Reproducible Content End User License Agreement (EULA)

 
The following terms and conditions are a legal agreement between HRDQ and the purchaser of this content, their organization, its subsidiaries, affiliates, and legal partners (hereafter "End User") regarding the HRDQ Reproducible Training Library in all forms including but not limited to individual programs, bundles, and libraries, in part or in whole, and in original or End User customized format (hereafter individually and collectively "RTL"). End User may use the RTL only in accordance with the terms of this Agreement.
 

  1. License Grant. HRDQ hereby grants End User a non-exclusive and non-transferable license to download, reproduce, customize, and otherwise make use of the RTL within the terms of this Agreement.
     
  2. License Term. The term of this license shall be one (1) year from date of initial purchase or annual renewal purchase. At the end of any term at which time the End User does not renew their license to use the RTL, End User agrees to comply with Section 9 Termination.
     
  3. New and Revised Programs. During the term of this Agreement, End User shall receive at no additional cost any new RTL programs or revisions to existing RTL titles published by HRDQ.
     
  4. Company Size License. The license provided under this Agreement is based upon the total n umber of all of the End User’s organization's employees, students, or agents. End User agrees to purchase the correct license for their organization size and, if the incorrect license is purchased, End User shall immediately remit to HRDQ any amounts due for the correct license. Requests for refund by the End User for purchase of the incorrect license shall be limited to thirty (30) days from date of this Agreement.
     
  5. Proprietary Rights. The RTL is the sole and exclusive property of HRDQ and/or its authors including all right, title, and interest in and to the RTL. Except for the limited rights given to End User herein, all rights are reserved by HRDQ.
     
  6. Authorized Use. For the term of this license, End User may:
     
    • Use the RTL content for the sole purpose of training and/or education for End User’s organization's direct employees, students, or agents.
       
    • Amend, edit, or otherwise change the RTL, including translating all original text, provided that all original copyright notices, and trade and service marks, remain intact and appear on all amended versions and reproductions thereof.
       
    • Distribute the RTL by any means including delivery in a physical or virtual classroom setting, in electronic or physical format, for online or distance learning, via electronic mail, corporate internet or learning management system, or on a storage device.
       
    • Store the RTL on a computer or similar mass storage device.
       
  7. Unauthorized Use. End User may not:
     
    • Reverse engineer, decompile, disassemble the RTL, or create derivative works based on the RTL.
       
    • Include the RTL, in whole or in part, in any product or service offered to an individual or organization who is not a direct employee, student or agent of End User’s organization.
       
    • Sell, lease or loan the RTL in part or in whole.
       
    • Distribute or otherwise make available the RTL to any individual or organization other than End User’s organization's direct employees, students, or agents by any means including, but not limited to, electronic mail, webinar, Internet, private or public discussion forums, or Bit Torrent service.
       
    • Sub-license or reassign this license.
       
  8. Consultants. For purposes of this Agreement, End User may upon request and at HRDQ’s sole discretion, be classified as an independent consultant if End User employs fewer than 5 part-time and/or full-time employees and End User is specifically in the business of providing training to client organizations. End Users with a consultant classification may purchase the RTL and use the content in the course of their business of providing training to organizations and for no other purpose. Any distribution of the RTL to a mass market and/or at no charge, for example through public training events or promotions of any kind, is strictly prohibited. The license rights end with the End User and the RTL content may not be transferred to clients for use beyond a specific and limited consultant-client engagement.
     
  9. Termination. Upon expiry of this Agreement End User agrees to complete the following within thirty (30) days:
     
    • Discontinue all use of the RTL content, in its original form or as edited by End User, in part or in whole,
       
    • Destroy all original and amended versions of the RTL, in any and every format, and certify as such, in writing, to HRDQ upon request, and,
       
    • Abide by all provisions of this license with regard to the protection of the proprietary rights of HRDQ which shall continue in force after termination.
       
  10. Warranty. The RTL is provided "as is." HRDQ warrants that the RTL does not violate any copyrights, trademarks, trade secrets, or patents of any third parties. HRDQ disclaims all other warranties, expressed or implied, regarding the accuracy or reliability of the RTL, and assumes no responsibility for errors or omissions. To the extent permissible by law, HRDQ accepts no liability for any injuries or damages caused by acting upon or using the content contained in the RTL. If any part of the RTL is defective in workmanship or materials, HRDQ's sole and exclusive liability, and sole and exclusive remedy for End User, shall be replacement of the defective material. HRDQ's warranty shall survive the termination of this Agreement. Some states do not allow exclusions or limitations of implied warranties or liability in certain cases, so the above exclusions and limitations may not apply to End User.
     
  11. Early Termination. Failure by End User to perform as required under the terms of this Agreement shall cause this license to automatically terminate without refund or compensation to End User, and HRDQ may exercise any rights it may have for additional compensation.
     
  12. Permissions. Any other use of the RTL not defined in this Agreement is subject to the written approval of HRDQ.
     
  13. Copyright. The RTL is copyrighted by HRDQ. All rights are reserved. The End User shall retain all copyright and trademark acknowledgments in the RTL to HRDQ. No part of the RTL shall be used without proper citation of HRDQ’s copyright.
     
  14. Trademarks. "HRDQ", the HRDQ logo, and “Reproducible Training Library” are trademarks of Organization Design and Development, Inc. DBA HRDQ.

 
End User purchase of the RTL is acceptance of this Agreement and acknowledgment that End User has read and understands this Agreement and agrees to be bound by its terms. End User further agrees that this Agreement is the complete and exclusive statement of the agreement between end user and HRDQ, and supersedes any proposal or prior agreement, oral or written, and any other communications relating to the subject matter of this Agreement. HRDQ shall have the right to amend this Agreement from time to time.

Revised 2020-07-23

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West Chester, PA 19380, United States
www.HRDQstore.com