Third Party Adviser Terms of Use
1. Access
Access to LCP Teams is: (i) restricted to authorised guest users who have been invited to LCP Teams and; (ii) granted solely to facilitate more efficient information sharing and enhanced collaboration in connection with the services that we and you provide to the client entity or entities listed in the invitation (the “Client”) and for any other specified purpose for which guest access has been provided (the “Purpose”).
You are only permitted to access those areas of LCP Teams that are specified in the invitation; such access shall only be for the Purpose.
We reserve the right to withdraw your access to LCP Teams at any time without notice and for any reason.
2. Your Responsibilities
You will: (i) comply with our reasonable instructions in relation to your use of LCP Teams, including with any acceptable use or other applicable policies or technical requirements of which we notify you from time to time; (ii) use your own industry standard virus protection software on any device used to access LCP Teams; (iii) keep the login details used to access LCP Teams confidential and secure and not disclose them to any other person.
You will notify us immediately if: (i) you have been given access to LCP Teams (or a part of it) by mistake; (ii) you know or suspect that an unauthorised person knows your password; and (iii) if your involvement in the Purpose or your provision of services to the Client ceases or you are aware of other circumstances that mean you no longer require, or are no longer permitted, access to LCP Teams.
You will not: (i) unless expressly agreed with us in writing, delete, destroy or move any files, folders, documents or other content or data contained within LCP Teams; (ii) access LCP Teams from the date that your involvement with the Purpose or your provision of services to the Client ceases or you are aware of other circumstances that mean you no longer require, or are no longer permitted, access to LCP Teams; (iii) reverse engineer, decompile, disassemble, or work around technical limitations in LCP Teams; (iv) rent, lease, lend, resell, transfer, or host LCP Teams, or any portion thereof, to or for third parties.
3. Our Responsibilities
You acknowledge that we are providing you with access to LCP Teams solely to facilitate more efficient information sharing and enhanced collaboration between you, us and the Client as part of your and our general provision of services to the Client. Microsoft Teams is a third-party product and so we: (i) do not guarantee that LCP Teams will be available, or that your use of LCP Teams will be uninterrupted or error free or free from bugs or viruses; and (ii) we do not give any representation or warranty in respect of your access to or use of LCP Teams and, to the fullest extent permitted by law, all conditions, warranties or other terms that may be implied by statute, common law, a course of dealing or otherwise are excluded from these terms.
4. Intellectual Property Rights and Microsoft Licence
You acknowledge that we licence Microsoft Teams from Microsoft Corporation (“Microsoft”) and that Microsoft is the owner or licensee of all intellectual property rights in the Microsoft Teams software. Nothing in these terms shall operate to transfer any intellectual property or other rights in Microsoft Teams or LCP Teams or its content to you.
You will comply with all applicable terms of the licence that Microsoft grants to us which are notified to you by us from time to time including, without limitation, with the following provisions of the Microsoft Acceptable Use Policy.
You will not use LCP Teams or Microsoft Teams:
- in a way prohibited by law, regulation, governmental order or decree;
- to violate the rights of others;
- to try to gain unauthorized access to or disrupt any service, device, data, account or network;
- to spam or distribute malware;
- in a way that could harm Microsoft Teams or impair anyone else’s use of it;
- to assist or encourage anyone to do any of the above.
5. Online Privacy
Click here to access our privacy policy, which sets out the basis on which we use your personal data.
Click here Microsoft Privacy Statement – Microsoft privacy to access the Microsoft Corporation Privacy Policy, which sets out the basis on which Microsoft use your personal data.
6. Information in LCP Teams
While using LCP Teams, you may have access to a variety of documents, information, data and other materials which may include draft advice, calculations and models (“LCP Teams Content”).
In consideration of you receiving access to the LCP Teams Content, you agree that: (i) it was not prepared for your use or with your interests in mind; (ii) it was based on the face value of information provided by (or on behalf of) the Client; (iii) it may be in draft and may not include all background data and will not have been updated since it was prepared; (iv) you are responsible for understanding and interpreting any LCP Teams Content and it should not be used by you as a substitute for any review, enquiries or procedures which ought to be undertaken by you; (v) we are not responsible for advising you in connection with the LCP Teams Content or otherwise and you are only authorised to receive the LCP Teams Content and use it for information only in relation to the Purpose; (vi) you are not entitled to rely in any way on the LCP Teams Content.
The LCP Teams Content is confidential and you will not obtain any intellectual property rights in it. You will only use the LCP Teams Content for the Purpose and may not disclose, replicate, reproduce, publish, refer to or quote any part of the LCP Teams Content to any other party, without our prior written consent.
You will, on cessation of access to LCP Teams or the Purpose, at our sole discretion, return, permanently delete or securely destroy all LCP Teams Content in your possession save that you may retain one copy of LCP Teams Content for legal or regulatory reasons provided that the LCP Teams Content and any derived materials remain subject to these terms.
7. Liability
Access to LCP Teams is provided for the benefit of the Client as part of your and our provision of services to the Client and, as between us and the Client, is subject to the terms of our appointment letter and/or any other written agreement with the Client (the “Appointment Letter”).
We do not accept any liability whatsoever to you for any loss or damage, whether arising in contract, tort (including negligence and breach of statutory duty), misrepresentation, misstatement or otherwise resulting from your access to or use of, or any inability to access or use, LCP Teams.
The foregoing includes, without limitation any loss or damage resulting from (i) any virus, malicious code or software, defect or malfunction; (ii) any breach of security or unauthorised use of LCP Teams; (iii) any access delays or interruptions.
As above, you are not entitled to rely upon the LCP Teams Content. Accordingly, you agree that, should you choose to do so, you shall use and/or rely upon the LCP Teams Content entirely at your own risk. No duty of care nor liability is or will be accepted by us to you for any loss or damage arising out of or in connection with the LCP Teams Content, whether arising in contract, tort (including negligence and breach of statutory duty), misrepresentation, misstatement or otherwise in respect of or arising out of your access to or use of the LCP Teams Content.
Nothing in these terms excludes or limits our liability to the Client under the Appointment Letter or in relation to any liability that cannot be lawfully limited or excluded.
8. Miscellaneous
Any notification you are required to give under these terms must be sent to legal.mailbox@lcp.uk.com.
If any part of this these terms is held to be invalid or unenforceable then the remainder of the term and all other terms shall remain enforceable to the extent permitted by law.
These terms shall be governed by and construed in accordance with English law, and we and you each submit to the exclusive jurisdiction of the English Courts.