The Tersus Client Portal Agreement (the “Agreement") is made by and between Tersus Consultancy Limited (“Tersus”) and clients of Tersus (the “Clients”) and those employees and contractors and others who have been so authorised by Clients to access and use the Tersus Client Portal (the “Registered Users”). This Agreement with the following terms and conditions set out below becomes effective at the time and date access to the Tersus Client Portal is first activated and completed by the Client and or the Registered User. Where the context so requires it “You” “Your” or “Yours” refers to the Client and or the Registered User.
Tersus provides a secure internet site “PCS Risk Manager” and an IOS App the “PCS Risk Manager Client App” (both of which are hereafter referred to either separately or together as the “Tersus Client Portal”), to permit easy and secure electronic transfer of documents between You and Tersus as well as ongoing access to certain documents (which may include confidential documents) created or maintained by Tersus. Tersus has sole discretion to decide which types of documents can be uploaded or viewed on the Tersus Client Portal.
The Tersus Client Portal is offered to You conditioned upon acceptance of the terms, conditions, and notices contained herein by You. By using the Tersus Client Portal You agree to these terms and conditions. Tersus may modify, suspend, discontinue or restrict the use of any portion of the Tersus Client Portal, including the availability of any portion of the content at any time, without notice or liability to You or any other party whosoever.
The Tersus Client Portal provides You with access to information displayed on the Tersus Client Portal for deliveries of documents and information relating only to the account of the Client or Clients who have so authorised You. Various information, documents, and communications on the Tersus Client Portal are provided as a convenient resource to Clients and their Registered Users and may be used for informational purposes only. This various abridged information contained on Tersus Client Portal should NOT be used as a substitute for reviewing and consulting the latest full issued asbestos survey report.
Tersus will use commercially reasonable efforts to provide 24-hour daily availability of the Tersus Client Portal. However, Tersus makes no representation or warranty that 24-hour service will be available. You agree and acknowledge that the Tersus Client Portal will, at times, be unavailable due to regularly scheduled maintenance, service upgrades, or other mechanical or electronic failures. Tersus shall not be responsible to You or any other party whosoever for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to the Tersus Client Portal. Tersus is not responsible for any problems or technical malfunctions of any telephone or fibre network or lines, computer on-line systems, servers or providers, computer equipment, software, failure of any e-mail to be received by Tersus on account of technical problems or traffic congestion on the Internet or at any website, or any combination thereof, including any injury or damage to Your computer or peripherals related to downloading any materials in from the Tersus Client Portal.
Using the Tersus Client Portal and its related services requires the use of a username and password. The confidentiality of the username, password, and account itself are the responsibility of You and the Registered User. Any activities that occur in Client’s accounts on The Tersus Client Portal are the responsibility of the Client and the Registered User. You agree to notify Tersus immediately of any unauthorised use of accounts or any other breach of security. The use of another person’s username and password is expressly prohibited.
You acknowledge that the use of username and password is an adequate form of security. You are responsible for:
Tersus is not liable for any harm related to the misuse or theft of usernames or passwords, disclosure of usernames or passwords, or Your authorisation to allow another person or entity to access and use the Tersus Client Portal using Your username or password. You shall immediately notify Tersus of any unauthorized use of Your username or password and any breach of confidentiality. Until Tersus receives such notification from You, You will be held liable for any harm ensuing from the use of Your username on the Tersus Client Portal.
Tersus will use commercially reasonable efforts to make the Tersus Client Portal secure from unauthorised access. The Tersus Client Portal uses industry standard 256bit encryption on communications between Your device and the Tersus Client Portal server. However, You recognize that no completely secure system for electronic data transfer has yet been devised.
TERSUS MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE EFFICACY OF THE SECURITY OF THE TERSUS CLIENT PORTAL AND SHALL NEVER BE LIABLE FOR ANY CLAIMED ACTUAL OR CONSEQUENTIAL DAMAGES ARISING FROM ANY BREACH OR ALLEGED BREACH OF SECURITY OF THE TERSUS CLIENT PORTAL.
Access to the Tersus Client Portal is on an individual basis, only Client approved Registered Users will be given access to the Tersus Client Portal. Permission levels must be specified by the Client and Tersus accepts no liability whatsoever for errors or mistakes howsoever arising in approval of Registered Users by Clients including for any incorrectly completed forms.
You agree to notify Tersus when Your access to the Tersus Client Portal account is to be terminated. Tersus will make commercially reasonable efforts to terminate Your access immediately. However, you cannot be assured that access has been terminated until You receive confirmation of the termination from Tersus.
To the maximum extent permitted by applicable law, all such information, software, documents, and communications are provided by Tersus through the Tersus Client Portal “as is" without warranty or condition of any kind. Tersus and its suppliers hereby disclaim all warranties and conditions with regard to such information, software, documents, and communications, including without limitation, all implied warranties or conditions of merchantability, fitness for a particular purpose, title, and non-infringement.
To the maximum extent permitted by applicable law, in no event shall Tersus, or its suppliers, be liable for any direct, indirect, punitive, incidental, special, consequential damages, or any other damages whatsoever, including without limitation, damages for loss of use, data, or profits, arising out of or in any way connected with Your use or the performance of the Tersus Client Portal, with the delay or inability to use the Tersus Client Portal or related services, whether based in contract, tort, negligence, strict liability, or otherwise, even if Tersus or its suppliers has been advised of the possibility of damages.
Given the changing nature of legislation and the inherent hazards of electronic communication, there may be delays, omissions, or inaccuracies in information contained in the Tersus Client Portal. As such, no information on the Tersus Client Portal or related sites should be used as a substitute for consultation with professional advisors.
If You are dissatisfied with any portion of the Tersus Client Portal, information, documents, or communications on the Tersus Client Portal , or with any of these terms and conditions of use, Your sole and exclusive remedy is to cease using the Tersus Client Portal and the information, documents, or communications You obtained from the Tersus Client Portal .
The trademarks, logos, and service marks (collectively the “Trademarks") displayed on the Tersus Client Portal are registered and common law trademarks of Tersus. Nothing contained on the Tersus Client Portal should be construed as granting, by implication, or otherwise, any license or right to use any of the Trademarks displayed on the Tersus Client Portal without the written permission of Tersus. Your use of any of the Trademarks displayed on the Tersus Client Portal or displayed on any content on the Tersus Client Portal is strictly prohibited.
You should assume that everything You see or read on the Tersus Client Portal is copyrighted and is a trade secret and may not be used except as provided in these terms and conditions of use or in the text on the Tersus Client Portal without the written permission of Tersus or its suppliers.
Tersus reserves the right to modify the terms, conditions, and notices under which the Tersus Client Portal is offered. Your continued use of the Company’s Client Portal after the posting of any amended terms and conditions shall constitute Your agreement to be bound by any such changes.
Notwithstanding any existing legal or contractual obligations regarding confidentiality between You and Tersus, You undertake to treat all knowledge relating to business secrets, which come into Your possession, as confidential. You shall assure that any protected data, which comes into Your possession through the use of the Tersus Client Portal, is not transmitted to any unauthorised person. In partial consideration of the opportunity to access the resources of the Tersus Client Portal concerning Your account, You agree to maintain the strict confidentiality of access of the Tersus Client Portal and its data to You and Your authorised employees and to indemnify and hold harmless Tersus and its Directors, Officers, Shareholders, and Employees and their heirs, successors, and assigns from and against any and all claims, actions, demands, losses, damages, judgments, costs, and expenses, including without limitation, reasonable attorneys’ fees and liabilities of every kind that may arise from Your or Your employees’ use of the Tersus Client Portal or because of violation by You or Your employees of these terms and conditions of use.
You are prohibited from using the Tersus Client Portal to damage, disable, or overburden Tersus’s servers or the servers of any of Tersus’s suppliers or network or impair the Tersus Client Portal or interfere with any other party’s use of the Tersus Client Portal. Hacking, password mining, or any other means to gain unauthorized access to the Tersus Client Portal, Tersus Client Portal accounts, computers, or network is prohibited. Posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law is also prohibited. Tersus will fully cooperate with any law enforcement authorities or court order requesting or directing Tersus to disclose the identity of anyone posting any such information and materials.
This is the entire agreement between Tersus and You regarding its subject matter. This Agreement does not modify or affect any existing or future engagement letter or agreement between the Tersus and You.
This Agreement and the services contemplated by it may be terminated by Tersus with or without notice at any time. Tersus may at any time terminate in whole or in part the Tersus Client Portal without notice or liability.
By completing the site registration, You hereby acknowledge that You have read the Terms and Conditions and that You agree to these Terms and Conditions. This Agreement does not modify or affect any existing or future engagement letter or agreement between You and Tersus.
This Agreement is governed by the law of England and Wales and is subject to the exclusive jurisdiction of the courts of England and Wales.