Last updated: May 30, 2018
Last updated: May 30, 2018 These Terms and Conditions (“Terms”) applies to this web site, its subdomains and mobile versions and any other website on or accessible via www.ward-howell.com (collectively, the “Websites”) that either link to these Terms or for which no separate Terms are provided.
Some of the Websites may have their own terms and conditions, and certain content on individual Websites may be subject to additional terms. By accessing any other Websites or content within the Websites, you agree to be bound by any additional terms that govern use of each such Website or such content. To the extent that there are no terms and conditions provided on a Website, these Terms apply.
Please read these Terms carefully as they contain important information regarding your legal rights, remedies and obligations with respect to your use of the Websites, including but not limited to various limitations and exclusions, and indemnities.
By accessing or using the Websites, and the services available via the Websites, you signify that you have read, understand and agree to be bound by these Terms in all respects with respect to the Websites. If you are not willing to be bound by each and every term or condition, or if any representation made herein by you is not true, you may not use, and must cease using, the Websites.
As used in these Terms and the Websites, ‘Ward Howell International’, ‘Ward Howell’, ‘us’, and ‘we’ refer to Ward Howell International Ltd, a UK based limited liability company located at 46 Syon Lane, Isleworth, Middlesex, TW75NQ, UK. Ward Howell Ltd is a Member Firm of the global Ward Howell network of firms. Each Member Firm in the Ward Howell network is a separate legal entity. For further details, please see www.pwc.com/structure.
For clarity and comprehension, we have defined certain words used in the Terms and on the Websites. Additional definitions are included elsewhere in the Terms.
"Content" means all materials and content, including designs, editorial, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work.
“Member Firm” means a local partnership, firm or other entity that is a member of the Ward Howell network of firms, each of which is a separate legal entity, as well as any affiliate or subsidiary of any Member Firm.
“Partner” and “Principal” mean an individual who is a partner, principal, member, shareholder or equivalent of a Member Firm, in accordance with terminology commonly used in professional services organizations. Likewise “office” refers to any office of one or more Member Firms in the relevant jurisdiction.
“Ward Howell Parties” refers collectively and inclusively to the individual Member Firms of the Ward Howell network, including their respective officers, directors, partners, principals or equivalent; personnel; affiliates; business associates; licensors; and contractors and subcontractors.
“User” means all users of a Website. “you" means you as an individual user of a Website.
About the Websites
The Websites provide information about Ward Howell, including thought leadership and the services and products we provide. References to “the site,” “the Website,” “the Websites”, and “www.ward-howell.com” include all software, content and features provided within the relevant Website(s).
The Websites offer a range of interactive features, such as access to premium and personalized content, user profiles, reading lists, commenting and other publicly accessible collaborative features. We may add other features from time to time. For more information about registration, please see the Registration section of these Terms.
Informational purposes only
The Websites and content available within them is for informational purposes only. Neither the Websites nor the content available within constitutes professional advice, and neither should be relied upon by you or any third party, including to operate or promote your business, secure financing or capital in any form, obtain any regulatory or governmental approvals, or otherwise be used in connection with procuring services or other benefits from any entity. Before making any decision or taking any action, you should consult with professional advisers.
Changes to and availability of the Websites
The Websites are made available on an “as is” basis with no representation or warranty with respect to their functionality or availability and with no guarantee that they are complete, accurate, or timely nor any guarantee regarding any results you or others may obtain from their use. Access to all or parts of any of the Websites may be suspended at any time without notice.
Submissions, including Comments and Feedback
The Websites may contain functionality that permits you to comment on articles; share materials; provide ideas, proposals, suggestions (“Feedback”); or otherwise make available certain materials through or in connection with your use of the Websites (collectively, “Submissions”).
Whether related to the Websites or otherwise, you acknowledge and agree that your Submissions are not confidential; that your provision of Submissions is gratuitous, unsolicited and without restriction; and that the provision of any Submission does not place Ward Howell under any fiduciary or other obligation.
We may (but have no obligation to) monitor, evaluate, alter or remove Submissions before or after they appear on the site; however, we have no control over and are not responsible for any use or misuse (including any distribution) by any third party of Submissions.
If you choose to make publicly available any of your personally identifiable or other information through the Websites (for example through posting a comment or other form of Submission), you do so at your own risk and you agree that such Submissions by you will comply with all relevant requirements set out in these Terms.
We may monitor use of the Websites from time to time but have no obligation to do so. If and when we do monitor your use of one or more of the Websites, we will do so in accordance with applicable law.
You will use the Websites only for lawful purposes. If at any time you become aware of any violation, by any person or entity, of any part of these Terms, you will immediately notify us by contacting us here and provide us with assistance, as requested, to stop or remedy such violation.
In using the Websites, you must not do any of the following:
If you do not comply with these Terms (or if we have reasonable grounds to suspect or are investigating suspected non-compliance), we may suspend your access to the Websites or take any other steps we consider appropriate.
Requirements to Use the Websites
If you are an individual, you represent and warrant that you have reached the age of majority in the jurisdiction in which you reside, and that you are in any event at least 18 years old.
We may, in our sole discretion, suspend, restrict or terminate your use of the Websites, effective at any time, without notice to you, for any reason, including because the operation or efficiency of the Websites or our or any third party's equipment or network is impaired by your use of the Websites; we have received a third party complaint which relates to your use or misuse of the Websites; or you have been or are in breach of any term or condition of these Terms. We will have no responsibility to notify any third party, including any third party providers of services, merchandise or information, of any suspension, restriction or termination of your access to the Websites.
Except where expressly stated otherwise, all right, title, and interest in and to the Websites and all Content, source code, processes, designs, technologies, URLs, domain names, marks, and logos forming any part of the Websites (collectively, "Our Content") are (a) fully vested in us, our licensors, or our suppliers and (b) protected by applicable copyrights, trademarks, patents, trade secrets, or other proprietary rights and laws.
You agree that Our Content is licensed subject to these Terms, including the disclaimers and limitations of liability herein. Nothing in your use of the Websites or these Terms grants you any right, title or interest in or to Our Content except the limited right to use the Websites as set out in these Terms.
Unless otherwise expressly authorized by us in writing, you agree not to
You represent and warrant that you have all rights necessary to grant the licenses referred to in these Terms. You further represent and warrant that your Submissions are (a) complete and accurate and (b) are not fraudulent, tortious, or otherwise in violation of any applicable law or any right of any third party. You irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
We do not claim ownership of your Submissions; however, you agree that by posting, uploading, inputting, providing, submitting, entering, or otherwise transmitting your Submissions to us or any third party using the Websites:
Compliance and Complaints
We do not have any obligation to censor or review any of your Submissions, to censor or review any Third-Party Content, or to monitor use of the Websites. However, you agree that we may, without notice or liability, disclose to third parties any of your information or your Submissions; monitor use of the Websites; and monitor, review, and retain your Submissions if we believe in good faith that such activity is reasonably necessary to provide the Websites to customers, ensure adherence to or enforce the terms of these Terms, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect us or others. If we receive a complaint relating to your use of the Websites, you acknowledge and agree that we may, in our sole and absolute discretion and without notice or liability, investigate the complaint, restrict, suspend or terminate any service involved, and/or remove your Submissions from our servers.
The Websites may contain links to websites and other materials made available by third parties (collectively, "Third Party Content"). If you use such functionality, you are directing us to access, route and transmit to you the applicable Third Party Content.
Third Party Content may be protected by applicable copyrights, trademarks, patents, trade secrets or other proprietary rights and laws. Nothing in your use of the Websites or these Terms grants you any right, title or interest in or to this Third Party Content except for the limited right to use the Websites as set out in these Terms.
We neither control nor endorse, nor are responsible for, any Third Party Content and we make no representations or warranties with respect to them. The availability of any Third Party Content through the Websites does not imply the endorsement of, or affiliation with, any provider of such Websites or materials. Your use of any Third Party Content is at your own risk and is subject to any terms, conditions and policies applicable to them (such as terms of service or privacy policies of the providers of the Third Party Content).
Trade and Service marks
You may not use the “Ward Howell International,” “Ward Howell” or “WHI” trade names, trademarks, service marks, logos or designs, or any other mark held by Ward Howell, in connection with any product or service that is not of any Ward Howell Member Firm nor in any manner that is likely to cause confusion. Nothing contained on the Websites should be construed as granting any right to use any trade names, trademarks, service marks, logos or designs without the express prior written consent of the owner.
The Websites may include open source components, which are licensed for use and distribution by us under applicable open source licenses. Use of these open source components is governed by and subject to the terms and conditions of the applicable open source license.
U.S. Copyright Infringement Claims
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Websites infringe your copyright, you (or your agent) may send to Ward Howell a written notice by mail or e-mail, requesting that Ward Howell remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to Ward Howell a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to Ward Howells’s DMCA agent as follows: By mail to Ward Howell LLP, 46 Syon Lane, Isleworth, Middlesex, TW75NQ, UK Attn: DMCA Agent; by e-mail to firstname.lastname@example.org. We suggest that you consult your legal advisor before filing a DMCA notice or counter-notice.
Liability and Warranties
Ward Howell makes no representations or warranties about the site, which is provided “as is”. To the maximum extent permitted by law, we exclude all implied warranties regarding the site, including without limitation, the warranties of merchantability, fitness for purpose, title, and non-infringement.
Limitation of liability
The Websites are provided for information purposes only and, to the maximum extent permitted by applicable law, we and our associated persons exclude all liability for any loss or damage of whatever kind and however arising in connection with your use of, or inability to use, the Websites and any materials you obtain via the Websites.
You acknowledge and accept that use of the Websites is subject to the risks inherent in any connection and transmission on the internet, in particular in relation to security risks and vulnerabilities, technical performance and risk of interruption. Accordingly, neither Ward Howell nor any Ward Howell Parties are liable to you in any circumstances for any losses or damages caused by disruption or failure of internet networks or for any interruptions to or restrictions on the accessibility of the Websites arising for any reason, including, but not limited to, by reason of a virus, security related vulnerability, or technical or operational failure of any nature.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WARD HOWELL PARTIES DISCLAIM ALL LIABILITY AND SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS OR REVENUES, GOODWILL, WORK STOPPAGE, SECURITY BREACHES, VIRUSES, COMPUTER FAILURE OR MALFUNCTION, USE, DATA OR OTHER INTANGIBLE LOSSES OR COMMERCIAL DAMAGES, EVEN IF ANY OF SUCH PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH LOSSES, ARISING UNDER OR IN CONNECTION WITH THESE TERMS, THE SITE, THE USE OF OR INABILITY TO USE THE SAME, OR ANY OTHER SUBJECT MATTER HEREOF.
THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WARD HOWELL PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANY OTHER PERSON FOR ANY ERRORS OR OMISSIONS IN THE WEBSITES; ANY INFORMATION MADE AVAILABLE THROUGH THEM; ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE WEBSITES OR THE INFORMATION MADE AVAILABLE THROUGH THEM; OR FOR ANY LOSS OR DAMAGES - INCLUDING CONSEQUENTIAL, SPECIAL OR SIMILAR DAMAGES - THAT ARISE OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITES OR ANY INFORMATION OR MATERIALS OBTAINED BY YOU VIA OR IN CONNECTION WITH THE WEBSITES.
To the maximum extent permitted by applicable law, you agree to defend (at the indemnified party’s option), indemnify, and hold the Ward Howell Parties and their insurers harmless from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) and expenses in connection with any claim arising out of or in connection with any content or information posted or transmitted by you using the Websites or otherwise arising out of your use of the Websites or use of the Websites by any third party who is given or gains access to the Websites due to your action or inaction. The Ward Howell Parties have the right at any time to forego the indemnification and assume the defense of any claim. Notwithstanding the foregoing, it is not the intent of the Ward Howell Parties to affect the rights of the Ward Howell Parties or their insurers to assume the defense or settlement of any claim against any Ward Howell Party for which insurance coverage is sought under any applicable insurance policy.
Disclaimers and Assumptions of Risk
WARD HOWELL DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT CONTAINED ON THIS SITE.
The Websites and all information provided to you via the Websites is provided “as is” and “as available.” To the maximum extent permitted by applicable law, the Ward Howell Parties disclaim all express, implied, and statutory warranties with respect to the same, including without limitation all express, implied, and statutory warranties with respect to the same, including without limitation any implied warranties of merchantability, fitness for a particular purpose, accuracy, completeness, non-infringement, non-interference, error-free service, and uninterrupted service. Ward Howell does not represent or warrant that the Websites, services and information provided through the Websites, or software or information downloaded from the Websites will be accurate, current, uninterrupted, error-free, omission-free, or free from viruses or other harmful components.
BY MAKING AVAILABLE THE WEBSITES, WARD HOWELL IS NOT MAKING AN OFFER OF ANY FINANCIAL, TAX, ACCOUNTING, LEGAL OR OTHER PROFESSIONAL SERVICES OR GOODS, AND THE INFORMATION PRESENTED ON THE WEBSITES SHOULD NOT BE CONSTRUED AS LEGAL, TAX, ACCOUNTING OR ANY OTHER PROFESSIONAL ADVICE OR SERVICE.
Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these Terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these Terms consistent with such prohibitions.
Other legal provisions
We reserve the right to amend these Terms at any time without notice to you, but we will use reasonable efforts to publish each amendment before such amendment becomes effective. The latest, fully-amended version of these Terms will be published on the Websites. You are responsible for regularly reviewing the Websites to obtain timely notice of such amendments. If any amendment is unacceptable to you, you may terminate the agreement between you and us regarding the use of the Websites as set out in these Terms. If you continue to use the Websites after the effective date of any amendment, you will be conclusively deemed to have accepted such amended version of these Terms.
Each of the Websites has a Privacy Statement. You acknowledge that you have read the Privacy Statement located on each of the Websites, as it may be updated from time to time (the "Privacy Statement"). You further acknowledge that, to the extent required under applicable law, by using such Website you consent to the collection, use, and disclosure by us of your personal information (whether previously collected or to be collected) for the purposes identified therein. You also consent to our use of such personal information in accordance with such Privacy Statement, which is incorporated herein by reference and forms an integral part of these Terms.
Without limiting any of our rights, we may suspend, restrict or terminate your use of the Websites without notice if, in our sole and absolute discretion, we determine or believe that you have violated any of the Terms, including but not limited to any of your responsibilities as set out above.
Your use of the Websites, and the content and features accessed through them, constitutes your agreement to these Terms; such agreement will be deemed for all legal purposes to be in writing and legally enforceable as a signed written agreement.
In these Terms, (i) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Terms, (ii) the word "including", the word "includes" and the phrase "such as", when following a general statement or term (whether or not non-limiting language such as "without limitation" or "but not limited to" or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word "or" between two or more listed matters does not imply an exclusive relationship between the matters being connected, and (iii) all references to Websites addresses or URLs will also include any successor or replacement Websites containing substantially similar information as the referenced Websites(s).
No implied waiver
If you do not comply with these Terms, and we do not take action immediately, this does not mean we or any of the Ward Howell Parties are giving up any rights that we/they may have (such as taking action in the future).
Any notice, consent, waiver, approval, authorization or other communication to be delivered in connection with these Terms and Conditions:
We may at any time assign our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign these Terms without our prior, written consent. These Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.
You agree that no joint venture, partnership, fiduciary, employment or agency relationship exists between us and you as a result of these Terms or use of the Websites.
Neither party will be responsible for a failure to fulfil its obligations under these Terms or for delay in doing so if such failure or delay is due to circumstances beyond its reasonable control, such as acts of nature, acts of government, war, riots, strikes and accidents in transportation, but excluding a lack of financing, cash or credit.
These Terms, as amended from time to time, including any and all documents, Websites, rules, terms and policies referenced herein, including but not limited to the Privacy Statement, constitutes the entire agreement between us and you with respect to your use of the Websites.
If a particular term is found to be unenforceable, this will not affect any other terms.
Governing Law and Dispute Resolution
Unless Terms and Conditions available on a particular Website state otherwise, these Terms will be governed by and construed, interpreted and enforced in accordance with the domestic laws of England, without giving effect to any provisions that would require the laws of another jurisdiction to apply and regardless of your location. The parties expressly disclaim the applicability of, and waive any rights based on, the Uniform Computer Information Transactions Act, the Uniform Commercial Code, or the United Nations Convention on Contracts for the International Sale of Goods, however each may be codified or amended. All disputes arising out of or related to these Terms or the subject matter of these Terms (including the Websites and the use thereof) or any aspect of the relationship between you and Ward Howell under these Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through final and binding arbitration before a neutral panel of three arbitrators instead of in a court by a judge or jury and you agree that Ward Howell and you are each waiving the right to trial by a jury. You agree that any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted and you are agreeing to give up the ability to participate in a class action. Notwithstanding the foregoing, nothing in these Terms will preclude either party from seeking equitable relief in a court having jurisdiction. The arbitration will be conducted in accordance with the Rules for Non-Administered Arbitration of the International Institute for Conflict Prevention and Resolution then in effect (“CPR Rules”). The arbitration will be conducted before a panel of three arbitrators selected using the screened process provided for in the CPR Rules. The arbitration panel will have no power to award non-monetary or equitable relief of any sort, or to award damages inconsistent with these Terms (including Section 16). Judgment on any arbitration award may be entered in any court having jurisdiction. All aspects of the arbitration will be treated as confidential. You acknowledge and agree that any demand for arbitration must be issued within one (1) year from the date that you became aware or should reasonably have become aware of the facts that give rise to Ward Howell’s alleged liability and in any event no later than two (2) years after the cause of action accrued.
The Terms are current as of the date on the top of this page. We may update the Terms at any time by publishing an updated version here. If you continue to use the Websites after any such changes, that will indicate you accept those changes.