TERMS & CONDITIONS for POSTER GUARD COMPLIANCE PROTECTION
You have agreed to purchase from ComplyRight, Inc. d/b/a HRdirect (“Seller” or “HRdirect”) Poster Guard® Compliance Protection (“Poster Guard” or “the Product”). Your purchase and use of the Product are subject to the terms and conditions as follows:
- Poster Guard includes an initial set of mandatory labor law postings (“Posting Kits,” as further described herein), ongoing poster research and monitoring, and automatic poster replacements at no additional charge whenever there are mandatory legal updates affecting your postings.
- Pricing has been established and agreed at the time of purchase on a per location basis. Each posting display site is considered a “Location.” In some cases, there may be multiple Locations at the same physical address. Seller offers several product options, formats and add-on services for you to choose from. Details of each of the Poster Guard product offerings can be found on our website. Seller reserves the right to modify, terminate, or otherwise amend our offerings at any time. Seller’s prices are subject to change. Prices shown on the website for first time purchases may be promotional prices and may not be the same prices for Renewal Terms.
- It is your responsibility to provide Seller with the proper addresses and contact information for each Location. You may update this information on www.myposterguard.com or by contacting a Poster Guard sales representative.
- Your initial Poster Guard service is for a term of one year, or two years, depending on your purchase (“Initial Term”). Thereafter, to prevent a lapse in coverage, your service shall renew automatically for additional one-year or two-year terms as applicable (the same duration as your Initial Term), (each a “Renewal Term”), until terminated pursuant to the terms herein. Either party may terminate or cancel a Renewal Term for any reason by providing at least 60 days’ written notice prior to the commencement of the Renewal Term.
- Seller shall send each newly enrolled Location a Posting Kit, comprised of mandatory labor law postings, including: a federal poster set (containing mandatory, employee-facing federal postings on one sheet), a state poster set (containing mandatory labor and employment law postings for the state for your Location), and (where applicable) a local poster set (containing local postings that correspond with your Location’s zip code). The Posting Kits include all federal, state and local mandatory, employee-facing labor and employment postings for general industry, except those that employers are required to obtain on their own directly from the issuing agency and those that employers must develop on their own reflecting their specific policies and practices.
- For Locations that have purchased “Poster Guard for the Restaurant Industry” the Posting Kits will also include federal and state employee-facing postings required for food and beverage establishments.
- For Locations that have purchased “Poster Guard for the Healthcare industry” the Posting Kits will also include federal and state employee-facing postings required for healthcare facilities.
- For Locations that have purchased “Poster Guard for the Public Sector” the Posting Kits will also include federal and state employee-facing postings required for public sector employers.
- For Locations that have purchased “Federal Contractor Posting Kits,” the Posting Kits will consist of mandatory employee-facing federal contractor postings for general industry issued by federal government agencies.
- For Locations that have purchased “Canada Posting Kits,” the Posting Kits will consist of mandatory employee-facing postings required for compliance with national and provincial posting requirements.
- For Locations that have purchased “Poster Guard Binder Service” the Posting Kits will be in a binder format, with each posting on an individual sheet stored in an 11x17 binder. Replacement Posters will be in the form of 11x17 sheets to be inserted into the binder provided. You understand and agree that the binder format is not a substitute for full-sized wall postings, and may only be used to satisfy posting requirements at non-traditional worksites without walls such as mobile service units or kiosks.
- For Locations that have purchased “Poster Guard Remote Worker E-Service” (requiring a unique email address per Location), Seller shall email each such Location a link to the images included in the Posting Kit, as well as Replacement Posters, for the state and locality in which the remote employee resides based on the zip code you have provided. You understand and agree that electronic postings are not a substitute for full-sized wall postings at your facilities where employees report to work, and may only be used to satisfy posting requirements for employees who work remotely (e.g., off-site or from home) and who have computer/internet access as part of their jobs.
- If any part of a Posting Kit must be revised to ensure compliance with mandatory changes in federal or applicable state/local legal posting requirements during your paid, active service period, Seller shall notify you of the posting update by email (“Notifications”) and send revised poster(s) to the affected Location (“Replacement Posters”). There is no charge for Replacement Posters prompted by mandatory changes in federal or applicable state/local legal posting requirements during your paid, active service period; however, there may be a cost associated with replacing lost or damaged posters or reshipping posters that have been returned to Seller due to an incorrect address or refused delivery.
- You agree to pay Seller the agreed purchase price within thirty (30) days of the date of the invoice. If payment is not received within thirty (30) days of the date of the invoice, Seller may, in its sole discretion, suspend shipments of any Seller product, including new, updated or replacement Posting Kits and/or Notifications. If payment is not received within sixty (60) days of the date of the invoice, your services may be terminated by Seller and you shall return to Seller all Posting Kits and all other materials received from Seller. Purchases are non-refundable, and there are no refunds or credits for partially used periods.
- The Product is protected by United States copyright laws and is owned solely by Seller. You may not alter or remove any copyright notice or proprietary legend contained in or on the Product. You agree that you may not, in whole or in part: (i) copy, reproduce, photocopy, reverse engineer, translate, modify, disassemble, create derivative works based on the Product, or remove any proprietary notices or labels on the Product; (ii) distribute, transfer, sell, resell, license, sublicense, or assign the Product: or (iii) commercially exploit the Product in any way. Failure to comply with these restrictions and limitations will result in immediate termination of the license granted herein and other potential legal action.
- Seller makes no representation or warranty as to the suitability or sufficiency of the rights granted herein for the purposes contemplated now or hereafter by you, whether or not previously communicated to Seller, or as to the quality or quantity of any products manufactured or services provided by Seller based upon or utilizing any of the rights conveyed hereunder. Seller makes no representation or warranty that it owns patents, trademarks, or copyrights issued by any country in which the rights covered hereunder may be exercised and assumes no liability for: (i) the validity of any patents, trademarks, or copyrights under which rights are granted herein; and (ii) the inability of you to exercise any rights granted herein for any reason of patents, trademarks, or copyrights of third parties. You acknowledge and agree that nothing herein shall be construed as transferring the copyright or any other right, title, or interest in the Product. Seller specifically retains all right, title, and interest in the Product. You shall not take any action inconsistent with Seller’s rights therein. You shall neither copy, reproduce, forward, nor share with any third party the Posting Kits, Replacement Posters, Notifications, the content of Poster Guard or its website, or any portion of the content thereof.
- In no event shall Seller be liable hereunder for incidental, special, indirect, consequential, or punitive damages even if advised in advance of the possibility for such damage. Except for “Reimbursement” defined herein, Seller’s total liability for damages shall be limited to the total fees due hereunder for the annual invoice upon which a claim is based.
- Seller agrees to reimburse you for fines imposed by any federal, state or local government authority arising out of the failure of the Posting Kits or any mandatory update from Poster Guard to conform to any applicable federal, state or local law, rule or regulation (“Reimbursement”), subject to the terms herein. In order to receive Reimbursement, the fined Location must (a) demonstrate that it properly displayed the most recent materials provided by Seller as part of Poster Guard prior to the fine (to qualify, posters must be displayed as of the date of delivery to the shipping address you have provided); and (b) provide Seller with a copy of the claim and/or agency citation and penalty assessments within ten (10) business days of the Location’s receipt of the same. This limited indemnity for Reimbursements applies to the specific Posting Kits you have purchased, and does not cover posting requirements that may be mandated for your company’s specific business or industry, specific government contractor or funding terms, state or local government contractor compliance, union agreements or other contracts, or other mandates unique to your company’s business practices, and does not cover any damages relating to employment litigation or federal contract suspension or loss. With respect to your remote/off-site employees enrolled in Poster Guard Remote Worker E-Service, to qualify for Reimbursements you must also must demonstrate that your company used the E-Service properly for off-site employees with limited access to your company’s physical posting display sites, that the remote employees were provided with Internet access, and that your company provided Seller with correct email addresses for the remote employees. With respect to the Binder Kits, to qualify for Reimbursements you must also demonstrate that your company used the Binder Kits properly for off-site employees with limited access to your company’s physical posting display sites, or for locations without walls such as mobile service units or kiosks. You understand and agree that the Binder Kits are not a substitute for laminated, full-sized postings for your company’s physical worksites with walls.
- In the event of your breach of these Terms and Conditions, you shall fully defend, indemnify and hold Seller harmless from any claim, liability, loss, damage or expenses (including reasonable attorneys’ fees) arising therefrom.
- These terms shall be binding upon you, your representatives, successors, administrators and assigns and the rights and obligations herein may not be assigned or delegated in whole or part by you to any third party without the prior written consent of both of the parties. These terms may not be changed, modified, amended or supplemented, except on written consent of both parties.
Last Updated: 1.22.2020