Terms of Service

These Terms of Service (“Terms”) govern access to and use of the OutrightHR client portal at portal.outrighthr.com (the “Portal”), which is operated by OutrightHR, LLC (“OutrightHR,” “we,” or “us”). By accessing or using the Portal you (“you” or “User”) agree to these Terms.

If you are using the Portal on behalf of a company or other organization (a “Client”), you represent that you have authority to bind that Client to these Terms.

1. Relationship to the Services Agreement

Each Client engages OutrightHR under a separate written services agreement (the “Services Agreement”). The Services Agreement governs the commercial relationship, scope of services, fees, confidentiality, and any terms that conflict with these Terms. To the extent of any conflict between these Terms and the Services Agreement, the Services Agreement controls as between OutrightHR and the Client.

2. Accounts and access

Access to the Portal is by invitation only. You are responsible for keeping your sign-in email account secure, for safeguarding devices used to access the Portal, and for all activity that occurs under your account. Notify us promptly at info@outrighthr.com if you believe your account has been compromised.

3. Acceptable use

You agree not to, and not to help anyone else to:

• Access the Portal by any means other than the interfaces we provide.
• Attempt to circumvent authentication, tenant isolation, or other security controls.
• Use the Portal to store or transmit unlawful, infringing, defamatory, or malicious content.
• Upload viruses, malware, or other harmful code.
• Probe, scan, or test the vulnerability of the Portal without prior written permission.
• Use the Portal to compete with OutrightHR or to build a similar or competing product.

4. Client data

“Client Data” means information a Client or its users submit to the Portal, including employee rosters, documents, training records, and incident reports. As between the Client and OutrightHR, the Client retains all right, title, and interest in and to its Client Data. The Client grants OutrightHR a non-exclusive, royalty-free license to host, process, transmit, and display Client Data solely to deliver the Portal and the services described in the Services Agreement.

How we handle personal information within Client Data is described in our Privacy Policy.

5. Intellectual property

OutrightHR retains all right, title, and interest in and to the Portal, its design, code, templates, content libraries, and any OutrightHR-supplied materials (“OutrightHR Materials”). These Terms do not transfer ownership of any OutrightHR Materials. Templates and documents we make available to a Client may be used by that Client internally in accordance with the Services Agreement but may not be redistributed or resold.

6. Confidentiality

Each party agrees to protect the other's non-public, business, technical, and personnel information disclosed in connection with the Portal with the same care it uses to protect its own similar information, and in no event less than reasonable care. This obligation does not apply to information that is publicly available through no fault of the receiving party, was known before disclosure, is independently developed, or is required to be disclosed by law.

7. Fees

Portal access is provided as part of the HR consulting services the Client engages OutrightHR to perform. Fees (if any) are set in the Services Agreement. We do not currently bill or collect payment through the Portal itself.

8. No professional advice

OutrightHR consultants provide HR guidance as part of the contracted engagement. Information inside the Portal — including template documents and training content — is intended for general guidance and does not constitute legal, tax, or medical advice. Clients should consult qualified counsel before taking any action based on Portal content where legal consequences are at stake.

9. Service levels; changes

We work to keep the Portal available and performant but do not warrant that it will be uninterrupted or error-free. We may modify, add, or remove features at any time. We will not, in the ordinary course, make changes that materially reduce the core functionality a Client relies on without reasonable notice.

10. Disclaimer of warranties

The Portal is provided “as is” and “as available.” To the maximum extent permitted by law, OutrightHR disclaims all warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. OutrightHR does not warrant that the Portal will meet every user's requirements or that operation will be uninterrupted or error-free.

11. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to these Terms or the Portal, even if advised of the possibility of such damages. OutrightHR's total aggregate liability arising out of or relating to these Terms or the Portal will not exceed the amounts paid by the applicable Client to OutrightHR under the Services Agreement during the twelve (12) months immediately preceding the event giving rise to the claim, or one thousand U.S. dollars (US$1,000), whichever is greater.

12. Indemnification

Each Client agrees to defend, indemnify, and hold harmless OutrightHR and its personnel against third-party claims arising out of (a) the Client's breach of these Terms or the Services Agreement, (b) the Client's misuse of the Portal, or (c) Client Data, including claims that Client Data infringes the rights of a third party or violates applicable law.

13. Termination

We may suspend or terminate access to the Portal if we reasonably believe a user has violated these Terms, if the underlying Services Agreement ends, or as otherwise permitted in the Services Agreement. Upon termination, the Client's rights to access the Portal end, and OutrightHR will handle Client Data as described in the Privacy Policy and the Services Agreement.

14. Governing law and venue

These Terms and any dispute arising out of or relating to them or the Portal are governed by the laws of the State of Missouri, without regard to its conflict-of-laws rules. The parties agree to the exclusive jurisdiction and venue of the state and federal courts located in Missouri for any action not subject to arbitration under the Services Agreement.

15. Changes to these Terms

We may update these Terms from time to time. When we make material changes we will update the “Last updated” date above and, where appropriate, notify Client administrators through the Portal. Continued use of the Portal after the effective date of a change constitutes acceptance of the updated Terms.

16. Miscellaneous

These Terms, together with the Services Agreement and any documents referenced here, are the entire agreement between the parties regarding the Portal. If any provision is held unenforceable, the remaining provisions remain in effect. Our failure to enforce any provision is not a waiver of that provision. Neither party may assign these Terms without the other's prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets.

17. Contact

Questions about these Terms can be sent to: