Terms of Use

Website Terms of Use, Acceptable Use Policy and Linking Agreement

January 2021

I. Terms of Use

1 About our Terms

1.1 These Terms explain how you may use this website (the Site).

1.2 References in these Terms to the Site includes the following websites: https://www.harrisonclarke.com, https://www.harrison-clarke.com, and all associated web pages.

1.3 You should read these Terms carefully before using the Site.

1.4 By accessing or using the Site or otherwise indicating your consent, you agree to be bound by these Terms and the documents referred to or contained in them.

1.5 If you do not agree with or accept any of these Terms, you should stop using the Site.

1.6 If you have any questions about the Site, please contact us by e-mail info@harrisonclarke.com. The Site is hosted by HubSpot, Inc., 25 First Street, 2nd Floor, Cambridge, MA 02141 USA, https://www.hubspot.com.

1.7 Definitions

Acceptable use policy – means our acceptable use policy contained below, which governs your permitted use of the Site;

Content – means any text, images, video, audio or other multimedia content, software or other information or material submitted to or on the Site;

Site – has the meaning given to it in clause 1.1;

Terms – means these terms and conditions of use set out in this section I as updated from time to time under clause 11 and sections II and III below;

Unwanted Submission – has the meaning given to it in clause 6.1;

we – means Harrison Clarke International Inc., registered in the State of California having a place of business at 548 Market St, Suite 15352, San Francisco, California 94104, United States with EIN: 82-2507436 and having an office at 230 Park Ave, 3rd Floor, New York, NY 10169, United States (and us or our shall have the same meaning). References to we, our and us or Harrison Clarke in these Terms also include our group companies from time to time including Harrison Clarke International Ltd, a company registered in England and Wales under company registration number 10541771 with VAT registration number 262 942393 with its registered office at Harrison Clarke International Ltd., 6 Mitre Passage, 8th Floor, London, SE10 0ER, United Kingdom; and

you – means the person accessing or using the Site or its Content (and your shall have the same meaning).

1.8 Your use of the Site means that you must also comply with our Acceptable Use Policy as provided below (at section “II”) and our Linking Agreement as provided below (at section “III”), where applicable.

2. Using the Site

2.1 The Site is for your non-commercial use only.

2.2 You agree that you are solely responsible for:

• • • all costs and expenses you may incur in relation to your use of the Site; and
    • where applicable, keeping any password and other account or log-in details confidential.

2.3 When accessing and using this site, you are responsible for compliance with any local laws.

2.4 We may prevent or suspend your access to the Site if you do not comply with any part of these Terms, any terms or policies to which they refer or any applicable law.

3 Your privacy and personal information

3.1 Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our privacy policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities in the event you have a query or complaint about the use of your personal information.

3.2 Our privacy policy and cookies policy are available here https://www.harrisonclarke.com/privacy-policy/ and https://www.harrisonclarke.com/cookies-policy/.

4 Ownership, use and intellectual property rights

4.1 The Site and all intellectual property rights in it including but not limited to any Content are owned by us, our licensors or both (as applicable). Intellectual property rights means rights such as: copyright, trade marks, domain names, design rights, database rights, patents and all other intellectual property rights of any kind whether or not they are registered or unregistered (anywhere in the world). We and our licensors reserve all of our and their rights in any intellectual property in connection with these Terms. This means, for example, that we and they remain owners of them and free to use them as we and they see fit.

4.2 Nothing in these Terms grants you any legal rights in the Site other than as necessary to enable you to access the Site. You agree not to adjust to try to circumvent or delete any notices contained on the Site (including any intellectual property notices) and in particular in any digital rights or other security technology embedded or contained within the Site.

4.3 Trade marks: Harrison Clarke and the associated logos featured on the Site have been filed for, and registered for, trade mark protection in the US, the European Union, and the United Kingdom. The use of any trade marks on the Site is strictly prohibited unless you have our prior written permission. For further information, please see our Intellectual Property Notice at https://www.harrisonclarke.com/intellectual-property-notice/.

5 Submitting information to the Site

5.1 While we try to make sure that the Site is secure, we cannot guarantee the security of any information that you supply to us and therefore we cannot guarantee that it will be kept confidential. For that reason, you should not let us have any patentable ideas or patent applications, advertising or marketing suggestions, prototypes, or any other information that you regard as confidential, commercially sensitive or valuable (Unwanted Submissions). While we value your feedback, you agree not to submit any Unwanted Submissions.

5.2 We may use any Unwanted Submissions as we see reasonably fit on a free-of-charge basis (bear in mind that we have no way of knowing whether such information is confidential, commercially sensitive or valuable because we do not monitor the Site to check for these matters). Therefore, we will not be legally responsible for keeping any Unwanted Submissions confidential nor will we be legally responsible to you or anybody else for any use of such Unwanted Submissions.

6 Accuracy of information and availability of the Site

6.1 While we try to make sure that the Site is accurate, up-to-date and free from bugs, we cannot promise that it will be. Furthermore, we cannot promise that the Site will be fit or suitable for any purpose. Any reliance that you may place on the information on the Site is at your own risk.

6.2 We may suspend or terminate operation of the Site at any time as we see fit.

6.3 Content is provided for your general information purposes only and to inform you about us and our products and news, features, services and other websites that may be of interest. It does not constitute technical, financial or legal advice or any other type of advice and should not be relied on for any purposes.

6.4 While we try to make sure that the Site is available for your use, we do not promise that the Site is available at all times nor do we promise the uninterrupted use by you of the Site.

7 Hyperlinks and third party sites

The Site may contain hyperlinks or references to third party websites other than the Site. Any such hyperlinks or references are provided for your convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party website does not mean that we endorse that third party’s website, products or services. Your use of a third party site may be governed by the terms and conditions of that third party site. For more information about the terms of our Linking Agreement, please see section III below.

8 Limitation on our liability

8.1 Except for any legal responsibility that we cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of your personal information, we are not legally responsible for any:

• • • losses that: (a) were not foreseeable to you and us when these Terms were formed; or (b) that were not caused by any breach on our part;
    • business losses; and
    • losses to non-consumers.

9 Events beyond our control

We shall have no liability to you for any breach of these Terms caused by any event or circumstance beyond our reasonable control including, but not limited to, strikes, lock-outs or other industrial disputes; breakdown of systems or network access; or flood, fire, explosion or accident.

10 Rights of third parties

No one other than a party to these Terms has any right to enforce any of these Terms.

11 Variation

These Terms are dated January 14, 2021. No changes to these Terms are valid or have any effect unless agreed by us in writing or made in accordance with this clause 11. We reserve the right to vary these Terms from time to time. Our updated Terms will be displayed on the Site and by continuing to use and access the Site following such changes, you agree to be bound by any variation made by us. It is your responsibility to check these Terms from time to time to verify such variations.

12 Disputes

12.1 We will try to resolve any disputes with you quickly and efficiently.

12.2 If you are unhappy with us, please contact us as soon as possible.

12.3 If you and we cannot resolve a dispute amicably using our complaint handling procedure, we will let you know that we cannot settle the dispute with you as soon as is reasonably practicable. Where applicable to your dispute (such as if you are a consumer of Harrison Clarke or an individual) and if you are normally resident in the European Economic Area (EEA), you may also use the online dispute resolution (ODR) platform to resolve the dispute with us. For more details, please visit the website on the ‘Your Europe’ portal: https://webgate.ec.europa.eu/odr/. Unfortunately, the right to use this ODR platform does not apply to you if you are a business user or if you are normally resident or established outside of the EEA.

12.4 If you want to take court proceedings, the Courts of England & Wales will have exclusive jurisdiction in relation to these Terms, our Acceptable Use Policy and our Linking Agreement.

12.5 Relevant English & Welsh law will apply to these Terms, our Acceptable Use Policy and our Linking Agreement.

II. Acceptable Use Policy

1. Introduction

Together with our Terms of Use (at section I) and our Linking Agreement (at Section II), this Acceptable Use Policy (Policy) governs how you may access and use the Site.

2. Acceptable use

We permit you to use the Site only for primarily for accessing information about us, the services that we provide to candidates and clients and any information relating to job openings, opportunities or positions. You may also use the Site to send us information about openings in your business, to provide us with information about you as a potential candidate or user of our services, or to apply for open positions. Use of the Site in any other way, including in contravention of any restriction on use set out in this Policy, is not permitted. If you do not agree with the terms of this Policy, you may not use the Site.

3. Restrictions on use

As a condition of your use of the Site, you agree:

• not to use the Site for any purpose that is unlawful under any applicable law or prohibited by this Policy or our Terms of Use or Linking Agreement;
• not to use the Site to commit any act of fraud;
• not to use the Site to distribute viruses or malware or other similar harmful software code;
• not to use the Site for purposes of promoting unsolicited advertising or sending spam;
• not to use the Site to simulate communications from us or another service or entity in order to collect identity information, authentication credentials, or other information (“phishing”);
• not to use the Site in any manner that disrupts the operation of our Site or business or the website or business of any other entity;
• not to use the Site in any manner that harms minors;
• not to promote any unlawful activity;
• not to represent or suggest that we endorse any other business, product or service unless we have separately agreed to do so in writing;
• not to use the Site to gain unauthorised access to or use of computers, data, systems, accounts or networks;
• not to attempt to circumvent password or user authentication methods; and
• to comply with the provisions relating to our intellectual property rights contained in our Terms of Use at section I above, and our Intellectual Property Notice https://www.harrisonclarke.com/intellectual-property-notice/.

4. Applications and Submissions

• We may make applications and submissions services available whereby you can submit your personal details with a view to providing information about yourself as a candidate, to submit information about your company and your hiring needs (Submissions), or in order to directly apply for a job offer advertised on the Site (Applications) (Applications and Submissions Services) available on the Site. Any personal data submitted via our Site is always processed in accordance with our Privacy Policy (available here: https://www.harrisonclarke.com/privacy-policy/).
• We are not obliged to monitor or moderate or respond to Applications or Submissions made via our Site.
• We may remove or edit any job offers advertised on the Site at any time whether you have made an Application or not, and we may also suspend or remove our Applications and Submissions Services at any time.
• Any Application or Submission you make must comply with our standards set out below.

5. Standards

Any Submission or Application via our Site must conform to standards of accuracy, decency and lawfulness, which shall be applied in our discretion, acting reasonably. In particular, you warrant that any Submission or Application is:

• lawfully submitted;
• factually accurate;
• provided with the necessary consent of any third party;
• not defamatory or likely to give rise to an allegation of defamation;
• not offensive, obscene, discriminatory or deceptive; and
• unlikely to cause offence, embarrassment or annoyance to others.

6. Breach

We shall apply the terms of this Policy in our absolute discretion. In the event of your breach of this Policy we may terminate or suspend your use of the Site and/or delete, terminate or suspend any Submissions or Applications, and/or disclose any Submissions or Applications to law enforcement authorities and/or take any action we consider necessary to remedy the breach.

III. Linking Agreement

We do not object to third-party websites providing links to our Site but we do require compliance with the following conditions:

• You may link to our home page only or to any blog or insights or articles pages that we may publish from time to time. You may not create links to any other page or file (for example any job postings or opportunities) forming part of our Site without our prior written permission.
• Our pages must load into the user’s entire window and not load into frames or any other browser or border environment on your website or any other third-party website or place.
• The logos on our website as set out in our Intellectual Property Notice (available here: https://www.harrisonclarke.com/intellectual-property-notice/) are proprietary registered and unregistered trade marks or company names or trade names of Harrison Clarke International Limited and/or Harrison Clarke International Inc. Use of our trade marks, trade names, company names or other intellectual property without our permission is expressly forbidden.
• Your use of links to our Site must not be used in a misleading or defamatory context. This includes establishing a link in a way that suggests that you have some association or relationship with us, or implies our approval or endorsement of any of your products or services generally, including products or services available through the website on which you place a link to our Site, where this is not in fact the case.
• You use best practice when linking, e.g. avoid using vague terms such as “click here”, which do not inform the user that they are leaving the website and redirecting to our Site. Instead, use the following wording alongside any link to our Site “For further information visit Harrison Clarke’s website”’.
• Your use of links to our Site must not be placed on a website that itself does not meet the acceptable use requirements of our Terms of Use, Acceptable Use Policy or this Linking Agreement.
• We reserve the right to withdraw permission to link to our Site at any time and, if we do so, you must remove all links and take such other action as we may reasonably require immediately.

Hyperlinking by us to third-party sites

We are not responsible for the content, functionality or reliability of any linked websites featured on our Site. Our inclusion of links on this Site to third-party websites does not constitute an endorsement of the material published on those websites. To report a broken link, please contact us.