Welcome to Hicomply! We’re excited that you are considering using our product. Before you start using Hicomply we need you to read and accept these terms. We are keen to explain how everything works, and what you can expect from using our software without using too much jargon.
These terms set out your legal rights and obligations in our contract with you, so please do read everything. If you can’t agree to our terms, then you can’t use our services.
If you have any questions after reading these terms please contact email@example.com with your questions.
You and Hicomply: When we say 'you' or 'your', we mean both you and any entity or firm you’re authorised to represent. When we say 'Hicomply', 'we', 'our' or 'us', we’re talking about Hicomply Limited (Portland House, Belmont Business Park, Durham, United Kingdom, DH1 1TW), the entity you contract with and pay fees to based on Hicomply product you’re using. When we say 'both of us' we mean both you and us.
- Our Services
Our services consist of all the services we provide now or in the future, including our online information security management system (the “Hicomply Platform”).
- The Hicomply Platform comes in three subscription tiers, which we call "Foundations", "Professional", and "Professional Plus". Each subscription tier gives you access to certain features and one chosen information security framework/standard (and the associated templates) by default (which we call the "Base Features"). Hicomply supports many information security standards ("Frameworks"), and we are constantly looking to add new supported standards to the Hicomply Platform. You can choose to purchase additional Frameworks, which are added to your own "Workspace" on our system. You can view the different Base Features and all currently supported Frameworks available under each subscription tier, along with associated pricing on our website by clicking [here]. We may change the Base Features and available Frameworks under each subscription tier from time to time, including to add new features and Frameworks or to discontinue certain features or Frameworks. We will endeavour to notify you before changing or discontinuing any Base Features or Frameworks relevant to your subscription tier.
All subscriptions for the Hicomply Platform last for one year from the date on which you sign-up, and will automatically renew for successive one-year terms on expiry, unless you cancel the subscription prior to expiry. You can have more than one subscription but you will need to pay for each subscription separately.
- Your Account, Workspace, and Projects
When you sign-up to use the Hicomply Platform, you will be asked to create an account on our system. You must take reasonable precautions to safeguard your account credentials. You can invite other users to join your Workspace so that they can collaborate on any information security "Projects" you have created, or to gain access to your company policies and procedures (we refer to these individuals as “Users”). You are responsible for all conduct by your Users when they are using the Hicomply Platform and associated materials. You must immediately notify us if you believe or reasonably suspect that there has been any unauthorized access to, or use of, your account or the Hicomply Platform or materials (by your Users or otherwise).
- You can purchase additional Workspaces using the Subscription management features within the Hicomply Platform. Each additional workspace operates as its own subscription and will be charged separately.
- How you pay for our services
The fees for each subscription tier for the Hicomply Platform and for any optional Frameworks (together the "Subscription Fees") are set out on our website [here]. The Subscription Fees must be paid in full and in advance. We may increase our Subscription Fees from time to time in accordance with any annual change to the UK Retail Price Index published by the Office for National Statistics. Any increase in fees will apply on renewal of your subscription term or on any new subscriptions you sign-up to. Depending on your region, subscription fees may be inclusive or exclusive of taxes where relevant (like VAT and GST), as reflected in the pricing plan.
The Subscription Fees and any applicable taxes will automatically be charged to your nominated payment account or credit card at the start of your subscription term, and on each renewal of the subscription term. You must provide us with accurate and up-to-date payment information, and must immediately notify us if your payment details change. You authorise us to charge the Subscription Fees (including any applicable taxes) to your nominated payment account or credit card each billing cycle. If we don't receive the Subscription Fees when they are due, we may suspend your access to the Hicomply Platform.
If you believe that we have overcharged you, then you must immediately contact us at firstname.lastname@example.org providing details of the disputed amount, and no later than 15 days after the disputed amount was charged. We will attempt to resolve any genuine payment disputes with you in good faith. If we are satisfied that we have overcharged you, then we will refund the overcharged amount to your nominated account or credit card, or apply the overcharged amount as a credit on your next billing cycle.
- Making Changes to your subscription
You can upgrade your subscription to a higher subscription tier, or add additional Frameworks, to your subscription at any time via the Hicomply Platform subscription management features. If you upgrade your subscription tier or add additional Frameworks, the change will take effect immediately and you will be charged the difference in Subscription Fees between your current subscription and the upgraded subscription (pro-rated for the period remaining in your subscription term). On renewal, you will be charged the full Subscription Fee for the upgraded subscription.
You can downgrade your subscription to a lower subscription tier, if one is available, via the Hicomply Platform subscription management features. The downgrade (and any corresponding change to the Subscription Fees) will take effect from the expiry of your current subscription term.
- Your Responsibilities
While we want you to enjoy our services, we also need to set some boundaries. You must only use the Hicomply Platform and any associated materials for your own internal information security management purposes, and must ensure that your Users do the same.
You and your Users must not, and must not attempt to: (a) give access to the Hicomply Platform or materials to any third party, (b) de-compile, reverse engineer, or access the source code for the Hicomply Platform, (c) bypass any security or usage controls in the Hicomply Platform, (d) disrupt or render unavailable the Hicomply Platform, (e) upload any malicious or harmful code to the Hicomply Platform, (f) upload any unlawful or offensive content to the Hicomply Platform, (g) use the Hicomply Platform for any unlawful purpose, or (h) use the Hicomply Platform or materials to create a new product or service.
You must not modify any part of the Hicomply Platform or materials, including our standard templates or documentation, without our prior written approval.
- Onboarding Support
We are here to help you get set up on our platform. On request, we will provide a reasonable amount of onboarding and training sessions to assist you in setting up and using the Hicomply Platform and materials, at no additional cost. These sessions will be provided remotely. These sessions do not include any consultation on how to implement or manage your own information security management system.
- Intellectual Property and Data
The Hicomply Platform and materials are our intellectual property. The only rights you have to the Hicomply Platform and materials are those we grant to you in these terms.
Provided you have paid the Subscription Fees, we grant you (and your Users) the right to use the Hicomply Platform and materials during your subscription term for your internal information security management purposes. This right is personal to you – you cannot give it away or share it with anyone else. If anyone else wishes to use the Hicomply Platform, including other companies in your corporate group, then they will need to purchase their own subscription.
You own any data that you choose to share with us, including data you upload to the Hicomply Platform. However, you give us the right to use, copy, transmit, store, analyse and back up your data to enable us to: (a) provide the Hicomply Platform, (b) improve, develop, and protect our services, (c) create new products and services, (d) communicate with you about your subscription, and (e) tell you about new products and services that we think may be of interest to you based on your marketing preferences.
- Confidential Information
- Data Protection
Both of us must comply with all applicable data protection legislation governing the processing of personal data, including the GDPR (Regulation 2016/679) as imported into UK law.
If we process any of your personal data when we provide the Hicomply Platform and materials, we are the processor and you are the controller of such data. We only process personal data which you choose to share with us through the Hicomply Platform (which may include, for example, names of your company's information security personnel then you include in our materials). We process this data so that we can provide you with the Hicomply Platform, and for the other purposes listed in section 9 above. We only process your personal data during your subscription term, and for 90 days after the end of the subscription term (to enable you to retrieve a copy of this data) after which your data will be deleted from our systems.
We will follow your instructions when processing your personal data, unless the law requires that we process your personal data in another way. We ensure that all of our personnel will respect the confidentiality of your personal data, and we have appropriate technical and organizational measures in place to protect your personal data. If required, we will assist you to comply with your obligations under data protection laws so long as the assistance requested is reasonable. In general, all personal data will be stored in the UK. If we have to transfer your personal data to another country, we will only do so where the transfer is permitted under applicable data protection law.
We may use third party sub-processors to help process your personal data, as set out on our website [here]. You authorise us to use these sub-processors to process your personal data. We may update the list of sub-processors on our website from time to time, and will notify you of any changes. You automatically approve any additional sub-processors unless you notify us in writing of any objections within 10 days of receiving notice of an additional sub-processor. Where you have objected to a sub-processor, we will try to continue providing you the Hicomply Platform and materials without the use of such sub-processor, however this may not always be possible and in those cases we may need to terminate your subscription.
If we receive any request or notice from an individual or a data protection authority relating to your personal data, we will promptly notify you and provide any reasonable assistance you may require to respond to that request or notice. We will also notify you without undue delay if we believe there has been a data breach affecting your personal data, and will help you to investigate the breach.
- Warranties and Disclaimers
- Both of us warrant that we have the authority to enter into a legal contract with each other on behalf of our respective companies.
- The Hicomply Platform and materials are made available to you solely to assist you in managing your information security processes and standards. We do not manage your information security system, and accept no responsibility for how you choose to use the Hicomply Platform and materials in your business. You are solely responsible for complying with the requirements of any information security certifications, standards, or frameworks relevant to your business.
If a third party claims that your use of the Hicomply Platform and materials infringes their intellectual property rights, we will defend you against that claim and will cover any amounts awarded against you in judgment or settlement of that claim. However, this is conditional on you: (a) promptly telling us of the claim; (b) giving us full authority to defend or settle the claim; (c) co-operating with us to defend or settle the claim; and (d) not making any statements or admissions that might compromise our defence or settlement of the claim.
Under no circumstances will we pay you for any loss of profit, revenue, or opportunity, loss of goodwill or reputation, loss or corruption of your data, or any consequential loss you suffer arising from your use of the Hicomply Platform or materials. If you make a claim against us for other types of loss, the most we will pay you is the same amount as any Subscription Fees you have paid to us in the last 12 months before your claim. However, we do not exclude or limit our liability for any death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else which we cannot exclude by law.
- Cancellation and Suspension
Where possible, we will first suspend your subscription before cancellation, unless we consider immediate cancellation to be more appropriate in the circumstances.
We can also cancel your subscription if something outside our reasonable control prevents us from providing you with the Hicomply Platform and materials. If we cancel your subscription for this reason, we will refund you a pro-rated portion of any Subscription Fees you have paid for the remaining period on your subscription term.
Sometimes we may not see eye to eye. If a dispute arises between us, both of us try to resolve the dispute between ourselves without going to court. If we can't resolve our differences within 30 days of the dispute arising, then either of us can take the matter to court. In some cases, we may need to go to court immediately, for example, if you do something that threatens our intellectual property rights, or if we need to recover any fees that you owe us.
- Our relationship
While we love working with you, just to be clear our relationship is that of independent contractors. We are not in any partnership, joint venture, employment or agency relationship.