Terms of use

The contract runs between you and SHIELD DATA SYSTEMS PTY LTD (ACN 696 553 036, ABN 46 696 553 036), a proprietary company registered in Australia and operating from New South Wales. Throughout this document "we" and "us" mean that company; "you" means whoever is reading these pages or holding an engagement with us.

Two situations are covered and they are not the same weight. Reading the site binds you to clause 12 and to nothing else. Buying the service brings in a signed services agreement, and this document then sits underneath that agreement as the baseline. Where the two disagree, the signed agreement wins on the point of disagreement and this document keeps running everywhere else.

Services covered by those guarantees must be rendered with due care and skill, must be fit for any purpose made known to us, and must arrive inside a reasonable time where none is agreed. Suffer a major failure and the choice is yours: cancel and take a refund, or keep the service and claim compensation for the drop in value. Suffer something less than major and we get a reasonable opportunity to put it right.

Statements outside this document

Sections 18 and 29 of the Australian Consumer Law prohibit misleading or deceptive conduct and false representations about services. No entire-agreement clause anywhere below cures a statement that misled you. If something written on this site or said in an email moved you to sign, say so and we deal with the statement rather than with the clause.

The limitation actually permitted

For services not ordinarily acquired for personal or domestic use, section 64A allows liability under the guarantees to be limited to supplying the service again or paying the cost of having it supplied again. We rely on that limit and on nothing wider.

The service restores a backup you nominate into an environment built for that single run, applies the checks written into your engagement, times the work, records what came back, and then destroys the environment. That is the whole of it, and the catalogue on the front page describes each line in the same words the engagement uses.

Outside the boundary

• We do not take your backups, hold them, or become a place where a copy lives.
• We do not fail anything over. A rehearsal is not a disaster recovery exercise and cannot substitute for a recovery plan on the day it is needed.
• We do not review your architecture, your access model or your code, and a rehearsal is not a security assessment.
• We do not audit you. An evidence file records what an outside party observed, which is not an audit opinion and must not be presented as one.
• We do not choose your checks. Suggestions are available and a suggestion is not professional advice, because a check aimed at the wrong thing passes for entirely the wrong reason.

What a pass actually establishes

A passing rehearsal establishes that on the date shown, from the backup nominated, a restore ran to completion inside an isolated environment and the listed checks returned the results recorded. It says nothing about backups taken on other dates, systems outside the scope, checks nobody wrote, or how the same restore would behave in your own network under load.

Nothing here works from one side alone. An engagement puts the following on the customer, and a failure of any of them is a reason a rehearsal gets recorded as unable to start.

• Give us a credential that reads the backup store and can write nowhere. Do not hand over anything with production write access; we decline it and would rather lose the work than hold it.
• Confirm you are entitled to have that backup restored and checked, including where it holds information about other people.
• Nominate the systems, the schedule and the checks in writing, and tell us when any of the three changes.
• Keep the addresses for failure notices current, and make sure somebody actually reads them.
• Tell us before a change on your side that would break a restore, such as a new encryption key, a moved store or a retired format.
• Keep taking your own backups. Nothing we do produces a backup or repairs one that stopped running.

Running the service makes us a processor for the customer. The customer stays the entity answerable under the Privacy Act 1988 (Cth) for the personal information sitting inside its own backups, because the customer decided why that information exists and who it belongs to.

• We act on the customer's written instructions and on no other basis.
• Restored data is used to run the agreed checks. It is not used for product work, for benchmarking, or for training or evaluating any model.
• Each environment serves one rehearsal for one customer, is isolated from your network and from every other customer, and is destroyed at the end of the run.
• Checks return counts, hashes and pass-or-fail states. They do not return records, and no content from the restored copy is written into the evidence file.
• Where a person contacts us about data held inside a customer's system, we identify the customer, route the request, and tell the person we have done so.

The full treatment, split clause by clause into where we decide things and where we merely act, is in the privacy policy.

Prices are quoted rather than listed, because the work scales with the number of systems, the size of the restores and how often they run. A quote states a fixed monthly fee for a named scope, and it is agreed in writing before anybody starts.

GST

The company is registered for GST. Amounts quoted are exclusive of GST unless the quote says otherwise, GST is added where the law requires it, and a tax invoice follows.

Payment and change

Invoices issue monthly in arrears and fall due 14 days from the date of issue unless the engagement sets a different period. A fee change takes 30 days' written notice and never applies retrospectively. Widen the scope mid-term and the new fee runs from the date the wider scope starts, not from the start of the month.

The evidence file is the deliverable, so its status deserves writing down rather than assuming.

• It belongs to the customer. Use it internally, hand it to an auditor, put it in front of a regulator or an insurer, publish it if you like.
• It is written in a documented open format, readable without any software of ours, so the record outlives the relationship.
• It carries no content from the restored copy: what ran, what each check returned, how long it took, and confirmation the environment was destroyed.
• It records a third party's observation of one run. It is not an audit opinion and it is not certification of anything, and describing it as either overstates it.
• Copies stay with us for the term plus 12 months so a period report can be reconciled against the individual runs behind it.

Engagements run month to month unless a longer term is written into the agreement. Either side may end one with 30 days' written notice, and no reason is owed.

Ending it on the spot

Either side may end an engagement immediately where the other commits a material breach and fails to fix it within 14 days of being told, or becomes insolvent, or has an administrator or liquidator appointed.

Suspension

We may pause rehearsals where an invoice sits more than 30 days overdue, where a credential has been withdrawn or expired, or where continuing would put your data or somebody else's at risk. Suspension is notified in writing with the reason attached, and it lifts as soon as the cause does.

Winding down

Should we cease to trade, the notice period runs at 60 days, every evidence file to date is delivered, and everything of yours still in our possession is destroyed. Fees already paid for rehearsals not yet run are refunded.

The software, the methods, the document templates, this website, its text and its structure, along with the Shield Data Systems name and marks, are ours or are used by us with permission. An engagement licenses you to use the outputs for your own business purposes; it transfers nothing else.

Your data, your systems and your backups stay yours throughout. Nothing in a rehearsal gives us a claim over any of it.

Feedback

Tell us the product is wrong and we may act on it without owing you anything, which is the only workable arrangement for a small company. Feedback you send is not treated as your confidential information unless you mark it so before sending.

Each side holds the other's confidential information in confidence, uses it solely for the engagement, and guards it at least as carefully as it guards its own. The obligation outlives the engagement by five years, and for anything that is a trade secret it simply keeps running.

It does not reach information already public without anybody's fault, information the receiving side already had, information developed independently, or a disclosure compelled by law. Where the law compels one, the other side is told first unless telling them is itself prohibited.

We name no customer publicly without written permission, so nothing about the engagement reaches this website unless you have said it may.

Everything in this clause sits under clause 02 and yields to it wherever the two collide.

• Neither side is liable to the other for loss of profit, loss of revenue, loss of anticipated savings, loss of goodwill, or any indirect or consequential loss.
• Our total liability arising from an engagement in any 12-month period is capped at the fees paid under that engagement during the same period.
• We are not liable for a restore failing because the underlying backup was never viable. Reporting that fact is the service working, not the service failing.
• We are not liable for your own recovery decisions. A rehearsal is evidence for a plan, never the plan itself.
• Nothing excludes liability for fraud, for death or personal injury caused by negligence, or for anything else the law forbids excluding.

The site describes the service and states what each line delivers and what it is measured against. Treat it as a description of the service, not as a quotation and not as an offer capable of acceptance by clicking something. An engagement begins when a written agreement is signed.

Take the pages as they are. Do not attack the site or the infrastructure behind it, do not scrape it into a product, and do not present its text as your own. Found a security fault? The contact page gives the route and the response time, and a good-faith report is never treated as hostile.

External links point where they point. We do not control those destinations and take no responsibility for what they say.

New South Wales law governs this document and any engagement under it, and the courts of New South Wales have jurisdiction. Where you deal with us as a consumer, this clause takes nothing away from a right you hold to bring proceedings somewhere else.

Raise a dispute in writing before raising it anywhere formal. Set out what happened and what would settle it, and a senior person here responds inside 10 business days with a position rather than a holding note. Urgent injunctive relief is available to either side at any time without waiting for that.

• Whole agreement. The signed engagement plus this document form the agreement, subject always to clause 02 on statements that induced it.
• Variation. Changes to an engagement are made in writing and signed by both sides. Changes to this page are published with a fresh effective date, and material ones are emailed to current customers 30 days ahead.
• Severance. An unenforceable provision is cut out and everything around it keeps working.
• Waiver. Declining to enforce something once does not surrender the right to enforce it later.
• Assignment. Neither side assigns without the other's written consent, except to a buyer of substantially the whole business.
• Subcontracting. We may use subcontractors and stay answerable for what they do. Any subcontractor touching customer data is named in the privacy policy before it starts.
• Force majeure. Neither side is in breach for a delay caused by something genuinely outside its control, provided it says so promptly and does what it reasonably can.
• Notices. Written notice to us goes to [email protected]. Notice to you goes to the addresses in the engagement. Formal service of documents goes to the registered office ASIC currently records for ACN 696 553 036.