Cheadle Data Recovery Ltd Terms and Conditions
A. Customer requests certain inspection and evaluation services regarding data retrieval, pursuant to the Order Form, (Exhibit A).
B. Cheadle Data Recovery Ltd (CDR) will advise Customer of the results of such inspection and evaluation services by sending or emailing to Customer an additional form labelled “Exhibit B”. Thereafter the Customer may, by returning to CDR a fully completed and executed. Exhibit B (which upon acceptance by CDR shall be deemed an integrated part of this Agreement), authorise CDR and/or its suppliers to perform on a best efforts basis further services, such as analysis, repair, reconstruction of data and/or retrieval of data as more particularly set forth and/or estimated in Exhibit B.
C. All goods and services, including without limitation inspection, evaluation, and analysis, and repair, reconstruction of data and/or retrieval of data for a particular Engagement shall be governed by this Agreement.
In consideration of the foregoing and otherwise, it is agreed that:
1. General information.
1.1 The Engagement. Customer engages Cheadle Data Recovery Ltd (CDR), and/or its suppliers, to use best efforts to: inspect, evaluate, and identify the problem (if not already identified); and/or correct the problem; and/or retrieve, or minimize the damage to, the equipment or the data, all subject to the terms and conditions hereof. The estimated charges set forth in Exhibit A may not be sufficient to accomplish the Engagement; if so, Customer will be notified and no additional charges beyond those already estimated in Exhibit A will be incurred without Customer written authorisation.
1.2 As part of its recovery process, CDR will endeavour to retrieve or replicate the maximum amount of data from the customer’s media.
1.3. CDR days of business are defined as Monday to Friday, excluding any public holiday. Business hours are defined as 9.00am to 5.30pm. Data Recovery services may be provided outside of these hours. Any diagnostic and/or recovery services provided outside of these hours shall be carried out at an agreed rate on a case-by-case basis.
1.4. CDR will use all reasonable endeavours to achieve reasonable response times. However, unless otherwise agreed, failure to achieve any response times is not a contractual obligation.
1.5. The customer is aware that on occasions, CDR may be required to use additional media to continue with the diagnostic phase and/or carry out its recovery efforts. Examples of this include, but are not limited to, spare parts for disk drives and specific adaptors or connectors. CDR reserves the right to charge the customer for such additional media at an agreed cost.
1.6. On rare occasions, CDR may require the customer to cover some of the cost of attempting the recovery. This request will only apply when the recovery is complex, the failed media has been opened previously, the media’s warranty seals are broken or when severe damage has occurred and only as a no-obligation, fixed price quotation, and is not offered as part of CDR “no recovery, no fee” service.
1.7. CDR agrees that any payment for a recovery will only be processed in the event that data is successfully recovered from the customer’s media. The customer understands that due to the complex nature of data recovery, it is not always possible to recover all the information from the customer’s media. CDR makes no provisions for the completeness, relevance or importance of the data recovered for the customer unless otherwise agreed in writing by CDR and the customer.
2. Damaged Condition of Customer’s Equipment and/or Data. Customer acknowledges that the equipment and/or data is now damaged, and Customer further acknowledges that the efforts of CDR to analyse the damage, prepare the estimate, and complete the Engagement may result in the destruction of or further damage to the equipment and/or the data. CDR regrets that due to the damaged condition of the Customer’s equipment and/or data, and the nature of the data recovery business, it will not assume responsibility for additional damage that may occur to the Customer’s equipment and/or data during CDR attempt to complete the Engagement.
3.1 For these services, Customer agrees to pay CDR all sums identified in Exhibits A and B, any other sums authorized by Customer under this Agreement, plus shipping and insurance (both ways) and actual expenses, if any, for parts, media and/or off-the-shelf software used in the Engagement. Customer authorization and payment information on Exhibit B must be returned to CDR. If Customer is pre-approved for terms, payment is due in 30 days.
3.2 The customer understands that if CDR proves that a full data recovery is possible after the recovery attempt has been authorised, the full recovery amount is payable within 7 days. The customer understands that failure to complete recovery payment may result in further penalties and service fees.
3.3 The customer understands that payment is due in full upon completion of the data recovery process and prior to the release of data and/or original media (whether shipped, picked up or downloaded), unless otherwise agreed. Payment can be made bank transfers, cheque or cash. CDR reserves the right to demand that any payment is cleared in full before the data is released to the customer.
4. Unpaid Charges. In the event there are any unpaid charges, Customer grants CDR a security interest in and to the equipment and data to secure the payment of the charges incurred hereunder. CDR reserves the right to charge interest and/or administration fees for any payments outstanding after the due date. The current interest rate charged by 1.5% for each month the payment is outstanding. The current rates charged for administration are as follows: late payment £50 for each calendar month outstanding, £7.50 for each telephone communication, £25 for each letter issued regarding any outstanding balance. All amounts exclude VAT.
5. Confidentiality. Customer agrees that CDR may use any information or data supplied with or stored in the equipment (the “Customer Information”) for the purpose of fulfilling the Engagement, and will otherwise hold the Customer Information in the strictest confidence. However, subject to whatever patent rights may exist at the time, the foregoing confidentiality obligations shall not apply to any information: (i) which at the time of disclosure is published or is otherwise in the public domain; (ii) which after disclosure becomes part of the public domain otherwise than through a breach of confidence or confidentiality, (iii) which was known to CDR prior to receipt from the Customer, provided that such prior knowledge can be adequately substantiated by documentary evidence antedating the disclosure by the Customer; (iv) which is disclosed to CDR party by a third party (other than employees or agents of either party) which in making such information available to CDR is not in violation of any obligation of confidentiality to the disclosing party; (v) is independently developed by CDR; or (vi) is trivial or obvious.
6. Data Integrity
The customer accepts that CDR will not examine the contents of any file contained on the media supplied to them unless specifically instructed to do so by the customer.
Whilst every effort is made to recover as much data as possible from any media received, and any specific files requested by the customer, the recovery process is such that it is not specific and the sale of data is generic and based purely on the amount of data recovered and the labour in recovering that data.
CDR provides the customer with a file list with a file integrity check status. The file integrity check is an estimate only and is derived using specialist software that performs a file signature verification process. This is where the recovered files signatures are matched against their extension. This process does not guarantee the level of integrity and may vary depending on various factors including, but not limited to, the file type and whether or not it is encrypted. The file integrity check is an estimate only.
CDR accepts no responsibility or liability whatsoever for the contents, integrity, functionality, corruption or usefulness of the data recovered.
7. No warranties; disclaimer of all warranties. CDR, for itself and its suppliers, makes and customer receives no warranties or conditions for any good or service, express, implied, statutory or in any communication with customer, and CDR, for itself and its suppliers, specifically disclaims any implied warranty of merchantability or fitness for a particular purpose, and arising from usage of trade or course of dealing or performance.
8. Limitation of liability. In no event will CDR or its suppliers be liable for any damages whatsoever, whether based on contract, tort, warranty or other legal or equitable grounds, including without limitation damages for loss of data, loss of business profits, business interruption, or other pecuniary loss, or incidental, consequential or indirect damages arising from the engagement. This limitation will apply even if CDR or an authorised dealer, agent, supplier or representative has been advised of the possibility of such damage; customer acknowledges that the estimated and actual fees and charges reflect this limitation of liability and allocation or risk.
9. Limitation of liability for certain claims by the customer and/or third parties; indemnification. In no event will CDR or its suppliers be liable for any damages based upon any claim of liability from the customer or from any third party, directly or indirectly, that the equipment or any data was damaged, altered or rendered unusable; and customer will defend, at its expense, indemnify and hold CDR and/or its suppliers harmless against any damages or expenses that may occur (including reasonable legal’ fees and costs incurred), and pay any costs, damages or legal fees and costs incurred awarded against CDR or its suppliers resulting from such claim.
10. Customer’s representation as to data and equipment; indemnification. Customer warrants and represents to CDR that it is the owner of, and/or has the right to be in possession of, all data, technology and equipment furnished to CDR under this agreement; and customer will defend, at its expense, indemnify and hold CDR and its suppliers harmless against any damages or expenses that may occur (including reasonable legal fees and costs incurred), and pay any costs, damages or legal fees and costs incurred awarded against CDR or its suppliers resulting from a breach of this paragraph 10.
11. Uncontrollable Circumstances. Either party’s performance of any part of this Agreement shall be excused to the extent that such performance is hindered, delayed, or made impractical by:(a) the acts of omissions of the other party; (b) flood, fire, strike, war, or riot; (c) unavailability of parts or software; (d) any other cause (whether similar or dissimilar to those listed) beyond the reasonable control of that party. Upon the occurrence of any such events(s), the party whose performance is so affected shall notify the other party of the nature and extent of the event(s) so that decisions to mitigate the negative effect(s) of such events(s) may be promptly made.
12. Limitation of Damages. The parties agree, notwithstanding any other provision of this Agreement to the contrary, that the total liability of CDR or its suppliers to Customer under this Agreement shall in no event exceed the total sums paid by Customer to CDR under this Agreement.
13.1 In the event any provision of this Agreement is declared by a judicial or other competent authority to be void, voidable, illegal or otherwise unenforceable or indications of the same are received by either of the parties from any relevant competent authority the parties shall amend that provision in such reasonable manner as achieves the intention of the parties without illegality or at the discretion of CDR it may be severed from this Agreement
13.2 The Customer acknowledges that this Agreement contains the whole Agreement between the parties and it has not relied upon any oral or written representations made to it by CDR or its employees or agents
13.3 Any revision or modification of this Agreement shall be effective only if it refers to this Agreement, is in writing and is signed by an authorized representative of each party to this Agreement.
13.4 This Agreement shall be governed by English Law in every particular including formation and interpretation and shall be deemed to have been made in England.
13.5 Any proceedings arising out of or in connection with this Agreement may be brought in any Court of competent jurisdiction in Greater Manchester.
13.6 The submission by the parties to such jurisdiction shall not limit the right of CDR to commence any proceedings arising out of this Agreement in any other jurisdiction it may consider appropriate
13.7 In the event that the Customer is resident outside England its address for service in England shall be the address for such service nominated at the head of this Agreement and any time limits in any proceedings shall not be extended by virtue only of the foreign residence of the Customer.
13.8 All data recovered will be kept for a period of 7 days (after successful delivery to customer or failure to recover the data) prior to data deletion. No charge will be made in the destruction of data. Data will be destroyed and thereafter no further records will be kept. On occasions, with the customer’s notification, CDR may retain a copy of your recovered data and/or digital image beyond this point. In circumstances such as these, CDR reserves the right to charge a fee for duplicate copies of data, data storage, management and security.
13.9 Additional charges may be made for media to return data on.
13.10 Cost of return failed media is to be passed on to the customer.
13.11 CDR reserves the right to dispose of any device/media when the customer has not returned contact for a period of 30 days. CDR will dispose of media which has been evaluated after the customer has been emailed a fixed price quotation if the customer does not respond to the quotation after 30 days. Where data has been successfully recovered from a device, the device shall be retained for a period of 14 days after the completion of the data recovery service. During this time period, the customer may request their media to be returned. Any media left with CDR after this time will be securely disposed of in an ecological manner, at which time CDR shall hold no liability to the customer or any third party.
14. Cancellation Fee
14.1 Once work has commenced on your media and you decide not to go ahead with the recovery, a cancellation fee is applicable. The minimum charge will be between 25 and 90 percent of the accepted quote value plus return shipping and plus VAT dependent upon the stage of recovery at the point of cancellation.
14.2 The cancellation fee does not apply if CDR are unable to proceed with the recovery for reasons beyond the customer’s control, for example; you decide to cancel because spares are unavailable to complete the recovery (in this example CDR’s ‘unrecoverable’ status would apply and no charges would be made).
The terms and conditions were last updated in October 2018.