Admin/Legal
Terms of Sale
TERMS & CONDITIONS
1. Acceptance of Terms.
1.1 This website is owned, controlled and operated by Lee Hecht Harrison LLC, whose registered office is at 42 Reads Way, New Castle, DE 19720 USA (“LHH”). Information or material submitted to this website is hosted and stored in a database on servers situated in The United States. As used herein, Lee Hecht Harrison LLC includes its subsidiary, sister, affiliate and parent companies (collectively, “LHH”). LHH provides its Service (as defined below) to you in part through websites under the control and/or direction of LHH (including, without limitation, the website located at https://shop.lhh.com) (collectively, the “Site”), subject to these terms of service (the “Agreement” ). By accepting this Agreement or by accessing or using the Service or Site, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree with this Agreement, you must not accept this Agreement and may not use the Service.
1.2 LHH may change the terms and conditions of this Agreement from time to time without prior notice. The revised terms and conditions will become effective upon posting and if you use the Service after that date, your use will constitute acceptance of the revised terms and conditions. If any change to this Agreement is not acceptable to you, your only remedy is to stop accessing and using the Service, unless otherwise provided herein.
2. Description of Service.
The “Service” includes the Site, LHH’s career transition and/or talent development solutions, and all related services, portals, tools, applications, and materials made available by, through or in connection with the Services.
3. General Conditions/Access and Use of the Service.
3.1 Subject to the terms and conditions of this Agreement, you may access and use the Service only for lawful purposes. LHH will provide Service under this Agreement using delivery methodologies, techniques, technology, portals, tools, content, software, programs, documentation, materials, consulting notes and working papers, and any copyrights and processes contained therein (collectively “LHH Tools”) which are proprietary to or licensed by LHH. All rights, title and interest in and to the Service and LHH Tools, their components and materials developed in connection therewith, will remain with and belong exclusively to LHH or its licensors. You shall not (and shall not allow any third party to) (a) copy, reproduce, modify, delete, distribute, download, store, transmit, publish, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt, directly or indirectly, to discover any source code of, sell, sublicense, resell, rent, lease, transfer, assign, or time share the Service or LHH Tools or otherwise commercially exploit or make the Service or LHH Tools available to any third party; (b) use the Service or LHH Tools in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of the Service or LHH Tools or their components, (c) modify, adapt or hack the Service or LHH Tools to, or otherwise attempt to gain unauthorized access to the Service, the LHH Tools or their related systems or networks; or (d) use the Service or LHH Tools on other websites or any media (e.g., a networking environment). You shall comply with any codes of conduct, policies or other notices LHH provides you or publishes in connection with the Service or LHH Tools, and you shall promptly notify LHH if you learn of a security breach related to the Service or LHH Tools. In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, LHH’s Privacy Policy. Notwithstanding the foregoing, or anything to the contrary herein, you have the right to retain and freely use for your internal business purposes any status reports, action plans or other written materials provided to you by LHH during the provision of the Service.
3.2 Subject to the terms and conditions of this Agreement, and notwithstanding anything to the contrary in this Agreement, LHH hereby grants you and any of your designated employees receiving the Services (as approved by LHH), a worldwide, non-exclusive, non-transferable, non-sublicensable right and license to use the LHH Tools to the extent necessary to obtain the benefit of the Service in connection with this Agreement. You agree not to access the Service or LHH Tools by any means other than through the interface that is provided by LHH for use in accessing the Service or LHH Tools. Any rights not expressly granted herein are reserved and no license or right to use any intellectual property or proprietary rights of LHH or any third party is granted to you in connection with the Service or use of the LHH Tools.
3.3 You are solely responsible for providing LHH with proper, timely and accurate contact information for your designated employees who will be the beneficiaries and/or recipients of the Services. You understand and agree that LHH will only initiate the Services for such designated employees based upon such information and authorization provided by you. You hereby represent and warrant that such information is accurate, true, legal, honest and complete. You and your designated employees are responsible for maintaining the confidentiality of login, password and account information provided to you for all activities that occur in connection with the Service under this Agreement.
3.4 You understand that the operation of the Service may be unencrypted and involve (a) transmissions over various networks, (b) changes to conform and adapt to technical requirements of connecting networks or devices, (c) transmission to LHH’s third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Service, and (d) transmission to other third parties in connection with the provision to you of the Service.
3.5 The failure of LHH to exercise or enforce any right or provision of this Agreement shall not be deemed a waiver, amendment or modification of that right. You acknowledge that this Agreement is a contract between you and LHH, even though it is electronic and not physically signed by you and LHH. You agree that this Agreement governs your use of the Service and LHH Tools, constitutes the entire agreement between you and LHH with regard to the subject matter hereof, and supersedes any prior agreements between you and LHH with regard to the subject matter hereof. No provision of this Agreement may be modified, amended or waived without the express written consent of LHH. The relationship between you and LHH shall be that of independent contractors for all purposes and at all times.
3.6 You acknowledge and agree that the Service made available to you will in no event exceed the scope, duration or other limits defined by LHH.
3.7 You agree that LHH may establish general practices and limits concerning use of the Service and LHH Tools.
3.8. You agree that during the term of this Agreement, and for a period of six (6) months following the termination of this Agreement, you will not solicit, offer employment to or hire any of LHH’s employees about whom you learned in connection with this Agreement. A reply to a general solicitation to the public, such as job postings or general circulation advertisements, will not be a violation of this section.
3.9 Each party (as the “Recipient”) agrees to keep confidential and not disclose to any third party, or appropriate for its own use (except as contemplated in furtherance of the Services) or the use of any third party, any Confidential Information received from the other party (as the “Disclosing Party”). The Recipient will take reasonable precautions to protect such information from unauthorized disclosure, except that each party may disclose Confidential Information to its employees or representatives who need to know to further the purposes of this Agreement, and also as required by law. If the Recipient is legally compelled to disclose Confidential Information of the Disclosing Party, the Recipient will promptly notify the Disclosing Party and provide an opportunity (if then available) to contest the propriety of such order or subpoena. For purposes of this paragraph, "Confidential Information" means all information related to a party’s business and affairs, including intellectual property, trade secrets, supplier and customer information, marketing and business plans, pricing, financial and accounting information, computer programs, data, specifications, know-how, and technology. "Confidential Information" will not include information that is (i) in the public domain through no unlawful act or fault of the Recipient, (ii) provided by a third party who was free to lawfully disclose it, (iii) already known to the Recipient provided that such information was not obtained in breach of this paragraph, and (iv) independently developed by the Recipient without use of the Disclosing Party's Confidential Information. This section will survive for five (5) years after completion of all Services.
In the event the Services received by you hereunder include talent development services, the following Coaching Confidentiality Policy shall apply to such Services:
Maintaining confidentiality during any coaching engagement is top priority for LHH, as a successful coaching outcome requires a high level of trust between the coach and the individual taking service (the “coachee”). During the provision of coaching services, LHH and its coaches may obtain confidential personal information from the coachee, and will keep and maintain such information confidential and not disclose such information to any party or use such information without the coachee’s prior written consent. Notwithstanding the foregoing, LHH or the coach may disclose information to the appropriate authorities: (1) where LHH or the coach is the recipient of a subpoena from a court of competent jurisdiction; (2) pursuant to a requirement of law; (3) where LHH or the coach has a reasonable belief that the coachee faces or poses an imminent threat of physical harm to him/herself or others; or (4) where LHH or the coach has a reasonable belief that the coachee is involved in illegal activity.
4. Payment.
4.1 You will be required to provide LHH with accurate information regarding your credit card or other payment instrument. You represent and warrant to LHH that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay LHH the listed price for your selected Service. You hereby authorize LHH to bill your payment instrument for the listed price for your selected Service, and you further agree to pay any charges so incurred. You understand and agree that any Service purchased must be initiated within thirty (30) days following purchase, and must be fully utilized within the program duration specified on the Site or by LHH. In the event that Service is not initiated within thirty (30) days following purchase, and subsequently fully utilized within the specified program duration following purchase, fees will nevertheless be deemed earned by LHH, unless otherwise agreed by LHH. LHH reserves the right to change LHH’s prices at any time. If LHH does change its prices, LHH will provide notice of the change on the Site or in an email to you, at LHH’s option, at least 30 days before the change is to take effect. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount.
5. Representations and Warranties.
In connection with your use of the Service and LHH Tools, you agree NOT to, and you agree that your designated employees receiving the Service and using the LHH Tools will not: violate any local, state, and federal rules, regulations and statutes of any jurisdiction, including, but not limited to, U.S. export laws and regulations, anti-discrimination, or equal opportunity employment laws; infringe any intellectual property and privacy rights, including, but not limited to, patent, copyright, trademark, or trade secrets, of any third party; upload, post, transmit, or store any material that is unlawful, offensive, defamatory, fraudulent, deceptive, misleading, harmful, threatening, harassing, obscene, or objectionable; breach any of your contractual or confidentiality obligations; disrupt or interfere with the normal operations of the Service or LHH Tools, such as posting or transmitting viruses, worms, scripts, macros or harmful code of any kind, continuous posting of repetitive materials, or posting abnormally large quantities of data, or which is not permitted by LHH, including, but not limited to, any unauthorized advertising materials, unsolicited promotional materials, “junk mail,” “spam mail,” “chain letters,” pyramid schemes, franchises, distributorship, club membership, sales arrangement, or otherwise unacceptable materials; violate others’ privacy rights or personal rights by abusing the Service, including, but not limited to, harassing or “stalking” another person, sending unsolicited e-mails, and collecting other’s personal information; breach or attempt to breach any security measures of the Service; use any device, process, or mechanism to monitor, retrieve, search, or access, e.g., spider or robot, the Service without LHH’s prior written consent; access or attempt to access any account or login of any third party listed on the Service; or post or submit any inaccurate, false, or incomplete information; impersonate any person or entity; forge any header information in any electronic posting or mail; or misrepresent yourself, your affiliation with any third party, or your entity.
6. Termination.
LHH reserves the right to (i) modify or discontinue, temporarily or permanently, the Service (or any part thereof) and the LHH Tools, and (ii) refuse any and all current and future use of the Service and LHH Tools, suspend your use of the Service and LHH Tools, for any reason, including if LHH believes that you have violated this Agreement. LHH shall not be liable to you or any third party for any modification, suspension or discontinuation of the Service or LHH Tools. LHH will use good faith efforts to contact you to warn you prior to any such termination by LHH. If LHH terminates your use of the Service and LHH Tools, all accrued rights to payment and the terms of Section 4-12 shall survive termination of this Agreement.
7. DISCLAIMERS.
THE SERVICE, INCLUDING THE SITE, AND ALL SERVER AND NETWORK COMPONENTS, AND LHH TOOLS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, AND LHH EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT LHH DOES NOT WARRANT THAT THE SERVICE OR LHH TOOLS WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM LHH OR THROUGH THE SERVICE OR LHH TOOLS, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. UNDER NO CIRCUMSTANCES WILL LHH BE LIABLE IN ANY WAY FOR ANY CONTENT OR MATERIALS OF ANY THIRD PARTIES (INCLUDING YOUR AUTHORIZED EMPLOYEES), INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY SUCH CONTENT IN CONNECTION WITH YOUR USE OF THE SERVICE OR LHH TOOLS.
8. LIMITATION OF LIABILITY.
8.1 IN NO EVENT (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) SHALL LHH BE LIABLE TO YOU OR ANY THIRD PARTY IN ANY MANNER FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST REVENUES OR PROFITS OR DIMINUTION IN VALUE, LOST SALES OR BUSINESS OR PRODUCTION, LOST, DAMAGED, CORRUPTED OR RECOVERED DATA, OR BREACH OF DATA OR SECURITY SYSTEMS, OR BUSINESS INTERRUPTION, OR IMPAIRMENT, INABILITY TO USE OR LOSS, INTERRUPTION OR DELAY OF THE SERVICES OR LHH TOOLS, OR (B) FOR ANY DIRECT DAMAGES, COSTS, LOSSES OR LIABILITIES IN EXCESS OF THE FEES ACTUALLY PAID BY YOU TO LHH PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS AGREEMENT.
8.2 In the event that applicable law does not permit the disclaimer or exclusion of implied warranties or limitation of liability for incidental or consequential damages, such that some of the above limitations in Sections 7 (Disclaimers) and 8 (Limitation of Liability) may not apply to or be enforceable with respect to you, then, IN SUCH CIRCUMSTANCES, LHH’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER APPLICABLE LAW, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTION.
9. Indemnification.
You shall indemnify, defend, and hold harmless LHH from and against any and all claims, actions, demands or allegations, including, without limitation, reasonable legal and accounting fees, arising or resulting, from your breach of this Agreement, or any of your or your designated employees’ access, contribution to, use or misuse of the Service or LHH Tools. LHH shall provide notice to you of any such claim, action, demand or allegation. LHH reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting LHH’s defense of such matter. Notwithstanding the foregoing, you will have no obligation to indemnify, defend or hold harmless any LHH from or against any claims, actions, demands or allegations, to the extent such matters arise out of LHH’s negligence or intentional misconduct.
10. Assignment.
You may not assign this Agreement without the prior written consent of LHH, but LHH may assign or transfer this Agreement, in whole or in part, without restriction.
11. Governing Law.
This Agreement shall be governed by the laws of the State of New York without regard to its conflicts of laws principles. Unless otherwise elected by LHH in a particular instance, you hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts of the State of New York for the purpose of resolving any dispute relating to your access to or use of the Service, or this Agreement.
12. Links to Other Sites.
The Service or LHH Tools may contain links to third-party websites. These links are provided solely as a convenience to you and not as an endorsement by LHH of the contents on such third-party websites. LHH is not responsible for the content of linked third-party websites and does not make any representations regarding the content or accuracy of materials on such third party websites. If you decide to access linked third-party websites, you do so at your own risk.
13. Mobile Devices.
If you use the Service or LHH Tools through a mobile device, you agree that information about your use of the Service through your mobile device and carrier may be communicated to LHH, including but not limited to your mobile carrier, your mobile device, or your physical location. In addition, use of the Service or LHH Tools through a mobile device may cause data to be displayed on and through your mobile device. By accessing the Service or LHH Tools using a mobile device, you represent that to the extent you import any of your LHH data to your mobile device that you have authority to share the transferred data with your mobile carrier or other access provider. In the event you change or deactivate your mobile device/account, you must ensure that your account (and any related messages (as applicable)), are not accessed by another party (or sent to another party) and failure to do so is your responsibility. You acknowledge you are responsible for all charges and necessary permissions related to accessing the Service or LHH Tools through your mobile device and provider. Therefore, you should check with your provider to find out the terms for these services for your specific mobile device. By using any downloadable application to enable your use of the Service or LHH Tools, you are explicitly confirming your acceptance of the terms of the end user license agreement associated with the application provided at download or installation, or as may be updated from time to time.