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TERMS OF USE

PLEASE READ ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT WITH HR Downloads Inc. (herein "HRdownloads") CAREFULLY. BY CLICKING "I Agree," OR BY USING THE HRdownloads WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, EVEN IF YOU HAVE NOT READ THEM. IT IS IMPORTANT TO READ THIS ENTIRE AGREEMENT. IN PARTICULAR, IT CONTAINS PROVISIONS THAT MAY LIMIT YOUR RIGHTS, SUCH AS THE SECTIONS ENTITLED “LIMITATIONS” AND “SALE DETAILS.”

Services and Memberships: HRdownloads provides various products and services ("Services"), including, without limitation, HR Fundamentals™, Survey Architect,

Live HR Advice, Online Employee Training, Policy Manual Wizard, Job Description Generator, HR Complete™, HRdrive™, and consulting services that include policy manual audits, custom training, and survey analysis. Access to all Services requires a membership. Limited Services can be accessed through a free, time-limited ‘trial’ membership. These Terms of Use apply to all users, including those using HRdownloads' Services on a 'trial' basis, or through any partnership, distribution, or association arrangement.

All HRdownloads member Services are provided for a minimum twelve (12) month term basis. Prior to the end of the term, HRdownloads will contact the member to inquire if they would like to renew their paid membership. HRdownloads does not auto-renew any of its Services, unless authorized by the customer.

Customer: HRdownloads memberships are for use by business entities, academic institutions, or other employer organizations. A customer account can only be set-up under the legal name of the employer entity (which may include a sole proprietor). Individual members are set-up as "users" under the main membership customer, being the business or organization. The number of users depends on the selected services. Individual users must all be employees and/or owners of the business or organization, unless HRdownloads chooses to make an exception.

HRdownloads reserves the right to provide buying groups and Franchise operations, where memberships are intended to be used by non-head or corporate office, with a customized membership/user structure and pricing.

Intellectual Property: Copyright © 2019 HR Downloads Inc. All rights reserved. The contents of this site, the Services, and any other material provided by HRdownloads are owned by and copyrighted by HRdownloads and its suppliers and may contain trademarks of HRdownloads or others. You may print, copy, or save documents for internal customer use only; however, you may not repurpose, redistribute, or resell in any way. Note that printing, copying, or saving documents does not extend to HRdownloads Online Employee Training service. HRdownloads Online Employee Training is solely to be used via the HRdownloads software platform and the service or course content therein cannot be repurposed, modified, or disseminated orally or via the HRdownloads platform either internally or to a third party at any time without the express written consent of HRdownloads. Using HRdownloads’ Services and products does not give any customer, member or their employees, ownership of any intellectual property rights in such Services or products whatsoever.

Unauthorized use beyond that contained in the previous paragraph may violate copyright, trademark, and other laws. HRdownloads reserves the right to revoke membership privileges should a member violate these Terms of Use in addition to and not in substitution for any other remedies HRdownloads may have at law or in equity.

HRdownloads accepts no liability for the intended use of, or misuse of any Services provided.

HRDownloads Services: HRdownloads’ HRdrive, Online Employee Training, and Survey

Architect are solely to be used by members of this service(s), online, as intended. Online Employee Training courses may only be assigned to members' employees and/or individuals who perform work with, for, or under that member. At no time can Online Employee Training content, including but not limited to copy, text, images, audio, and design be modified, repurposed, redistributed or resold, whether for profit or not. It is the responsibility of members of HRdownloads Services to ensure that "Trainees" or "Employees" using the Services do not violate these Terms of Use and are made aware of these terms and conditions.

The email functionality of HRdownloads HRdrive, Online Employee Training, and Survey Architect, or any other HRdownloads services, cannot be used to distribute Commercial

Electronic Messages (as such term is defined for purposes of Canada’s Anti-Spam Legislation), or any other messages regulated by anti-spam legislation of any other jurisdiction, whatsoever. This includes, but is not limited to, encouraging recipients to engage or participate in a commercial activity regardless of existing or non-existing business relationships, and/or regardless of having obtained express or implied consent. HRdownloads’ Online Employee Training and Survey Architect email use must solely be used as intended, including but not limited to: assigning documents for electronic employee approval, sending deadline reminders for assigned content, course assignment, course tracking, course completion, changing of settings, obtaining employee/customer feedback etc., and cannot contain any solicitation for services or products. HRdownloads is neither liable nor responsible for any misuse or violation of the inherent purpose of its HRdrive, Online Employee Training, and Survey Architect, and reserves the right to revoke membership privileges without a refund should a member use the service for any means other than its intended use, or use contrary to Canada's Anti-Spam Legislation, in addition to any other remedy available to HRdownloads at law or in equity.

Login IDs and Passwords: Access to HRdownloads’ Services and its platforms (including the HRdrive, "Trainee," or "Employee" facing Online Employee Training platform) require a login ID and password. Upon being accepted as a member, HRdownloads will provide a unique ID and password which allows access. It is the responsibility of members and/or users to protect that information, including without limitation, to use effective passwords that are not easily guessed or discoverable, and keep login IDs and passwords confidential. Members and/or users are responsible for any activity that occurs under their login ID. Members and/or users who discover any compromise of login IDs and/or passwords, or suspected unauthorized use of the site using their identity, must change their password and immediately report the suspected misuse to HRdownloads, including sharing of user names and passwords.

Limitations: While HRdownloads uses reasonable efforts to maintain this site and all of its other Services in an up-to-date fashion, to the extent permitted by law, it excludes and does not represent or warrant the completeness, fitness, timeliness, or accuracy of any information contained on this site, or any of its Services, for any purpose whatsoever, whether in English or French, and may make changes thereto at any time in its sole discretion without notice. All information and Services provided by HRdownloads, whether in English or French, is provided to members and/or users "as is," "with all faults," "as available," and at the sole risk of members and/or users. Our human resources information, including Live HR Advice recommendations, are based on seasoned, best practice field experience and should not be construed as legal advice.

HRdownloads does not guarantee 100% replication of English language content in French language. For all the content on HRdownloads’ website, the English language version is the official and original copy. HRdownloads' online services provided in French are not guaranteed to be an exact duplicate or replication of the English content, or vice versa. Language has various subtleties which cannot be entirely captured, and content may be different and/or lacking per the language selected based on considerations beyond mere replication.

Members and/or users are responsible for how they use the Services, whether in English or French, and without limitation, members and/or users are responsible for how they use, alter, and implement any documents provided as part of the Services. The HRdownloads website and its affiliated platforms are intended to supply general information only, and not specific human resources or other advice particular to one business entity or environment. All members and users are encouraged to consult their own legal advisors with respect to information obtained from HRdownloads and the application of such information to their specific situation.

HRdownloads’ Services may require significant bandwidth or data usage. Members and/or users are responsible for all charges incurred from their ISP or mobile network service provider in accessing, downloading, or using HRdownloads’ Services.

All promises made by HRdownloads are contained in this agreement. No promises implied by law (whether described as warranties, conditions, representations, or otherwise, and whether relating to merchantability, fitness, non-infringement, or otherwise) apply.

You cannot collect any damages whatsoever, including, without limitation, direct, indirect, consequential, exemplary or punitive, from HRdownloads for any reason (whether under legal theories of contract, tort, negligence, strict liability, operation of law or otherwise) or that exceed the amount paid by you to HRdownloads hereunder for any products or Services that the claim arises from.

HRdownloads relies on these limitations when entering this agreement and setting its fees. They are a fundamental and essential part of our arrangement, and apply even if this agreement has failed in its fundamental or essential purpose, or has been fundamentally breached.

Governing Law: This site is governed by the laws of the Province of Ontario, Canada, excluding any conflicts of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods. Any legal action against HRdownloads shall take place in the courts of the Province of Ontario. The parties attorn to the nonexclusive jurisdiction of the courts of Ontario.

Links: You may link to the HRdownloads website; however, you may not place full or partial pages within frames on your site.

Any third party sites that are linked to the HRdownloads website are not under HRdownloads' control. HRdownloads is not responsible for anything on the linked sites, including, without limitation, any content, links to other sites, any changes to those sites, or any policies those sites may contain. HRdownloads provides links as a convenience only and such links do not imply any endorsement by HRdownloads of those sites.

HRdownloads offers potential marketing partnerships to qualified parties who wish to link to, upload, or reference HRdownloads' content, including marketing related materials, videos, collateral, and/or documentation of any kind. Permission must be obtained prior to linking to or referencing HRdownloads' content.

Privacy: Please see our Privacy Policy. The "contact us" email feature on the HRdownloads website is like any email service, and is not a secure facility. We discourage you from using it to send sensitive or private information.

Confidential Information: Confidential Information is all information provided to HRdownloads that is not generally known to the public, whether of a technical, business, or other nature (including, without limitation, any employee information, business plans, finances, identity and number of your employees, or contractors and their backgrounds or knowledge), whether or not identified as being proprietary and/or confidential, or that by the nature of the circumstances surrounding the disclosure or receipt ought to be treated as proprietary and/or confidential.

Confidential Information shall not include (except for any personally identifiable information about an individual that relevant privacy legislation or policies do not allow to be disclosed): (a) any Confidential Information that is in the public domain at the time of its disclosure or which thereafter enters the public domain through no action of HRdownloads, direct or indirect, intentional or unintentional; (b) any Confidential

Information which HRdownloads can demonstrate was in its possession or known to it prior to its receipt, directly or indirectly, from you; (c) any Confidential Information that is disclosed to HRdownloads by another party not in violation of the rights of the other party or any other person or entity; (d) any Confidential Information which is either compelled by law or by the order of a court of competent jurisdiction to be disclosed; and (e) any Confidential Information that HRdownloads has anonymized and aggregated for statistical purposes.

HRdownloads shall (i) not use Confidential Information for any purpose other than providing its Services to you; (ii) not disclose Confidential Information to anyone without your prior written authorization; (iii) handle, preserve, and protect Confidential Information with at least the same degree of care that it affords its own Confidential Information; (iv) disclose Confidential Information only to its employees or subcontractors who require such information in order to perform the Services, and are under confidentiality obligations.

Phone Support: To gain access to HRdownloads Services or to obtain customer support, you understand that you may be required to speak with a company representative by phone and that all calls between HRdownloads' staff members and members and/or users, are recorded for quality assurance purposes. To protect the integrity of the account, HRdownloads services and privileges are provided only to the person/user name on the account and as such a validation may be required prior to consultation with an HRdownloads representative.

HRdownloads does not accept as customers competitive market players who offer any of the same or similar services as HRdownloads, including Online employee files, document delivery and electronic employee sign-off, Employee/Customer Surveys, Online Employee Training, instructor-led training, HR advice, HR advisory, HR consulting, HR policy development, HR tools, templates, and guides of any kind.

However, HRdownloads may offer a partnership or an affiliate program to those whom HRdownloads decides to qualify.

Resale and distribution of HRdownloads content or Services: At no time whatsoever shall any customer, member or their employees resell, distribute, or make available to a non-member on any basis any HRdownloads products or Services without prior written permission from HRdownloads.

Sale Details: HRdownloads tries to provide accurate information on its website, through its Services and affiliated platforms, but errors may occur. HRdownloads reserves the right to change the products and Services available and prices without any notice or liability. HRdownloads cannot guarantee products or Services advertised on the site and/or its affiliated platforms will be available when ordered or thereafter. HRdownloads reserves the right at any time to reject, correct, cancel, or terminate any sale for any reason whatsoever. If you order products or Services for which the price was incorrectly displayed, HRdownloads will provide you with an opportunity to place an order at the correct price. If you order products or Services that are not available, HRdownloads will notify you by email and/or by telephone. HRdownloads reserves the right to limit quantities sold. Nothing on the site is an offer to sell. Your properly completed and delivered quote approval is your offer to purchase the products or Services contained in your order. Your purchase is deemed accepted only if and when HRdownloads sends an order acceptance to your email address.

Cancellation of Service: HRdownloads membership pricing is based on a minimum twelve (12) month term. We do not offer membership cancellations or refunds during the term of the membership. However, there is no obligation to continue as an HRdownloads customer once your membership term expires.

Changing these terms: HRdownloads may change these Terms of Use by updating this web page (https://www.hrdownloads.com/terms-of-use). These Terms of Use were last reviewed on January 7, 2019.

Nothing on this site is intended to be an offering for sale of HRdownloads securities to the public.

HRdownloads™ may be contacted at:
195 Dufferin Ave, Suite 800
London Ontario
N6A 1K7
Phone: 1-877-438-9763
E-mail: support@hrdownloads.com

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PRIVACY POLICY

We take your right to privacy seriously and want you to feel comfortable using our web site. This Privacy Policy deals with personally identifiable information (referred to as "Data" below) that may be collected by us on our site. This Policy does not apply to other entities that we do not own or control or persons that are not our employees, agents or within our control. Please take time to read our Terms of Use.

This web site at www.hrdownloads.com (the "Site" or "us" or "we") is operated by HRDOWNLOADS INC.

Our postal address is:

HRdownloads Inc.
195 Dufferin Ave, Suite 800
London, Ontario
Canada N6A 1K7

We can be reached via e-mail at support@hrdownloads.com

This Privacy Policy Statement sets forth the policies and practices with respect to information or data gathered regarding users, and subscribers of this Site (the "Subscriber" or "you"). The registered user features of the Site are available to businesses only and are not to be used for personal consumer use. This Privacy Policy is part of the Terms of Use of the Site, and together with the Terms of Use represents the complete agreement between you and us regarding your use of the Site. The Terms of Use can be found here.

This Site does not knowingly seek or collect any personal information or data from persons under the age of 18.

1. Notice and Use. Use of the Site by you constitutes your express assent to the use of your personal information collected by the Site. If you do not agree to these terms, please do not disclose any personal information through this Site.
   
   CAREFULLY READ THIS PRIVACY POLICY STATEMENT BECAUSE BY YOUR SUBSCRIPTION TO AND USE OF THIS SITE YOU WILL BE EXPRESSLY SIGNIFYING THAT YOU AGREE TO THIS POLICY STATEMENT AND THAT YOU ASSENT TO THE COLLECTION AND USE OF ANY PERSONAL INFORMATION THAT YOU SUPPLY OR THAT IS OBTAINED ABOUT YOU AS DETAILED IN THIS POLICY STATEMENT.
   
   If we decide to change our privacy policy, we will post those changes on this page on the Site so that you are always aware of what information we collect, how we use it, and under what circumstances we disclose it. You are responsible for reviewing this Privacy Policy Statement periodically to ensure that you are aware of any changes to it.
2. The Information We Collect. When you sign-on as a Subscriber of this Site, you will be required to provide certain personal as well as demographic information which may include, but is not necessarily limited to, your name, address, e-mail address, username and password, and your age.
   
   If the Site features or conducts any special events, special promotions or offers, contests or polls, you may be asked to provide information in order to participate, if you voluntarily provide that information, all such information may be collected by the Site and included in our user database.
   
   In the course of using our Site, we automatically track certain information such as your IP addresses and E-mail addresses. Many sites automatically collect this information. The information that is collected may also indicate your special preferences or requests. If you choose to post messages in the message areas and services provided by or through the Site, we will only display such information about you as you choose to reveal. If you choose to disclose any personal identifiable information in these areas, such information will become publicly available. Please be aware that information such as your user name, e-mail address, or other submissions that you make on the Site may contain personally identifiable information. You should exercise caution when deciding whether to disclose personal identifiable information. This Site collects any and all such information and includes it in its user database.
   
   If you send us, or any of our employees, agents or representatives, any personal correspondence, such as E-mails or letters or any other means, or if other users or third parties send us correspondence about your activities or postings on the site, or other Subscriber's, or comments about you in our complaints department, we may collect such information regarding that communication and include that information in our user database.
3. Security of Personal Information Collected by the Site. Consistent with the Policies set forth in this Privacy Statement, the Site has adopted and implemented reasonable and technologically feasible procedures for maintaining the security, accuracy and integrity of all personal information relating to you that is collected by the Site. As "perfect security" does not exist on the Internet, you should consider any information provided to or collected by the Site as non-confidential, and consequently the Site assumes no liability or responsibility if any information relating to you or any other person is intercepted and/or used by an unintended recipient. The Site also links to a wide variety of other web sites, and the Site may contain advertisements of third parties. We are not responsible for the content and the privacy practices of other web sites or how they treat information about their visitors and users, and encourage you to examine each site's privacy policy and disclaimers and make your own decisions regarding the accuracy, reliability, and correctness of material and information found.
4. Our Use of Your Information. Except if you voluntarily register as an advertiser with the Site, or provide a specific query or comment to the Site through the "contact us" link on the Site, the Site will not obtain, collect, copy, use, transfer, sell nor save any unique, personal or identifying information from you, save as otherwise provided herein.
   
   As well, the Site may collect, use and store (but only in its own data facility) http requests to our server. These logs capture computer information, navigation and clickstream data. Some of the information collected does not identify who you are. Other information, such as your domain name or IP address, may identify you depending on the naming standards followed by your Internet Service Provider. You may wish to ask them about their polices and practices.
   
   While we make no attempt to link the information captured to the identity of individuals, the information captured does identify the following: (a) the Internet domain and IP address from which you access our web site; (b) the type of browser and operating system used to access our site; (c) screen resolution of your monitor; (d) the date and time you access our site; (e) the pages you visit; and (f) if you linked to our Site from another web site, the address of that web site.
   
   This information is used to help us make our site more useful to our users by learning about the number of visitors to our site, and by monitoring traffic patterns and the types of technology our visitors use.
   
   The Site will not use "cookie" or similar technology such as clear gifs on the Site for any purpose at any time; provided that the Site may display clear gif banner ads in connection with queries prohibited under this Agreement (e.g., illegal or "blacklisted" queries). We may use third-party advertising companies to serve ads on our behalf and they may use clear gifs to measure advertising effectiveness.
   
   The Site may internally use your personally identifiable information to improve our marketing efforts, to statistically analyze site usage, to improve our content and product offerings as well as to customize the Site's content and layout. We believe these uses allow us to improve the Site and better tailor your online experience.
   
   We also send periodic informational updates to our Subscribers via E-mail.
   
   We use personally identifiable information to resolve disputes, troubleshoot problems and enforce our User Agreement.
5. Our Disclosure of Your Information. In order to maintain a healthy community, the Site cooperates with all law enforcement inquiries and with all third parties to enforce their intellectual property or other rights.
   
   We reserve the right to disclose your personally identifiable information and any other information about you in our user database as required or permitted by law and when we believe that disclosure is necessary to protect our rights and/or to comply with a judicial proceeding, court order, or legal process served on our Web Site.
   
   In the course of daily operations, access to your personally identifiable information is limited to our employees with a legitimate reason for accessing it.
   
   We may transfer your personally identifiable information to a third party in connection with a sale, merger, or other disposition (whether of assets, stock, or otherwise) of our business.
   
   In order to better meet your needs, we may share some of your personally identifiable information with our affiliates. We will only do this with your express consent and you may withdraw this consent at any time. The procedure for withdrawing consent is outlined below under the section "Opting Out."
   
   There may be occasions when you will be presented with special offers either from the operators of the Site or from third-party service or content providers, which may include consent to receive e-mail solicitations, communications, newsletters, commercial advertising, or other promotional or special event materials (collectively referred to as "Offers")":
   
   "OPT-IN" -- Some Offers may be presented to you with the option to express your preference by either clicking or entering "accept" (alternatively "yes") or "decline" (alternatively "no"). By selecting or clicking the "accept" or "yes" you indicate that you "OPT-IN" to that Offer and thereby agree and assent that your personal information and data may be disclosed to third-parties.
   
   "OPT-OUT" -- Other Offers may be presented with a pre-selected preference or choice. If you do not deselect the pre-selected preference of choice (i.e. "OPT-OUT" of the Offer) then the Site may transfer your personal profile information to the third-party service or content provider making the Offer. If you deselect the pre-selected preference then no personal information about you may be disclosed to any third-party service or content provider.
   
   The Site also offers you a procedure for "Opting-Out" if you subsequently choose to revoke any consent to receive Offers by E-mailing support@HRDownloads.com, and entering in the exact E-mail address to be "Opted-Out".
6. Your Use of Other Subscribers' Information. You may not use other Subscribers' information for commercial purposes, to spam, to harass, or to make unlawful threats. The Site reserves the right to terminate the Subscription of those who misuse other Subscribers' information or who otherwise violate the Terms of Use of the Site.
7. Control of Your Password. You shall take personal responsibility for the care, control, and confidentiality of your password used to access and use the Site. You may not disclose your password to any third parties or share it with any third parties. If, despite the foregoing, you lose control of your password, you may lose substantial control over your personally identifiable information and may be subject to legally binding actions taken on your behalf. Therefore, if your password has been compromised for any reason, you should immediately change your password.
8. Reviewing and Changing Your Personally Identifiable Information. Once you register, you will be able to review and change much of your personally identifiable information at the Site including:
   
   Your E-mail address
   Your city, province, postal code
   Your password
   Your profile
   
   Please promptly update your information if it changes by logging in to your account and following the screen prompts. We strongly urge you to periodically change your password to help reduce the risk of unauthorized access to your account information.
   
   We will retain in our user database information you have requested to remove in some circumstances, such as to resolve disputes, troubleshoot problems, enhance security, reduce fraud, comply with Federal and Provincial law, and to enforce our Terms of Use Agreement.
   
   You have the following choices to modify or delete your profile information from our user database:
   
   Send an E-mail to support@hrdownloads.com
   Log in with your password and modify/delete your profile;
   Send a notice by mail to our postal address shown above
9. Terms and Conditions of Subscription. You should carefully read each of the terms and conditions of Subscription to this Site. By accepting a Subscription to this Site you are unconditionally accepting all of those terms and conditions. Some of those terms and conditions may also affect the right of this Site to use information that it has gathered from you.
   
   In the event of any conflicts between the Terms of Use and this Privacy Policy, the provisions of this Privacy Policy shall control.

STATEMENT OF COMMITMENT

HRdownloads is committed to providing a barrier-free environment for all stakeholders, including our clients/customers, employees, job applicants, suppliers, the public and any visitors who may enter our premises, access our information, or use our services. As an organization, we respect and uphold the requirements set forth under the Accessibility for Ontarians with Disabilities Act (AODA) and its associated standards and regulations and will ensure that we offer a safe and welcoming environment that is respectful of each person's dignity and independence.

The goal of the AODA is the achievement of a fully accessible Ontario through the identification, prevention and removal of barriers. To meet this objective and the requirements under the AODA, HRdownloads has, and will continue to, incorporate accessibility measures into our policies, procedures, training, websites, environment and best practices (as identified in our Multi-Year Accessibility Plan).

The AODA's key principles of integration, equality, dignity and independence will be applied regardless of whether an individual is:

• Working within or visiting our office;
• Accessing our information;
• Procuring our services and support online or via our phone-in services; or
• Welcoming us into their place of employment.

As an organization, HRdownloads is dedicated to meeting the needs of individuals with disabilities in a timely manner. We understand that providing a barrier-free environment is a shared effort, and as an organization, we are committed to working with the necessary parties to make accessibility a reality for all.

Questions or concerns regarding HRdownloads' Accessibility Policy and Multi-Year Accessibility Plan are to be directed to the Human Resources Coordinator or submitted via the company's AODA Feedback Process.