Terms of Service

These Terms of Service govern your use of TCR Security & Compliance services and establish the legal framework for our professional relationship in providing IT consulting and compliance solutions.

Last Updated: December 2024

Agreement Overview

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and TCR Security & Compliance ("TCR," "we," "us," or "our") regarding your use of our website, services, and professional consulting offerings.

By accessing our website, engaging our services, or entering into a consulting agreement with TCR, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

Important: If you do not agree to these Terms, please do not use our website or services. For specific project engagements, additional terms may apply as outlined in separate service agreements.

Services Description

TCR provides professional IT consulting and compliance services specifically designed for regulated industries including healthcare, biotechnology, pharmaceutical, and medical technology sectors.

Core Services Include:

  • IT & Compliance Leadership
  • Cybersecurity & Risk Management
  • GRC Framework Alignment
  • Documentation Development

Additional Offerings:

  • AI & Automation Consulting
  • Implementation & Technical Solutions
  • Compliance Assessments
  • Strategic Consulting

Client Responsibilities and Obligations

Information Accuracy

You agree to provide accurate, complete, and current information when using our services, completing assessments, or engaging in consultations. This includes:

  • Truthful representation of your organization's compliance status
  • Accurate business and technical information
  • Timely updates regarding material changes

Cooperation and Access

For effective service delivery, you agree to:

  • Provide reasonable access to systems, documentation, and personnel
  • Respond promptly to requests for information or clarification
  • Designate appropriate personnel for project coordination

Compliance with Laws

You represent that your use of our services complies with all applicable laws, regulations, and industry standards. You are responsible for implementing and maintaining compliance with recommendations provided by TCR.

Professional Standards and Limitations

Professional Advice

TCR provides professional consulting services based on industry best practices, regulatory requirements, and our expertise. However:

  • • Our recommendations are based on information provided and industry standards at the time of service
  • • Regulatory requirements may change, and ongoing compliance monitoring is recommended
  • • Implementation of recommendations remains your responsibility
  • • We do not guarantee specific outcomes or regulatory approval

Scope of Services

Our services are limited to the scope defined in individual service agreements. We do not provide:

  • Legal advice (consult qualified legal counsel for legal matters)
  • Accounting or financial advisory services
  • Medical or clinical advice
  • Regulatory submissions or direct regulatory representation

Intellectual Property Rights

TCR Intellectual Property

All content, methodologies, frameworks, templates, and materials provided by TCR remain our intellectual property. This includes:

Proprietary Materials

  • • Assessment tools and methodologies
  • • Compliance frameworks and templates
  • • Training materials and documentation
  • • Software tools and applications

Usage Rights

  • • Limited license for internal use only
  • • No redistribution or resale permitted
  • • No reverse engineering allowed
  • • Attribution required where specified

Client Intellectual Property

We respect your intellectual property rights. Any proprietary information, data, or materials you provide remain your property. We will use such information solely for the purpose of delivering our services and will maintain appropriate confidentiality protections.

Work Product

Deliverables created specifically for your organization (such as customized policies, procedures, or implementation plans) will be provided to you for your use. However, the underlying methodologies, frameworks, and know-how remain TCR's intellectual property.

Confidentiality and Data Protection

Mutual Confidentiality

Both parties acknowledge that confidential information may be disclosed during the course of our professional relationship. We agree to:

  • Maintain strict confidentiality of all proprietary and sensitive information
  • Use confidential information solely for the purpose of service delivery
  • Implement appropriate security measures to protect confidential data
  • Return or destroy confidential information upon request or project completion

Data Security Standards

As cybersecurity and compliance experts, we maintain enterprise-grade security measures including:

Technical Controls

  • • End-to-end encryption
  • • Multi-factor authentication
  • • Secure data transmission
  • • Regular security assessments

Administrative Controls

  • • Access controls and permissions
  • • Employee background checks
  • • Confidentiality agreements
  • • Incident response procedures

Limitation of Liability and Disclaimers

Important Legal Notice

The following limitations and disclaimers are essential terms of our service agreement. Please read carefully and consult legal counsel if you have questions about these provisions.

Service Disclaimers

While we strive to provide high-quality professional services, we make no warranties or guarantees regarding:

  • Specific compliance outcomes or regulatory approval
  • Prevention of security incidents or data breaches
  • Elimination of all compliance risks
  • Compatibility with future regulatory changes

Liability Limitations

To the maximum extent permitted by law, TCR's total liability for any claims arising from our services shall not exceed the total fees paid by you for the specific services giving rise to the claim.

In no event shall TCR be liable for indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, business interruption, or regulatory penalties.

Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, government actions, pandemics, cyber attacks, or other unforeseeable events.

Payment Terms and Billing

Payment Terms

Payment terms for professional services will be specified in individual service agreements. General terms include:

  • Invoices are typically due within 30 days of receipt
  • Late payments may incur interest charges as permitted by law
  • Disputed charges must be reported within 30 days
  • Services may be suspended for non-payment after appropriate notice

Expenses and Additional Costs

Unless otherwise specified, clients are responsible for reimbursing reasonable expenses incurred in connection with service delivery, including travel, accommodation, and third-party tools or licenses required for project completion.

Termination and Suspension

Termination Rights

Either party may terminate service agreements under the following circumstances:

  • For convenience with appropriate notice (typically 30 days)
  • For material breach with 15 days written notice to cure
  • Immediately for non-payment, illegal activities, or breach of confidentiality
  • Upon mutual agreement of both parties

Effect of Termination

Upon termination of services:

  • All outstanding fees become immediately due and payable
  • Confidentiality obligations continue indefinitely
  • Work product completed to date will be delivered upon payment
  • Each party will return or destroy confidential information

Governing Law and Dispute Resolution

Governing Law

These Terms and any disputes arising from our professional relationship shall be governed by and construed in accordance with the laws of the United States and the state where TCR's principal place of business is located, without regard to conflict of law principles.

Dispute Resolution

We encourage resolution of disputes through direct communication. If formal dispute resolution becomes necessary:

  1. 1Direct Negotiation: Good faith discussions between authorized representatives
  2. 2Mediation: Non-binding mediation with a mutually agreed mediator
  3. 3Arbitration: Binding arbitration under applicable commercial arbitration rules

Jurisdiction

Any legal proceedings that cannot be resolved through arbitration shall be brought exclusively in the federal or state courts located in the jurisdiction of TCR's principal place of business.

General Provisions

Entire Agreement

These Terms, together with our Privacy Policy and any executed service agreements, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior negotiations, representations, or agreements.

Modifications

We may update these Terms periodically to reflect changes in our services, legal requirements, or business practices. Material changes will be communicated through our website and direct notification to active clients.

Severability

If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable.

Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. TCR may assign these Terms in connection with a merger, acquisition, or sale of assets.

Survival

Provisions relating to confidentiality, intellectual property, limitation of liability, and dispute resolution shall survive termination of these Terms or any service agreement.

Contact Information for Legal Matters

For questions regarding these Terms of Service, legal matters, or formal notices, please contact:

TCR Security & Compliance

Legal Department

Email: legal@tcrsecurity.com

Phone: 1-800-TCR-SECURE

Address: Available upon request for legal correspondence

Notice: All formal legal notices must be in writing and delivered to the addresses specified above. Electronic notices are acceptable for routine business communications but may not be sufficient for legal notices requiring specific delivery methods.