PLEASE READ THESE TERMS CAREFULLY. THEY ARE A BINDING AGREEMENT GOVERNING YOUR ACCESS TO AND USE OF THE SITE.
These Terms of Use (“Terms”) govern access to and use of AplombHR.com and any other AplombHR webpage that links to these Terms (collectively, the “Site”). The Site is owned and operated by Aplomb LLC, doing business as AplombHR (“AplombHR,” “we,” “us,” or “our”).
By clicking a button or checking a box that references these Terms, creating or accessing a portal account after being presented with these Terms, submitting a Site form that provides reasonably conspicuous notice of these Terms, or otherwise accessing or using the Site after receiving reasonably conspicuous notice, you agree to these Terms and acknowledge the AplombHR Privacy Policy. If you do not agree, do not access or use the Site. If you use the Site on behalf of a company, organization, or other entity, you represent that you have authority to bind that entity, and “you” includes both you and that entity.
SECTION 19 REQUIRES MOST DISPUTES TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION, RATHER THAN IN COURT, AND INCLUDES A WAIVER OF CLASS AND REPRESENTATIVE ACTIONS.
SECTION 20 INCLUDES A WAIVER OF JURY TRIAL FOR MATTERS THAT PROCEED IN COURT.
You must be at least 18 years old and legally capable of entering into a binding agreement to use the Site. The Site is intended primarily for business and professional audiences.
AplombHR.com is the primary website of Aplomb LLC. It includes public-facing information about AplombHR, contact and scheduling features, email-list signup, and links or access points through which authorized users may reach client and employee portals.
These Terms govern use of the Site. AplombHR’s payroll administration, human resources outsourcing, benefits administration, compliance and risk management, professional employer organization, and related services (collectively, the “Services”) are provided only under an applicable written client or service agreement. Portal use may also be subject to additional terms, notices, policies, and instructions presented within the portal.
If these Terms conflict with an executed client or service agreement concerning the Services, the executed agreement controls for that subject. If portal-specific terms conflict with these Terms concerning use of that portal, the portal-specific terms control for that subject.
Site content is provided for general informational and marketing purposes. Nothing on the Site constitutes a binding offer, proposal, quotation, service commitment, guarantee, or promise to provide Services. No client, advisory, fiduciary, agency, employment, co-employment, or professional employer relationship is created merely by visiting the Site, submitting an inquiry, scheduling a meeting, joining an email list, or accessing a portal link. Any such relationship arises only as provided in an applicable written agreement.
The Site may contain information about human resources practices, employment compliance, payroll, benefits, risk management, and related topics. That content is general information and is not legal, tax, accounting, investment, insurance, medical, or other licensed professional advice. Laws, regulations, guidance, and business circumstances change, and Site content may not reflect the most current development or apply to a particular situation.
You are responsible for decisions made in reliance on Site content and should obtain advice appropriate to your circumstances. AplombHR’s obligations concerning advice or Services furnished to a client are governed exclusively by the applicable written agreement.
Do Not Track and Preference Signals
Some browsers offer a “Do Not Track” setting. Because there is no uniform standard governing how websites must respond to that signal, the Site does not currently respond to Do Not Track signals.
AplombHR does not sell personal information or use it for cross-context behavioral advertising. Where applicable law requires recognition of an opt-out preference signal, AplombHR will process a legally recognized signal as required.
If you receive credentials or authorization to access a client or employee portal, you must:
You are responsible for activity occurring through credentials assigned to you to the extent permitted by law. AplombHR may suspend or terminate portal access when reasonably necessary to protect security, comply with law, enforce an agreement, or protect AplombHR, its clients, employees, or other users.
Subject to these Terms, AplombHR grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Site for lawful personal, employment-related, or internal business purposes. No other rights are granted.
You may not, directly or indirectly:
The Site and its content, including text, graphics, designs, photographs, videos, software, code, interfaces, databases, selection and arrangement, and other materials, are owned by or licensed to AplombHR and are protected by intellectual property and other laws. Except for the limited right expressly granted in Section 6, you may not reproduce, modify, distribute, publish, display, perform, transmit, license, create derivative works from, sell, commercially exploit, or otherwise use Site content without AplombHR’s prior written permission.
You may print or download a reasonable number of copies of publicly available Site materials solely for your lawful internal business or personal reference, provided you do not modify the materials or remove proprietary notices. This permission does not apply to portal content, confidential materials, software, databases, or materials subject to an applicable client or service agreement.
AplombHR, Aplomb, the AplombHR logo, the tagline “With Poise. With Confidence. With Aplomb.” and other AplombHR names, marks, slogans, designs, and trade dress are trademarks or service marks of AplombHR. No license to use any mark is granted by these Terms. Other names and marks appearing on the Site belong to their respective owners.
You retain ownership of information and materials you submit through the Site. You grant AplombHR a limited, non-exclusive right to receive, store, reproduce, transmit, and use a submission as reasonably necessary to respond to it, fulfill your request, operate and protect the Site, and conduct AplombHR’s business in accordance with the Privacy Policy and applicable law.
If you voluntarily provide an idea, suggestion, or feedback concerning the Site or Services, you grant AplombHR a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that feedback without restriction or compensation. This paragraph does not grant AplombHR ownership of your personal information or confidential client data.
Public-facing forms and scheduling tools are not secure HR intake channels. Do not submit employee records, payroll data, benefits information, Social Security numbers, financial-account information, medical information, passwords, or other sensitive personal information through those features. Authorized users should use the designated secure portal or another secure method identified by AplombHR.
The AplombHR Privacy Policy explains how AplombHR collects, uses, retains, and protects personal information through the Site. By using the Site, you acknowledge that Policy. Additional privacy notices may apply within a client or employee portal or in connection with particular Services.
The Site may provide links or access points to separately hosted client and employee portals and may link to or display scheduling, video, map, social-media, or other technology services. A link does not imply that AplombHR endorses or controls an external service. If another company operates a linked service for its own purposes, your use of that service is governed by its terms and privacy policy. AplombHR is not responsible for independently operated services it does not control.
When you contact AplombHR electronically, schedule a meeting, join an email list, or use an electronic feature, you consent to receive communications electronically concerning that interaction. You may unsubscribe from marketing emails using the unsubscribe mechanism provided, but AplombHR may still send non-marketing communications you requested or that relate to a client, portal, security, legal, or service matter.
AplombHR may modify, update, suspend, restrict, or discontinue any part of the Site at any time. We do not guarantee that the Site or any feature will always be available, uninterrupted, timely, secure, or error-free. Planned or unplanned outages may occur. AplombHR is not responsible for a failure or delay caused by events outside its reasonable control.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND ALL PUBLICLY AVAILABLE SITE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” APLOMBHR DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES CONCERNING THE SITE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, SECURITY, AVAILABILITY, AND RESULTS.
This disclaimer applies to the Site and publicly available Site content. Warranties, service levels, and remedies applicable to Services or a portal are governed by the applicable written agreement and cannot be expanded or reduced by these Terms.
TO THE FULLEST EXTENT PERMITTED BY LAW, APLOMBHR AND ITS AFFILIATES, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING FROM OR RELATING TO THE SITE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF APLOMBHR AND THE FOREGOING PARTIES FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SITE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) THE AMOUNT YOU PAID APLOMBHR, IF ANY, SPECIFICALLY FOR ACCESS TO THE PUBLIC-FACING SITE DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
The exclusions and limitations in this Section do not apply to fraud, gross negligence, willful misconduct, or other liability that cannot lawfully be excluded or limited. They do not alter any liability allocation expressly stated in an applicable client or service agreement.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless AplombHR and its affiliates, members, managers, officers, employees, contractors, agents, licensors, and service providers from claims, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys’ fees, arising from or relating to: (a) your violation of these Terms or applicable law; (b) your misuse of the Site or a portal; (c) your unauthorized access to or use of another person’s account or information; (d) material you submit; or (e) your infringement or violation of another person’s rights.
AplombHR may control the defense and settlement of a matter subject to indemnification, and you agree to cooperate reasonably.
These Terms and any dispute arising from or relating to the Site or these Terms are governed by the laws of the State of New York, without regard to conflict-of-laws principles. Any mandatory law that cannot lawfully be waived remains applicable.
Notwithstanding the parties’ agreement to arbitrate, any action or special proceeding permitted or required to be brought in court concerning the arbitration agreement or an arbitration, including any proceeding to determine whether an agreement to arbitrate was formed, compel or stay arbitration, obtain provisional or injunctive relief, appoint an arbitrator, or confirm, modify, vacate, or enforce an arbitration award shall be brought exclusively in the state courts of the State of New York located in New York County, New York, or, if federal subject-matter jurisdiction exists, the United States District Court for the Southern District of New York, with the action filed in New York County to the extent permitted by that court’s rules and case-assignment procedures. Each party irrevocably submits to the personal jurisdiction of those courts and waives any objection based on venue or inconvenient forum.
PLEASE READ THIS SECTION CAREFULLY. EXCEPT FOR THE LIMITED MATTERS IDENTIFIED BELOW, YOU AND APLOMBHR AGREE TO RESOLVE DISPUTES THROUGH FINAL AND BINDING ARBITRATION, NOT IN COURT. ARBITRATION DOES NOT USE A JUDGE OR JURY, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.
Scope. You and AplombHR agree that any dispute, claim, or controversy between you and AplombHR arising from or relating to the Site or these Terms, including their interpretation, applicability, breach, termination, or enforceability (a “Dispute”), will be resolved by binding individual arbitration. A court, and not the arbitrator, will decide any dispute concerning whether the parties formed an agreement to arbitrate. The arbitrator will decide all other questions concerning the scope, applicability, validity, or enforceability of this Section 19.
Informal Resolution First. Before initiating arbitration, the claimant must send the other party a written notice describing the claimant’s name and contact information, the facts and legal basis of the Dispute, and the specific relief requested. Notice to AplombHR must be sent to the address or legal email listed in Section 26. The parties will attempt in good faith to resolve the Dispute for 30 days after receipt of the notice. Any applicable limitations period will be tolled during that 30-day period.
Administrator, Rules, and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and Mediation Procedures as modified by these Terms. The Federal Arbitration Act, 9 U.S.C. Sections 1 through 16, governs the interpretation and enforcement of this Section 19. If the AAA is unavailable or declines to administer the arbitration and the parties do not agree on a substitute, a court of competent jurisdiction will appoint an administrator or arbitrator under 9 U.S.C. Section 5.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND APLOMBHR KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING FROM OR RELATING TO THE SITE OR THESE TERMS, INCLUDING ANY COURT PROCEEDING PERMITTED UNDER SECTIONS 18 OR 19.
TO THE FULLEST EXTENT PERMITTED BY LAW, ANY CLAIM ARISING FROM OR RELATING TO THE SITE OR THESE TERMS MUST BE FILED WITHIN ONE YEAR AFTER THE CLAIM ACCRUES. OTHERWISE, THE CLAIM IS PERMANENTLY BARRED. THIS LIMITATION DOES NOT APPLY WHERE APPLICABLE LAW PROHIBITS IT.
You are responsible for complying with laws applicable to your use of the Site. The Site is operated from the United States. AplombHR makes no representation that Site content is appropriate or available in every jurisdiction. You may not use or export the Site, its technology, or content in violation of United States export-control, sanctions, or other applicable laws.
AplombHR may update these Terms from time to time. We will post the revised Terms on the Site and change the effective date above. Changes apply prospectively from the stated effective date. If required by law, we will provide additional notice or obtain consent. Your continued use of the Site after revised Terms become effective constitutes acceptance of the revised Terms to the extent permitted by law.
AplombHR may terminate or restrict your access to the Site for violation of these Terms, risk to the Site or others, legal or regulatory reasons, or discontinuation of the Site. You may stop using the Site at any time. Provisions that by their nature should survive termination will survive, including provisions concerning intellectual property, feedback, disclaimers, limitations of liability, indemnification, dispute resolution, and general terms.
Entire Agreement and Order of Precedence. These Terms and the Privacy Policy constitute the entire agreement concerning public-facing use of the Site. An executed client or service agreement shall control with regard to the Services, and applicable portal-specific terms shall control with regard to the portal, in each case to the extent of a conflict.
Assignment. You may not assign or transfer these Terms without AplombHR’s prior written consent. AplombHR may assign these Terms to an affiliate or in connection with a merger, financing, reorganization, sale of assets, or other corporate transaction.
Severability and Reformation. If a provision is found invalid or unenforceable, it will be enforced to the maximum extent permitted and modified only as necessary to make it enforceable. The remaining provisions will remain in effect.
No Waiver. A failure or delay in enforcing a provision is not a waiver. A waiver must be in writing and applies only to the specific instance stated.
No Third-Party Beneficiaries. Except for persons expressly entitled to indemnification or liability protections under these Terms, these Terms do not create rights in any third party.
Headings. Headings are for convenience only and do not affect interpretation.
Questions concerning these Terms may be directed to:
Aplomb LLC d/b/a AplombHR
Email: legal@aplombhr.com
Website: www.aplombhr.com
