copies of Prerelease Version if we request you to do so or if we release a commercial version of the Prerelease Version. Any separate agreement we enter into with you governing the Prerelease Version will supersede these provisions.
(c) Customer Version. If we designate the Services or Software as for use by end customers (“Customer Version”), then this is for use by end Customers. Separately, an ISO 27001 Consultant may install, deploy and use the Customer Version only in the country where they are qualified as an Information Security Consultant.
4.1 Content. "Content" means any material, such as audio files, video files, electronic documents or images, that you upload and import into the Services or Software in connection with your use of the Services.
4.2 Ownership. You retain all rights and ownership of your Content. We do not store or claim any ownership rights to your ISMS Content.
4.3 Sharing Your Content.
(a) Sharing. Some Services and Software may provide features that allow you to Share your Content with other users or to make it public. “Share” means to email, post, transmit, upload or otherwise make available (whether to us or other users) through your use of the Services and Software. Other users may use, copy, modify or re-share your Content in many ways. Please carefully consider what you choose to Share or make public as you are responsible for the Content that you Share.
(b) Comments. The Services and Software may allow you to comment on Content. Comments may not be anonymous and may be viewed by other users. Your comments may be deleted by you, other users or us.
4.4 Feedback. You have no obligation to provide us with ideas, suggestions or proposals (“Feedback”). If you submit Feedback to us however, then you grant us a non-exclusive, worldwide, royalty-free, sublicensable and transferable license to make, use, sell, have made, offer to sell, import, reproduce, publicly display, distribute, modify and publicly perform the Feedback.
- Account Information.You are responsible for all activity that occurs via your account or use of the software or services. Please notify 27k1 Ltd immediately using our Contact Us web site page if you become aware of any unauthorised use of your account.. Your account administrator or ISO 27001 consultant may use your account information to manage your use of the Services and Software.
- User Conduct.
5.1 Responsible Use. The 27k1 Ltd community consists of users who expect a certain degree of courtesy and professionalism. You must use the Services and Software responsibly.
6.2 Misuse. You must not misuse the Services or Software. For example, you must not:
(a) copy, modify, host, stream, sublicence or resell the Services or Software unless expressly permitted to do so by agreement with 27k1 Ltd;
(b) access or attempt to access the Services or Software by any means other than the interfaces that we provide or authorise;
(c) circumvent any access or use restrictions put into place to prevent certain uses of the Services or Software;
(d) share Content or engage in behaviour that violates anyone’s intellectual property rights (“Intellectual Property Rights” means copyright, moral rights, trademark, trade dress, patent, trade secret, unfair competition, right of privacy, right of publicity and any other proprietary rights);
(e) upload or share any Content that is unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, vulgar, lewd, profane, invasive of another’s privacy or hateful;
(f) impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
(g) attempt to disable, impair or destroy the Services and Software;
(h) upload, transmit, store or make available any Content or code that contains any viruses, malicious code, malware or any components designed to harm or limit the functionality of the Services or Software;
(i) disrupt, interfere with or inhibit any other user from using the Services or Software (such as stalking, intimidating or harassing others, inciting others to commit violence or harming minors in any way);
(j) engage in chain letters, junk mails, pyramid schemes, phishing, spamming or other unsolicited messages;
(k) place an advertisement of any products or services in the Services except with our prior written approval;
(l) use any data mining or similar data gathering and extraction methods in connection with the Services; or
(m) violate applicable law.
- Fees and Payment.
7.1 Taxes and Third-Party Fees. You must pay any applicable taxes and third-party fees (including, for example, telephone toll charges, mobile carrier fees, ISP charges, data plan charges, credit card fees, foreign exchange fees and foreign transaction fees). We are not responsible for these fees.
We may take steps to collect the fees you owe us. You are responsible for all related collection costs and expenses. If you are in a different country from the applicable 27k1 Ltd entity that you are transacting with, your payments will be made to a foreign entity.
- Your Warranty and Indemnification Obligations.
8.1 Warranty. By uploading your Content to the Services or Software, you agree that you have: (a) all necessary licenses and permissions to use and Share your Content.
8.2 Indemnification. You will indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners and licensors from any claim, demand, loss or damage, including reasonable solicitors’ fees, arising out of or related to your Content, your use of the Services or Software or your violation of the Terms.
- Disclaimers of Warranties.
9.1 Unless stated in the Additional Terms, the Services and Software are provided “AS-IS.” To the maximum extent permitted by law, we disclaim all warranties, express or implied, including the implied warranties of non-infringement, merchantability and fitness for a particular purpose. We make no commitments about the content within the Services. We further disclaim any warranty that (a) the Services or Software will meet your requirements or will be constantly available, uninterrupted, timely, secure or error-free; (b) the results obtained from the use of the Services or Software will be effective, accurate or reliable; (c) the quality of the Services or Software will meet your expectations; or (d) any errors or defects in the Services or Software will be corrected.
9.2 We specifically disclaim all liability for any actions resulting from your use of any Services or Software. You may use and access the Services or Software at your own discretion and risk and you are solely responsible for any damage to your computer system or loss of data that results from the use of and access to any Service or Software installed and deployed on your systems or those of any 3rd party.
9.3 If you post your Content on our servers to publicly Share through the Services, we are not responsible for: (a) any loss, corruption or damage to your Content; (b) the deletion of Content by anyone other than 27k1 Ltd; or (c) the inclusion of your Content by third parties on other websites or other media.
- Limitation of Liability.
10.1 Unless stated in the Additional Terms, we are not liable to you or anyone else for any loss of use, data, goodwill or profits, whatsoever and any special, incidental, indirect, consequential or punitive damages whatsoever, regardless of cause (even if we have been advised of the possibility of the loss or damages), including losses and damages (a) resulting from loss of use, data or profits, whether or not foreseeable; (b) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action; or (c) arising from any other claim arising out of or in connection with your use of or access to the Services or Software. Nothing in the Terms limits or excludes our liability for gross negligence, for our or our employees’, intentional misconduct or for death or personal injury.
10.2 Our total liability in any matter arising out of or related to the Terms is limited to GBP £250.00 or the aggregate amount that you paid for access to the Service and Software during the three-month period preceding the event giving rise to the liability, whichever is larger. This limitation will apply regardless of the form or source of claim or loss, whether the claim or loss was foreseeable and whether a party has been advised of the possibility of the claim or loss.
10.3 The limitations and exclusions in this section 10 apply to the maximum extent permitted by law.
11.1 Termination by You. You may stop using the Services and Software at any time.
Termination of your account does not relieve you of any obligation to pay any outstanding fees.
11.2 Termination by Us. If we terminate the Terms or your use of the Service(s) for reasons other than for cause, we will make reasonable efforts to notify you at least 30 days prior to termination via the email address you provide to us with instructions on how to retrieve your Content. Unless stated in any Additional Terms, we may, at any time, terminate your right to use and access the Services or Software if:
(a) you breach any provision of the Terms (or act in a manner that clearly shows you do not intend to or are unable to, comply with the Terms);
(b) you fail to make the timely payment of fees for the Services or Software, if any
(c) you materially breach any provision of the Terms and (i) the breach cannot be corrected; or (ii) we notify you of the breach and you fail to correct it within 14 days of the notice;
(d) you physically, verbally or through other means abuse, threaten, bully or harass us or our personnel (in such circumstances, we may alternatively suspend or restrict your access to the Services or Software);
(e) you have repeatedly made complaints in bad faith or without a reasonable basis and continue to do so after we have asked you to stop (in such circumstances, we may alternatively suspend or restrict your access to the Services or Software);
(f) we are required to do so by law (for example, where the provision of the Services or Software to you is or becomes, unlawful);
(g) we elect to discontinue the Services or Software, in whole or in part (such as if it becomes impractical for us to continue offering Services in your region due to change of law)
11.3 Survival. Upon the expiration or termination of the Terms, some or all of the Services and Software may cease to operate without prior notice. Any perpetual licenses you have will continue in full force and effect, however. Your indemnification obligations, our warranty disclaimers or limitations of liabilities and dispute resolution provisions stated in the Terms will survive.
12.1 Screening. We do not review all content uploaded to the Services or Software, but we may use available technologies, vendors or processes to screen for certain types of illegal content (for example, child pornography) or other abusive content or behaviour (for example, patterns of activity that indicate spam or phishing or keywords that indicate adult content has been posted outside of the adult wall).
12.2 Disclosure. We may access or disclose information about you or your use of the Services or Software: (a) when it is required by law (such as when we receive a search warrant); (b) to respond to your requests for customer service support; or (c) when we, in our discretion, think it is necessary to protect the rights, property or personal safety of us, our users or the public.
- Trade Control Laws.
The Services or Software and your use of the Services and Software, are subject to UK and international laws, restrictions and regulations that may govern the import, export and use of the Services and Software. You agree to comply with all the laws, restrictions and regulations.
- Dispute Resolution.
14.1 Process. If you have any concern or dispute, you agree to first try to resolve the dispute informally by contacting us. If a dispute is not resolved within 30 days of submission, any resulting legal actions must be resolved through final and binding arbitration, except that you may assert claims in small claims court if your claims qualify.
14.2 Arbitration Rules. If you reside in the UK or beyond its borders, there will be one arbitrator that you and 27k1 Ltd mutually select. The arbitration will be conducted in England in English language, but any witness whose native language is not English may give testimony in the witness’ native language, with simultaneous translation into English (at the expense of the party presenting the witness). Judgement upon the award rendered may be entered and will be enforceable in any court of competent jurisdiction having jurisdiction over you and us.
14.3 No Class Actions. You may only resolve disputes with us on an individual basis and you may not bring a claim as a plaintiff or a class member in a class, consolidated or representative action.
14.4 Injunctive Relief. Notwithstanding the foregoing, in the event of your or others’ unauthorised access to or use of the Services or Software in violation of the Terms, you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
- Updates and Availability.
15.1. Updates to the General Terms and Additional Terms. We may modify these General Terms, any Additional Terms or Subscription and Cancellation terms, for example, to reflect changes to the law or changes to our Services or Software. You should look at the Terms regularly. We will post notice of modifications to these General Terms and Additional Terms on our 27k1.com web site and by other direct means, such as e-mail. By continuing to use or access the Services or Software after the revisions are in effect, you agree to be bound by the revised Terms.
15.2. Updates to the Services and Software. We may modify, update or discontinue the Services or Software (including any portions or features) at any time, without liability to you or anyone else. However, for changes to paid offerings, we will make reasonable efforts to notify you of the modification, update or discontinuation. If we discontinue the Services or Software in its entirety, we will offer you a free of charge perpetual license.
15.3. Availability. Web pages describing the Services are accessible worldwide, but this does not mean all Services or service features are available in your country or that user-generated content available via the Services is legal or available in your country. Access to certain Services (or certain Service features, Sample Files or Content Files) in certain countries may be blocked by us or foreign governments. It is your responsibility to make sure your use of the Services is legal or available where you use them. Services are not available in all languages.
- No Modifications, Reverse Engineering.
Except as expressly permitted in the Terms, you may not (a) modify, port, adapt or translate any portion of the Services or Software; or (b) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or any portion of Software. If the laws of your jurisdiction give you the right to decompile the Software to obtain information necessary to render the licensed portions of the Services or Software interoperable with other software, you must first request such information from us. We may, in our discretion, either provide such information to you or impose reasonable conditions, including a reasonable fee, on your decompilation of the Services or Software to ensure that our and our suppliers’ proprietary rights in the Services and Software are protected.
17.1 English Version. The English version of the Terms will be the version used when interpreting or construing the Terms.
17.2 Notice to 27k1 Ltd. You may send notices to us at the following address: 27k1 Ltd 25 Main Street, Staveley, Kendal, Cumbria, LA8 9LU
17.3 Notice to You. We may notify you by email, postal mail, postings within the Services or other legally accepted means.
17.4 Non-Assignment. You may not assign or otherwise transfer the Terms or your rights and obligations under the Terms, in whole or in part, without our written consent and any such attempt will be void. We may transfer our rights under the Terms to a third party.
17.5 Headings. Headings used in these General Terms or Additional Terms are provided for convenience only and will not be used to construe meaning or intent.
17.6 Severability. If any provision of these General Terms or any Additional Terms is held invalid or unenforceable for any reason, the General Terms and any Additional Terms will continue in full force and effect.
17.7 No Waiver. Our failure to enforce or exercise any provision of the Terms is not a waiver of that provision.