Terms of Service

Last updated: 10 March 2026

These Terms of Service ("Terms") govern your use of the DataRoomr virtual data room platform ("Service") operated by Brindleford Technologies Ltd ("we", "us", or "DataRoomr"), a company registered in England and Wales (No. 16871436) with its registered office at 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ.

By creating an account or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

1. Definitions

  • "Account" means your registered DataRoomr account, including all data rooms, documents, users, and configurations associated with it.
  • "Administrator" means a user with administrative privileges who manages data rooms, permissions, and team members within a tenant.
  • "Content" means any documents, files, data, text, or other materials you upload, store, or transmit through the Service.
  • "Data Room" means a secure virtual workspace within the Service used to store, organise, and share documents.
  • "Investor" (or "External User") means a user invited by an Administrator to view documents within a Data Room.
  • "Tenant" means the organisation associated with an Account.

2. Account Registration

To use the Service, you must register for an account by providing a valid work email address, company name, and password. You agree to:

  • Provide accurate and complete registration information
  • Keep your login credentials confidential
  • Notify us immediately of any unauthorised use of your account
  • Accept responsibility for all activity that occurs under your account

We reserve the right to suspend or terminate accounts that provide false registration information or that we reasonably believe to be fraudulent.

3. Free Trial

New accounts receive a 14-day free trial on the Pro plan. During the trial period, you have access to all Pro features at no charge. No credit card is required to start a trial.

At the end of the trial period:

  • You may subscribe to any paid plan (Starter, Pro, or Enterprise)
  • If you do not subscribe within 7 days after the trial ends (the "Grace Period"), your account will be locked
  • Your data is retained for 30 days after the account is locked, during which you may still subscribe to restore access
  • After the 30-day retention period, all data is permanently deleted

4. Subscription and Payment

4.1 Plans and Billing

The Service is offered in three tiers: Starter, Pro, and Enterprise. All plans are billed annually in advance. Current pricing is published on our Pricing page and may be updated from time to time.

4.2 Payment Processing

Payments are processed by Brindleford Billing. By subscribing, you authorise us to charge the payment method provided through the billing portal. All fees are exclusive of VAT and applicable taxes, which will be added where required.

4.3 Plan Changes

  • Upgrades take effect immediately. You will be charged the prorated difference for the remainder of your billing period.
  • Downgrades take effect at the end of your current billing period. If your usage exceeds the limits of the new plan, you may need to reduce usage before the downgrade can be applied.

4.4 Cancellation

You may cancel your subscription at any time through the billing portal. Upon cancellation:

  • Your subscription remains active until the end of the current billing period
  • After the billing period ends, your account enters a 30-day data retention window
  • During the retention window, your account is locked but your data is preserved
  • You may reactivate your subscription during the retention window to restore full access
  • After the retention period, all data is permanently and irreversibly deleted

We do not offer refunds for partial billing periods or unused time, except where required by applicable law.

5. Acceptable Use

You agree not to use the Service to:

  • Upload, store, or share any content that is unlawful, defamatory, fraudulent, or that infringes the intellectual property rights of any third party
  • Distribute malware, viruses, or other malicious code
  • Attempt to gain unauthorised access to the Service, other accounts, or our infrastructure
  • Reverse engineer, decompile, or disassemble any part of the Service, including the secure document viewer
  • Circumvent or attempt to circumvent security measures, including watermarking, download restrictions, or access controls
  • Use the Service to store or process data subject to specific regulatory frameworks (e.g. HIPAA-covered protected health information) without first entering into an appropriate supplementary agreement with us
  • Use automated tools to scrape, crawl, or extract data from the Service
  • Resell, sublicense, or redistribute the Service without our prior written consent

We reserve the right to suspend or terminate your account if we reasonably determine that you have violated these acceptable use provisions.

6. Your Content

6.1 Ownership

You retain all intellectual property rights in your Content. We do not claim ownership of any documents or data you upload to the Service.

6.2 Licence

By uploading Content to the Service, you grant us a limited, non-exclusive licence to store, process, convert, and display your Content solely for the purpose of providing the Service to you. This includes converting documents for rendering in the secure viewer, generating thumbnails, and enabling full-text search indexing.

6.3 Responsibility

You are solely responsible for the Content you upload and share through the Service. You represent and warrant that you have all necessary rights and permissions to upload and share your Content, and that your Content does not infringe the rights of any third party.

7. Data Protection

We process personal data in accordance with our Privacy Policy. Where you use DataRoomr to process personal data of your own data subjects (e.g. personal data contained within documents uploaded to a Data Room), you are the data controller and we act as your data processor. In such cases, the terms of our Data Processing Agreement apply.

Enterprise customers may request a Data Processing Agreement (DPA) by contacting legal@dataroomr.io.

8. Security and Audit Trail

We implement technical and organisational measures to protect the Service and your Content, including:

  • AES-256 encryption of documents at rest
  • TLS 1.3 encryption of all data in transit
  • Tenant-level data isolation
  • Immutable, append-only audit logging of all user activity
  • Multi-factor authentication for investor access

The audit trail is an integral compliance feature of the Service. Audit records are immutable and cannot be modified or selectively deleted by any user, including administrators. Audit data is retained for the period specified by your plan tier (1 year for Starter, 3 years for Pro, 7 years for Enterprise) and is automatically purged thereafter.

9. Service Availability

We use commercially reasonable efforts to maintain the availability of the Service. However, we do not guarantee uninterrupted or error-free operation. The Service may be temporarily unavailable due to:

  • Scheduled maintenance (we will provide reasonable advance notice where possible)
  • Emergency security patches
  • Events beyond our reasonable control (force majeure)

Enterprise customers may negotiate a Service Level Agreement (SLA) with specific uptime commitments and remedies. Contact sales@dataroomr.io for details.

10. Intellectual Property

The Service, including its design, code, features, documentation, and branding, is the intellectual property of Brindleford Technologies Ltd. Nothing in these Terms grants you any rights to our intellectual property except the limited right to use the Service as described herein.

The DataRoomr name, logo, and associated branding are trademarks of Brindleford Technologies Ltd. You may not use our trademarks without our prior written consent.

11. Limitation of Liability

To the maximum extent permitted by applicable law:

  • The Service is provided on an "as is" and "as available" basis without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.
  • We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising out of or in connection with your use of the Service.
  • Our total aggregate liability for any claims arising under these Terms shall not exceed the fees you paid to us in the 12 months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable law.

12. Indemnification

You agree to indemnify, defend, and hold harmless Brindleford Technologies Ltd and its directors, officers, employees, and agents from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

  • Your use of the Service
  • Your Content
  • Your violation of these Terms
  • Your violation of any applicable law or regulation
  • Your infringement of the intellectual property or other rights of any third party

13. Termination

We may suspend or terminate your access to the Service immediately if:

  • You breach these Terms and fail to remedy the breach within 14 days of written notice
  • You breach the Acceptable Use provisions (Section 5)
  • Your account is used for fraudulent or unlawful activity
  • You enter insolvency, administration, or liquidation

Upon termination, your right to use the Service ceases immediately. We will retain your data for 30 days following termination to allow you to export it, after which all data is permanently deleted.

14. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England and Wales. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

15. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will notify you by email at least 30 days before the changes take effect. Your continued use of the Service after the changes take effect constitutes acceptance of the revised Terms.

If you do not agree to the revised Terms, you may cancel your subscription before the changes take effect.

16. General Provisions

  • Entire agreement: These Terms, together with the Privacy Policy, Cookie Policy, and any applicable Data Processing Agreement, constitute the entire agreement between you and us regarding the Service.
  • Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions remain in full force and effect.
  • Waiver: Our failure to enforce any provision of these Terms does not constitute a waiver of that provision.
  • Assignment: You may not assign your rights under these Terms without our prior written consent. We may assign our rights and obligations under these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets.

17. Contact Us

For questions about these Terms, contact us at:

legal@dataroomr.io
Brindleford Technologies Ltd
71–75 Shelton Street, Covent Garden
London, WC2H 9JQ