HRD Press Inc. Client Site Individual User License Agreement

Please read this license carefully before accessing or using any of the Content contained in this package.

BY ACESSING THE MATERIAL CONTAINED HEREIN YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE OR IF AT ANY TIME, ANY PART OF THIS AGREEMENT IS NO LONGER ACCEPTABLE TO YOU, YOU SHOULD IMMEDIATELY TERMINATE YOUR USE OF THE MATERIAL CONTAINED HEREIN. THE TERMS OF THIS LICENSE MAY BE CHANGED FROM TIME TO TIME. BY ACCEPTING THE TERMS OF THIS LICENSE, YOU ACKNOWLEDGE THAT ANY CHANGES MADE TO THIS AGREEMENT AND POSTED ON THE HRD PRESS WEBSITE OR EMAILED TO YOU WILL BE BINDING ON YOU.  YOU AGREE TO BE BOUND BY THE MOST CURRENT VERSION OF THE LICENSE POSTED ON THIS  SITE.                            

1.     Introduction:

These Terms and Conditions of Use (the "Agreement") govern your use of the material supplied herein ("Content"). The Content consists of all the files, materials, systems, courses, books, booklets, resources, assessments and other data made available to you through this license whether supplied on disk, on a USB device, downloaded from a site or provided on or through any other media. 

This Agreement is the entire agreement relating to the Content between you and HRD Press, and it supercedes any prior proposal, representation or understanding between the parties, unless expressed in a formal contract, which will be interpreted in a manner consistent with this Agreement.

2.     License:

This License covers access to and use of the Content. HRD Press owns or licenses the Content, all of which is protected by Copyright Law and Intellectual Property Laws.  HRD Press retains all rights and title to the Content and all updates and derivatives of the Content regardless of the form in which the copies may exist.  The Purchaser is the individual, company, firm or organization purchasing the Content from HRD Press, Inc. or from an authorized reseller. HRD Press grants you, as a Licensee, the right to access and use the Content supplied by HRD Press through this License, during the term of your Agreement.   

3.     Use of Content:

This is a single site user, non-exclusive license that is revocable, non-assignable and non-transferable.  You agree to use the Content only for internal training of company’s employees during the term of this Agreement.  A single site is defined as one physical, designated location operated by the purchaser.  A multi-site License is required to use the Content at more than one location.  If you have a multi-site License it will be referenced on your invoice.

You may print or copy the Content only for use in your organization for training events, and further provided that you maintain all copyright and other notices contained in such Content. You shall not store electronically any portion of the Content, except as may be needed for your company sponsored training events.  Except as may be expressly permitted by this Agreement, no copying, storage, redistribution or publication of any Content is permitted without the express prior written permission of the owners of such Content.

You acknowledge that all Content is protected by copyright, trademark, or other proprietary rights of HRD Press, its affiliates or third party licensors. You agree to comply with any additional copyright notices, information, or restrictions applicable to any Content available on or accessed through the License.  If training participants or users of the Content questions the copyright of the Content, you must supply them with this document to ensure they do not violate this Agreement or the copyrights of the Content.

You may use the assessments and the material contained within your license with any w-2 employees (i) employed at one of the designated locations, or (ii) trained at and receiving or accessing all training material while being physically present at one of the designated locations.  Remote training or access is not allowed unless the employee(s) being trained or accessing any of the material are employed at a designated location.

This Content may not be used with or accessed by sub-contractors, independent representatives, partners, consultants or customers of any kind. 

This individual employee user license is based on the information provided by the purchasing Licensee’s company (i)  Licensee certifies that it has provided HRD Press accurate information to the best of their knowledge (ii) this License is valid only for the separate distinct entity that originally purchased the License and is only valid during the Term of your agreement and only at designated locations you have paid for under your License as indicated on your invoice.

You may add your name or logo to the Content or customize the Content but you acknowledge that the copyright remains with HRD Press, Inc. You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit, any of the Content, in whole or in part, except as expressly permitted in this Agreement.

Use of the Content shall terminate when your subscription terminates or if you violate any of the terms & conditions of this Agreement.   

4.     Term:

The term of this license shall become effective on the date of purchase and run for one year unless stated differently on your invoice.  This license shall automatically terminate if you fail to pay your invoice at any time.  HRD Press may terminate your participation in this License and/or access to the Content, without notice: (i) for any unauthorized transfer, sale or use of the Content, (ii) in the event of liquidation or insolvency of the Purchaser, (iii) for any conduct that HRD Press, in its sole discretion, believes is in violation of this Agreement, any applicable law, or any act which is harmful to the interests of another user, or Publisher.  Upon termination, you will no longer have any right to access, use or store the Content.

5.     Copyright and Restrictions

This Program contains proprietary material of HRD Press which is protected by copyright and other Intellectual Property laws. HRD Press retains all rights in the material and media, including (without limitation) all copyright and other proprietary rights worldwide in all media. You may not use any Content included in this Program except as expressly permitted under this Agreement and under U.S. copyright laws. Any routine and/or systematic redistribution of any portion of the products licensed herein is expressly prohibited.

End user employees who are duly authorized may Access the Content provided with this Program for personal convenience and use in company sponsored training engagements.

No part of the Content may be duplicated in any medium or format beyond the express terms of this Agreement without prior written authorization from HRD Press. Any use not authorized by the Agreement is prohibited and is not a fair use under the U.S. copyright law.

You acknowledge that the Content is highly proprietary in nature and that unauthorized copying, transfer or use may cause HRD Press irreparable injury that cannot be adequately compensated for by means of monetary damages. You agree that any breach of this provision by you, or any subscriber or end-user, may be enforced by HRD Press, by means of equitable relief (including, but not limited to, injunctive relief) in addition to any other available rights and remedies.

You may not and may not permit others to: reproduce, publish, distribute, sell, or otherwise access or use any Content provided in this Program in any manner whatsoever that may infringe any copyright or proprietary interest of HRD Press; distribute the Content provided in this License to other users not duly authorized to Access the Content; distribute, rent, sublicense, lease, transfer or assign the Content; or alter, translate, modify, or adapt it to create derivative works. Unauthorized reproduction, transfer, and/or use may be a violation of criminal as well as civil law.

You are expressly prohibited from placing or installing any portion of the information on any electronic media, including, but not limited to, local or wide area networks, timesharing services, multiple processing units, multiple site arrangements, service or software rental bureaus, list servers, online services, electronic bulletin boards or forums, World Wide Programs or any other server that is Internet-enabled, without written authorization by HRD Press.

If you breach any provision of this Agreement, HRD Press may immediately terminate this Agreement and all licenses granted hereunder without prior notice and in addition to any other available rights and remedies.

6. Disclaimer of Warranties

You expressly agree that the entire risk as to the quality and performance of the content or service provided with this License and the accuracy or completeness of the content is assumed solely by you.  All Content, systems, software, and other services provided in this program are provided "as is" and "with all faults," without warranties of any kind, and Hrd Press and its affiliates hereby disclaim all warranties, express, implied, or statutory, including without limitation any implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

7. Limitation of Damages; Limitation of Liability; Indemnity

In no event will Hrd Press or any of its affiliates be liable for any consequential, indirect, incidental, or special damages whatsoever, including without limitation damages for loss of profits, business interruption, loss of or unauthorized access to information, and the like, even in the event of fault, tort, breach of contract, or breach of warranty, and even if HRD Press has been advised of the possibility of such damages.

In no event will HRD Press or any of its affiliates be liable to you and/or any agency for any amount in excess of the total dollar amount actually received by HRD Press from you for access to the Content.

Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. In such states, the liability of HRD Press, third party content providers and their respective agents shall be limited to the greatest extent permitted by law.

You agree to indemnify, defend and hold harmless HRD Press from and against any claim in excess of the limitation set forth in this Agreement.  This limitation shall apply even in the event of breach of contract, active or passive negligence or otherwise of HRD Press or any claim of failure of essential purpose.

8. Miscellaneous

You agree that all of your transactions relating to this Program may, at our option, be conducted via email, including any that we are otherwise required to provide in "writing". Notice will be deemed given 24 hours after the email is sent. Alternatively, we may give you notice by mail to the address provided during registration.

HRD Press may also elect not to renew your subscription and access by providing a notice of nonrenewal prior to the end of your current subscription term. Applicable sections of this agreement will survive any termination or expiration of this Agreement.

This Agreement is governed by the laws of the State of Massachusetts, without regard to principles of conflict of laws.

To the extent you have in any manner violated or threatened to violate HRD Press and/or its affiliates' intellectual property rights, HRD Press and/or its affiliates may seek injunctive or other appropriate relief in any state or federal court in the State of Massachusetts, and you consent to exclusive jurisdiction and venue in such courts.

HRD Press may change the provisions of this Agreement. When HRD Press changes the terms of this Agreement, HRD Press will notify you by posting the changes on the HRD Press website or by email or regular mail. If you do not agree to be bound by the changes, you should not use the Program Content again and you should cancel your subscription to the License.

If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties agree that its remaining provisions will remain in full force and effect, provided that the allocation of risks described herein is given effect to the fullest extent possible. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. You agree that no joint venture, partnership, employment or agency relationship exists between you and HRD Press or its affiliates as a result of this Agreement or your use of the Site.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter. This Agreement may not be amended except in writing signed by both parties and no waiver by either party shall be deemed a waiver of any preceding or subsequent breach or default. Any provisions which by their terms or sense are intended to survive shall survive termination of this Agreement.