Terms and Conditions Agreement
Last Updated: May 25, 2021
Welcome to HR Outsource!
We invite you to access our website(s) and use the HR Outsource service(s), but please note that your invitation is subject to your agreement with these Terms and Conditions. This document describes in detail your rights and our rights relating to the provision of the Service (as defined below), so please review these Terms carefully.
This Terms and Conditions Agreement (“Agreement”) govern your use of the online services provided by HR Outsource LLC, a Wisconsin limited liability company, and its affiliates (“HR Outsource”, “us”, ”our”, or “we”), including websites, mobile applications, HR Outsource content, products, and other services (“Site” or “Services”) effective as of the date of your use of these Services or the date of electronic acceptance of the Agreement.
II. Eligibility; Authority
If, for any reason, we believe you have not complied with these terms and conditions, we may, at our sole discretion, terminate access to our Services immediately and without prior notification, which may result in the forfeiture and destruction of all information associated with your account. The Agreement acts as a binding agreement between you and us, and by accessing any Services in any way, you agree to be bound by all of them, including, but not limited to, resolving disputes via binding arbitration, conducting this transaction electronically, disclaiming warranties, damage and remedy exclusions and limitations, and a choice of Wisconsin law.
III. Scope of this Agreement
HR Outsource grants you limited, non-exclusive, non-transferable, non-assignable, revocable authorization to view and temporarily download a copy of the materials displayed solely for your personal and non-commercial use for yourself or within your organization. All materials displayed or made available, including by not limited to: data, graphics, messages, documents, text, images, sound, video, artwork, software, and HTML code are exclusive property of HR Outsource or their respective owners. U.S. and international copyright laws and any other applicable intellectual property rules, regulations, and laws protect the content, except as expressly permitted herein. You shall not use, copy, modify, display, delete, distribute, download, store, reproduce, transmit, publish, sell, resell, license, rent, adapt, edit, reverse engineer, or create derivative works without HR Outsource prior written consent.
IV. Modification of Agreement or Services
From time-to-time we may update the Services and the Agreement, and such changes shall be applied prospectively. Your use of the Services after we post any changes to the Agreement constitutes your agreement to those changes. You agree to review the Agreement periodically to ensure that you are familiar with the most recent version. We may, in our sole discretion, and at any time, discontinue the Services or any part thereof, with or without notice, or may prevent your use of the Services with or without notice to you. You agree that you do not have any rights in the Services and that we will have no liability to you if the Services are discontinued or your ability to access the Services (including any content you may have posted) is terminated.
V. Your Account
To use some Services, you may need to create an Account. You represent and warrant to HR Outsource that all information you submit when you create your Account is accurate, current, and complete. If HR Outsource has reason to believe that your Account information is untrue, inaccurate, out-of-date, or incomplete, HR Outsource reserves the right, in its sole and absolute discretion, to suspend or terminate your Account. HR Outsource will not be liable for any loss you incur due to any unauthorized use of your Account. You, however, may be liable for any loss HR Outsource or others incur caused by your Account, whether caused by you, or by an authorized person, or by an unauthorized person. If you no longer wish to have a registered account, you may terminate your account by sending an email to info@HROutsource.com.
VI. Service – HR Outsource Human Resources Assessment Product Purchase
After purchasing the Service – HR Outsource Human Resources Assessment – Client will be given access to the Service materials through a download delivered to the Client’s specified email.
HR Outsource hereby grants to Client one (1) exclusive, non-sublicensable, non-transferable, access to this digital Service. Client may use the Service for his/her own personal and business use. Client understands and agrees that the Service materials may not be shared with any third party. In the event we suspect that the Service is being shared with another party, we reserve the right to immediately terminate Client’s access to the Service and seek injunctive relief and compensatory damages.
VII. Fees & Payment Processing
In consideration for access to Services provided by HR Outsource, Client agrees to compensate HR Outsource the fee indicated on the online shopping cart. If any payment methods are declined by the online payment processor, Client shall provide a new eligible payment method before receiving access to the Services. In the event Client has already been given access to Services and a payment method is declined, HR Outsource reserves the right to collect any and all outstanding receivables.
HR Outsource may or may not collect applicable sales tax from the Client during checkout, based upon state nexus law requirements. If sales tax is not collected at checkout, Client shall assume consumer use tax financial responsibility reporting for the taxable item purchased, based upon the use rate and reporting laws for the tax jurisdiction where the digital item was received by the Client.
VIII. Refund Policy
Due to the nature of digital Services being immediately accessible upon purchasing, no refunds of any fees or other amounts paid by Client in connection with the Service will be allowed under any circumstances.
IX. Personal Information
Person information may include, but is not limited to, your name, business name, phone number, credit/debit card information, email address, mailing and billing address. Client agrees to allow HR Outsource access to this personal information for all lawful purposes. Client is responsible for the accuracy of the identifying information, maintaining the safety and security of his/her identifying information, and updating HR Outsource on any changes to your identifying information.
The billing information provided to HR Outsource by Client will be kept secure and is subject to the same confidentiality and accuracy requirements as Client’s identifying information indicated above. Providing false or inaccurate information, or using the Services for fraud or unlawful activity, is grounds for immediate termination from the Services.
X. Account and Password
If you open an account within the Site, it is your sole responsibility to (a) maintain the confidentiality of your account logon and password; (b) promptly notify HR Outsource if there is any unauthorized use of your account or any breach of security; and (c) not disclose to or share your account logon and/or password with any third parties nor use your password for any unauthorized purpose. You shall be responsible for all uses of your registration, whether or not authorized by you.
XI. Intellectual Property and Permitted Use
These Services and all information (in text, graphic, video and audio forms) images, icons, software, designs, applications, models, data, and other elements available on or through our Services are the property of HR Outsource LLC, affiliates and others, and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights. Your use of our Services does not transfer to you any ownership or other rights in the Services or its content.
Certain portions of our Services contain information that is considered confidential and proprietary. This information is not available to the general public. Any attempt to access this information will be prosecuted to the fullest extent possible under local, state, national and international law. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent, copyright, trademark or other intellectual property right of HR Outsource or any third party, except as expressly granted herein.
Printing or reproducing copyright-protected materials or content, whether the reproductions are sold or furnished free for use, including reproduction of questions, answers, directions, or other content is strictly prohibited by law and by these terms and conditions. Company outputs are protected as trade secrets. The Client’s purchase of Services does not grant the Client a right to reproduce additional copies of materials or the content or enter content onto a computer medium, such as non-Company systems or software. However, if the Client uses Company software, the Client may excerpt portions of the output reports, limited to the minimum text necessary to accurately describe the significant core conclusions, for incorporation into a written evaluation of the Client’s business practices. No adaptations, translations, modifications, or special versions may be made without permission in writing from HR Outsource. Client acknowledges and agrees that the use or disclosure of confidential information in a manner inconsistent with the provisions of this Agreement may cause HR Outsource irreparable damage for which remedies other than injunctive relief may be inadequate. We reserve all of our rights in HR Outsource content and Services. Nothing in the Agreement grants user a right or license to sue any trademark, design right or copyright owned or controlled by the Company or any other third party except as expressly provided in the Agreement.
In addition, by accessing, browsing, or using this website, you agree to the following usage restrictions:
- you will not use, intentionally or unintentionally any of the content, information, or services on this website in a manner contrary to or in violation of any applicable international, national, federal, state, or local law, rule, or regulation having the force of law;
- you will not use this website in any manner that could harm, infect, take over, disable, overburden, or otherwise impair any of our computer systems, including, but not limited to, the servers, networks, and other components connected to or used for this website;
- you will not interfere with any other party’s use and enjoyment of this website, or of any of the content, information, or services provided on this website;
- to the extent that you are able to upload, post or otherwise transmit content using this site you will not upload, post, or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- you will not upload, post, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
- you will not attempt to gain unauthorized access to any services, accounts, computer systems, or networks connected to any server used for this website, through password mining, hacking, or any other means;
- you will not seek to gain access to any materials or information through any means not intentionally made available by us;
- you will not reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, or otherwise exploit this website, or any portion hereof without HR Outsources’ prior written consent, except that you may reproduce limited content from this site describing HR Outsources’ products and services solely to educate users or potential users about HR Outsources’ products or services ;
- you will not use any framing techniques to enclose any portion of this website (including, but not limited to, images, text, page layout, and form) without HR Outsources’ prior written consent;
- you will not make any use of the trademarks, service marks, trade names, logos, and graphics on this website without HR Outsources’ prior written consent;
- you will not use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities, or users;
- you will not use any robot, spider, other automatic software or device, or manual process to monitor or copy our website or the content, information, or services on this website without HR Outsources’ prior written consent;
- you will not collect any email addresses made available on this site for purposes of promotions or marketing campaigns;
- you will not distribute, on or through this website, any advertising; promotion; solicitation for goods, services, or funds; or solicitation for others to become members of any enterprise or organization without HR Outsources’ prior written permission; and
- you will not use or otherwise export or re-export this website, or any portion thereof, in violation of the export control laws and regulations of the United States of America or any other country.
In addition, you agree to:
- use the Services only for lawful purposes;
- provide and maintain complete, correct, up-to-date, and accurate information on your submitted information;
- use your own judgment, caution, and common sense in managing information offered by or obtained from our Services; and
- bear the risks of any reliance or use of any content or information provided by our Services or by any third party.
Links to our Services without the express written permission from HR Outsource is strictly prohibited. The framing, mirroring, scraping or data mining of the Services or associated sites or any of its content in any form and by any method are strictly prohibited.
XII. Warranties and Liability
HR Outsource makes every effort to ensure that the Services are accurate and fit for the use of our clients. However, in no event shall HR Outsource, its officers, directors, employees, agents, and all third-party service providers, be liable to Clients or any other person or entity for any direct, indirect, incidental, special, punitive, or consequential damages whatsoever, including any that may result from the following:
- the accuracy, completeness, or content of Services,
- the accuracy, completeness, or content of any sites linked (through hyperlinks, banner advertising or otherwise) to the Services,
- the services found at this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site,
- personal injury or property damage of any nature whatsoever,
- third-party conduct of any nature whatsoever,
- any unauthorized access to or use of our servers and/or any and all content, personal information, financial information or other information and data stored therein,
- any interruption or cessation of services to or from this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site,
- any viruses, worms, bugs, trojan horses, or the like, which may be transmitted to or from this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site,
- any user content or content that is defamatory, harassing, abusive, harmful to minors or any protected class, pornographic, “x-rated”, obscene or otherwise objectionable, and/or
- any loss or damage of any kind incurred as a result of your use of this site, or the services found at this site, whether based on warranty, contract, tort, or any other legal or equitable theory, and whether or not HR Outsource is advised of the possibility of such damages.
In addition, Client specifically acknowledges and agrees that no oral or written information or advice provided by HR Outsource, its officers, directors, employees, agents, and all third-party service providers will (1) constitute legal or financial advice or (2) create a warranty of any kind with respect to the Service, and the Clients should not rely on any such information or advice.
The foregoing disclaimer of representations and warranties shall apply to the fullest extent permitted by law and shall survive any termination or expiration of this Agreement or your use of the Services found at this Site.
In addition, Client specifically acknowledges and agrees that in no event shall HR Outsource total aggregate liability exceed $10,000.00 U.S. Dollars.
The foregoing limitation of liability shall apply to the fullest extent permitted by law and shall survive any termination or expiration of this agreement or your use of this site or the services found at this site.
XIII. Availability of Website/Services and Liability Limitation/Exclusion
Subject to the terms and conditions of this Agreement and our other policies and procedures, we shall use commercially reasonable efforts to attempt to provide the Services on a twenty-four (24) hours a day, seven (7) days a week basis. You acknowledge and agree that from time-to-time Services may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions; periodic maintenance, repairs, or replacements that we undertake from time to time; or causes beyond our reasonable control or that are not reasonably foreseeable including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures.
HR Outsource and affiliates will not be liable to you or any other person for any loss or damages suffered by you or any other person as a result of any failure or refusal by HR Outsource to give effect to, or for any failure or delay by HR Outsource in receiving, accessing, processing or accepting any communication sent to HR Outsource by means of our website or email, or for any loss or damages suffered as a result of the operational failure, malfunction, interruption, change, amendment or withdrawal of our website or email services.
Without limiting the generality of the foregoing, HR Outsource and affiliates make no representation, warranty, or condition that: (a) Services will be compatible with your computer and related equipment and software; (b) that Services will be available or will function without interruption or will be free of errors or that any errors will be corrected; (c) that Services will meet your requirements; (d) that the information will be accurate, complete and sequential or timely; (e) that certain or any results may be obtained through the use of the Services; (f) that the use of the Services, including the browsing and downloading of any information, will be free of viruses, trojan horses, worms or other destructive or disruptive components; or (f) that the use of Services will not infringe the rights (including intellectual property rights) or any person; and HR Outsource and their affiliates disclaim any and all liability regarding such matters to the fullest extent permitted by law.
HR Outsource and its affiliates will not under any circumstances be liable to you or any other person for any loss of use, loss of production, loss of income or profits (anticipated or otherwise) loss of markets, economic loss, special, incidental, indirect or consequential loss or damage or exemplary or punitive damages, whether in contract, tort, negligence, strict liability, or under any other theory of law or equity, arising from, connected with, or relating to the use of the website by you or any other person, and regardless of any negligence or other fault or wrongdoing by HR Outsource or any affiliate or any person for whom HR Outsource or an affiliate may be responsible, not withstanding that HR Outsource or any affiliate may have been advised of the possibility of such loss or damages being incurred by you or any other person. The exclusion of certain warranties and the exclusion of certain liabilities are prohibited by legislation in some jurisdictions. Such legislative limitations may apply to you.
You agree to assume all risks associated with, arising out of, or resulting from your use of the website, including but not limited to the risk of financial loss, physical harm, property damages, dealing with other users of the website, strangers, minors, or foreign nationals, and persons acting under false pretense. You further agree to release HR Outsource, affiliates, officers, agents, and employees, harmless from all claims, demands damages (direct, indirect, and consequential) of any kind of nature, known or unknown, associated with, arising out of, or resulting from your usage of the website, any transactions related to or resulting from your use of the website. You further understand and agree that in no event HR Outsource, affiliates, officers, agents, employees, and suppliers shall be liable for direct, indirect, consequential, incidental, special damages, or damages for loss of profits, goodwill, revenue, data, or use, incurred by your or any third party, whether in an action in contract, tort, or breach or failure of warranty, even if HR Outsource has been advised of the possibility of such damages. In the event some jurisdictions prohibit the exclusion of certain warranties, the limitation of liability, or the disclaimer of certain damages, HR Outsources’ aggregate liability for damages shall not exceed U.S. $50.
HR Outsource does not warrant that the Site will operate error-free or that the Site and its server are free of computer viruses or other harmful mechanisms. If your use of the Site or the material results in the need for servicing or replacing equipment or data, HR Outsource is not responsible for those costs.
The Site and content are provided on an “As Is” basis without any warranties of any kind. HR Outsource, to the fullest extent permitted by law, disclaims all warranties, whether express or implied, including the warranty of merchantability, fitness for particular purpose and non-infringement. HR Outsource makes no warranties about the accuracy, reliability, completeness, or timeliness of the material, services, software, text, graphics, and links.
XIV. Errors on our Site
HR Outsource attempts to provide accurate information throughout our Site, but errors may occur anyway. HR Outsource reserves the right to change information available through the Site at any time and from time to time without any notice or liability to you or any other person.
XV. Force Majeure
If the performance of this Agreement or any obligations hereunder is prevented, restricted or interfered with by reason of earthquake, fire, flood or other casualty or due to strikes, riot, storms, explosions, acts of God, death of him/herself or a family member, war, terrorism, or a similar occurrence or condition beyond the reasonable control of the parties, the party so affected shall, upon giving prompt notice to the other party, be excused from such performance during such prevention, restriction or interference, and any failure or delay resulting therefrom shall not be considered a breach of this Agreement.
HR Outsource does not make any guarantees as to the results, including financial or other personal gains, of Client’s use of the Services. Client agrees to take responsibility for Client’s own results regarding use of Services.
XVII. Release & Reasonable Expectations
You hereby release and forever discharge each of HR Outsource and its affiliates, partners, agents, directors, officers, employees, information providers, service providers, licensors and licensees, and all other related, associated, or connected persons from any and all manner od rights, claims, complaints, demands, causes of action, proceedings, liabilities, obligations, legal fees, costs, and disbursements of any nature and kind whatsoever and however arising, whether known or unknown, which now or hereafter exist, which arise from, relate to, or are connected with your use of the Services.
Client understands that HR Outsource Service(s) may produce different outcomes and results for each Client. Client agrees that: 1) Every client and results using the Service is different; and 2) The Service is intended for a mass audience.
XVIII. Entire Agreement
This is a binding Agreement that incorporates the entire understanding of the parties, supersedes any other written or oral agreements between the parties, and any modifications must be in writing, signed by both parties, and physically attached to the original agreement.
XIX. Venue and Jurisdiction
These Services are controlled by HR Outsource LLC from Madison, Wisconsin. The laws of the State of Wisconsin, United States of America, shall govern this Agreement, your use of our Services and all related matters. Any resulting arbitration shall take place within Dane County, Wisconsin. Both parties assume responsibility for all collection costs and legal fees incurred should enforcement of this Agreement become necessary.
XX. Mediation and Arbitration
Any and all disputes or disagreements rising between the parties out of this Agreement upon which an amicable understanding cannot be reached, shall be decided first by mediation, and if mediation is unsuccessful, then arbitration in accordance with the procedural rules of the American Arbitration Association. The parties agree to be bound by the decision of the arbitrator(s). The arbitration proceeding shall take place in Dane County, Wisconsin, unless another location is mutually agreed to by the parties. The cost and expenses of the arbitrators shall be shared equally by the parties. Each party shall be responsible for its own costs and expenses in presenting the dispute for arbitration. Notwithstanding the foregoing, you or HR Outsource may seek injunctive relief from an appropriate court located in Dane County, Wisconsin prior to or during the arbitration.
Any claim or cause of action you may have arising from, connected with, or related to your use of the Site, this Agreement, or any related matters must be commenced within six (6) months after the claim or cause of action arises, after which time the claim or cause of action is forever barred, regardless of any statue of law to the contrary.
This agreement cannot be transferred or assigned to any third party without written consent of both parties.
XXII. Termination of this Agreement and Site Use
If any part of this Agreement is found to be invalid, unlawful or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of this Agreement and shall not affect the validity and enforceability of any remaining provisions.
No consent or waiver by any party to or of any breach or default by any other party in its performance of its obligations under this Agreement will be deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default of those or any other obligations of that party. No consent or waiver will be effective unless in writing and signed by all parties.
You agree to protect, defend, indemnify, and hold harmless HR Outsource and its officers, directors, employees, agents, and third-party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by HR Outsource directly or indirectly arising from the following:
- your use of and access to this site or Services.
- your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and/or
- your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement or your use of this site or the Services found at this site.
XXVI. Compliance with Local Laws
HR Outsource makes no representation or warranty that the content available on this site or the Services found at this site are appropriate in every country or jurisdiction, and access to this site or the Services found at this site from countries or jurisdictions where its content is illegal is prohibited. Clients who choose to access this site or the Services found at this site are responsible for compliance with all local laws, rules, and regulations.
XXVII. DMCA Notice
We takes claims of copyright infringement very seriously and respond to notices regarding such matters expeditiously. In accordance with the Digital Millennium Copyright Act (“DCMA”), we have registered a designated DMCA agent (available through the United States Copyright Office). If you are a copyright owner, or authorized to act on behalf of a copyright owner, you may report claims of copyright infringement to us by sending a DMCA Notice of Alleged Infringement, containing the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification, including a description, of the copyrighted work you are claiming has been infringed, including the URL (i.e., website address) of the location where the copyrighted work exists or a copy of the copyrighted work. If you are claiming infringement of multiple works, you may provide a representative list of such works at that site.
- Identification of the URL and the specific location on the Site where the material that you claim is infringing can be found or accessed.
- Your company affiliation, if applicable, your mailing address, telephone number and email address at which you may be contacted.
- A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
- A statement by you, made under penalty of perjury, that the information in the notification is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright owner’s behalf.
Upon receipt of your Notice, we will take all actions we deem appropriate, including removal of the infringing material or disabled access to the infringing material. Please note that you must comply with all of the requirements above and provide the information to our designated agent in writing for your Notice to be valid.
XXVIII. Governing Law
The Site is controlled by HR Outsource from Madison, Wisconsin, United States of America. This Agreement, your use of the Site, and all related matters are governed solely by the laws of the State of Wisconsin, United States of America and applicable federal laws of the United States of America, excluding any rules concerning the conflict of laws or any internationals laws that would lead to the application of any other laws.
Any rights not expressly granted by this Agreement are reserved to HR Outsource.
XXIX. Contact Information
If you have any questions about this Agreement, please contact us by email or regular mail at the following address:
HR Outsource, LLC
30 West Mifflin St, 5th Fl
Madison, WI 53703