Site Terms of Use

Last updated July 2023

This website ("Site") is made available by KPMG LLP and hosted by Cornerstone OnDemand Inc. ("Cornerstone"). By accessing and using the Site, you agree to be bound by the applicable provisions of the Cornerstone OnDemand Terms of Use (https://www.execed.kpmg.com/Home/CSODTermsOfUse), these Site Terms of Use (“Terms"), and any applicable agreement between (a) you and/or your organization and (b) the KPMG member firm through which you are obtaining access to the Site (“KPMG”).

Data Privacy. Information about you may be used by Cornerstone in accordance with the Cornerstone OnDemand Privacy Policy (https://www.cornerstoneondemand.com/privacy-policy); by KPMG LLP in accordance with the KPMG Privacy Policy (http://www.kpmg.com/US/en/Pages/privacy.aspx); by other member firms in the manner communicated to you, if applicable; and otherwise as set forth in these Site Terms of Use or your agreement with KPMG.

Updates to these Terms. These Terms may change at any time, and your continued use of the Site after such change constitutes your agreement to the latest Terms.

Unless otherwise agreed between (a) you and/or your organization and (b) KPMG, your access and use of the Site is subject to the following:

1. Access and Use by KPMG Clients. If you have separately retained KPMG to receive the Site or Site content (a "Client"), or are accessing the Site for or on behalf of a Client, then these Terms shall constitute part of the agreement between KPMG and Client, and are presented to Client’s users for information purposes. Client users may access and use the Site solely for the internal business purposes of Client and, if applicable, to receive training or services described in the supplemental letter or other agreement that attaches or references these terms ("Client Agreement"). Client is responsible for such users’ use of the Site in accordance with these Terms. Client may not permit or request Site access by users who are not its employees or individual independent contractors to access the Site without KPMG’s prior written permission. Client shall notify KPMG if a user is no longer employed by Client is otherwise no longer authorized to use the Site, and is responsible for any use of the Site by such individuals prior to notifying KPMG. If the Client Agreement terminates or expires, you may continue to access the site only in an individual capacity..
2. Access and Use by Other Users. If you are accessing and using the Site in your capacity as an individual and not for or on behalf of a Client, then you may do so only for your personal use consistent with these Terms.
3. Restrictions. You may access and use the Site and Site content solely for purposes of participating in courses and receiving training and course credit. The Site and Site content constitutes KPMG and/or third party property, and except as set forth herein, you acquire no right or interest of any kind in the Site or Site content. You may not license, sublicense, sell, or commercialize the Site or Site Content; transfer or assign these Terms or your account; reproduce or distribute any Site content, other than reports that are made available for you to download; attempt to interfere with the operation of the Site or security limiting access to the Site or Site content; or upload, submit, or link to any infringing, harassing, or unlawful content. You may not share passwords or user registrations with any third parties or individuals.
4. Term, Termination, and Suspension. KPMG may immediately suspend or terminate access to the Site if you breach these Terms, or fail to pay any applicable fees and do not cure such nonpayment within 30 days of notice thereof. Unless access is terminated or suspended as set forth above, or you delete your user account, course information will remain available for at least a year following registration. Any Client- or engagement-specific content or features may be unavailable following termination or expiration of the Client Agreement.
5. Availability. KPMG, through its agreement with Cornerstone as the software provider and servicer, will exercise reasonable efforts to keep the Site available 24 hours a day, 7 days a week, subject to downtime for maintenance purposes, system outages, upgrades and other circumstances beyond KPMG’s control. However, KPMG does not provide any guarantee or warranty regarding the availability or accessibility of Site. KPMG and/or Cornerstone may deploy updates to the Site affecting its features and functionality. KPMG and/or Cornerstone shall employ commercially reasonable anti-malware protections in connection with the Site, but does not warrant that the Site will be free from malware..
6. Site Content
   1. Site content is provided for informational purposes only, and does not constitute KPMG professional advice. KPMG takes reasonable steps to include only reliable information on the Site, but KPMG does not warrant its completeness, timeliness or accuracy. Any information on the site should not be acted upon without appropriate professional advice after a thorough examination of the particular situation. Any similarity between any depiction in a course and any actual event, person or entity is purely coincidental. KPMG has no responsibility for content posted by third parties. Course content made available through the Site is of a general nature and is not intended to address the circumstances of any particular individual or entity.
   2. Links to non-KPMG websites are provided solely as pointers to information on topics that may be useful to users. KPMG has no control over, and makes no representation or warranty concerning, the content on such non-KPMG websites. Links to other websites do not imply any endorsement of or responsibility for the opinions, ideas, products, information or services offered at such sites, or any representation regarding the content at such sites.
   3. Certain courses that may be included on the Site are licensed from CeriFi LLC (formerly Thomson Reuters, Checkpoint Learning). Your access to and use of CeriFi courses is permitted for internal training purposes only, and is subject to the terms published by Thomson Reuters at http://www.legalsolutions.com/ThomsonReuters-General-Terms-Conditions.pdf or otherwise communicated to you by KPMG.
   4. KPMG or its licensors, including CeriFi, may discontinue or withdraw Site content, including courses offered in its e-leaning catalog.
7. Your Information. You agree to provide accurate and complete information about yourself as prompted by the registration form, and to use reasonable efforts to maintain and promptly update such information so that it remains accurate and complete. KPMG may use information you provide in order to provide the Site and its other services to you. Additionally, KPMG may contact users regarding other courses, to participate in polls or surveys, or in connection with other offerings or invitations. If you provide any feedback regarding the Site or Site content, KPMG may reproduce, share, and use such feedback for any purpose. The Site is not intended for use as a primary document retention system, and is not a systems of record. You should download from the Site any reports you wish to retain for your (or as applicable, Client's) records. KPMG is not responsible for maintaining or recovering information stored on the Site, but will use commercially reasonable efforts to assist in the recovery of information stored on the Site should it become lost or damaged. Upon termination of access, or termination or expiration of an applicable Client Agreement, your accounts and information may be deleted and unavailable. KPMG may retain copies of your information as reasonably required to provide its services to you; to comply with a statutory or regulatory provision or court or administrative order; in backups, latent data or metadata until deleted in the ordinary course; to fulfill professional obligations and standards; or to submit and process an insurance claim.
8. Use of Third parties. KPMG utilizes third parties to provide administrative, clerical, hosting, or other services relating to the Site and may disclose your content to such parties for the purposes permitted under these Terms.
9. Liability and Disclaimer. KPMG IS PROVIDING THE SITE AN "AS IS," "AS AVAILABLE" BASIS WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND. IN PARTICULAR, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARE EXPRESSLY EXCLUDED. EXCEPT FOR ITS EXPRESS OBLIGATIONS IN THESE TERMS, KPMG DOES NOT ASSUME ANY RESPONSIBILITY FOR OR LIABILITY FROM USE OF THE SERVICE OR ANY INFORMATION YOU PROVIDE. KPMG CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SITE, OR THAT THE SITE OR SITE CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. NOTWITHSTANDING ANY INCONSISTENT LIMITATIONS ON LIABILITY IN THE CLIENT AGREEMENT, IF ANY, KPMG’S AGGREGATE LIABILITY IN CONNECTION WITH THE SITE SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE TO KPMG FOR USE OF THE SITE DURING ANY 12 MONTH PERIOD IN WHICH THE LIABILITY AROSE (OR, IF NO FEES WERE PAID OR PAYABLE DURING SUCH PERIOD, $500), AND YOU ACCEPT FULL RESPONSIBILITY FOR ANY OTHER ADDITIONAL LIABILITY THAT RESULTS FROM YOUR USE. Subject to the above limits, KPMG agrees to indemnify, hold harmless and defend you from and against any claims, damages, liabilities, and costs (including reasonable attorney’s fees) to the extent arising from alleged infringement by the Site or Site content provided by KPMG or its licensor when accessed and used in accordance with these Terms; provided that to the extent the claim pertains to items supplied by a KPMG licensor, such obligations may be fulfilled by and subject to the terms of KPMG’s arrangement with such licensor. You hereby agrees to indemnify, hold harmless and defend KPMG and its licensors from and against any claims, damages, liabilities, and costs (including reasonable attorney’s fees) to the extent arising from your use of the Site or Site content (other than claims that technology or content provided by KPMG or another third party infringes the intellectual property rights of another) or breach of these Terms.
10. Export Control. The Site may not be used by persons, or users of an organization (A) organized, incorporated or resident in jurisdictions sanctioned by the United States (by way of example, Cuba, Iran, North Korea, Syria or the Crimea, separatist-held Donetsk, and Luhansk regions of the Ukraine); (B) listed in any economic, financial, or trade sanctions related list of designated parties maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury, the U.S. Department of State, U.S. Department of Commerce, Public Safety Canada, Global Affairs Canada, the United Kingdom Office of Financial Sanctions, the United Nations Security Council, the European Union or any European Union member state; or (C) owned 50% or more or controlled by parties described in (A) or (B). Further, you are not engaging KPMG to provide services directly or indirectly to the jurisdictions in (A) or to any party in (B) or (C). Each party acknowledges and agrees that it shall comply with all applicable United States export control laws and regulations in the performance of each party’s respective activities under these Terms and in the use of all technology licensed hereunder. You shall not provide KPMG, or grant KPMG access to, (A) information (including technical data or technology), verbally, electronically, or in hardcopy, (B) software or (C) hardware, that is controlled for export by the United States government under the Arms Export Control Act of 1976, Export Control Reform Act of 2018, the International Traffic in Arms Regulations, Export Administration Regulations, Department of Energy Part 810 Regulations or Nuclear Regulatory Commission Part 110 Regulations, except information, software or hardware that is classified as EAR99 under the Export Administration Regulations.
11. Arbitration Clause & Class Action Waiver. IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS. Unless the Client Agreement, if any, provides for arbitration and/or mediation of disputes:
    1. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND KPMG (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO THE SITE, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS, YOUR USE OF THE SITE, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED IN ACCORDANCE WITH THE RULES FOR NON-ADMINISTERED ARBITRATION OF THE INTERNATIONAL INSTITUTE FOR CONFLICT PREVENTION AND RESOLUTION (THE "IICPR") BY ONE COMMERCIAL ARBITRATOR WITH SUBSTANTIAL EXPERIENCE IN RESOLVING INTELLECTUAL PROPERTY CONTRACT DISPUTES, WHO SHALL BE SELECTED FROM THE APPROPRIATE LIST OF ARBITRATORS IN ACCORDANCE WITH SUCH RULES. ANY ISSUE CONCERNING THE EXTENT TO WHICH ANY DISPUTE IS SUBJECT TO ARBITRATION, OR ANY DISPUTE CONCERNING THE APPLICABILITY, INTERPRETATION, OR ENFORCEABILITY OF THESE DISPUTE RESOLUTION PROCEDURES, INCLUDING ANY CONTENTION THAT ALL OR PART OF THESE PROCEDURES IS INVALID OR UNENFORCEABLE, SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT AND RESOLVED BY THE ARBITRATOR. BY OPERATION OF THIS PROVISION, THE PARTIES AGREE TO FOREGO LITIGATION OVER SUCH DISPUTES IN ANY COURT OF COMPETENT JURISDICTION. ARBITRATION SHALL TAKE PLACE IN NEW YORK, NEW YORK AND SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT, 9 U.S.C. §§ 1, ET SEQ. THE ARBITRATOR SHALL HAVE NO POWER TO AWARD NON-MONETARY OR EQUITABLE RELIEF OF ANY SORT EXCEPT AS PROVIDED IN IICPR RULE 13 (INTERIM MEASURES OF PROTECTION). DAMAGES THAT ARE INCONSISTENT WITH ANY APPLICABLE AGREEMENT BETWEEN THE PARTIES, THAT ARE PUNITIVE IN NATURE, OR THAT ARE NOT MEASURED BY THE PREVAILING PARTY’S ACTUAL DAMAGES SHALL BE UNAVAILABLE IN ARBITRATION OR ANY OTHER FORUM. IN NO EVENT, EVEN IF ANY OTHER PORTION OF THESE PROVISIONS IS HELD TO BE INVALID OR UNENFORCEABLE, SHALL THE ARBITRATOR HAVE THE POWER TO MAKE AN AWARD OR IMPOSE A REMEDY THAT COULD NOT BE MADE OR IMPOSED BY A COURT DECIDING THE MATTER IN THE SAME JURISDICTION. JUDGMENT UPON THE AWARD RENDERED BY SUCH ARBITRATOR MAY BE ENTERED IN ANY COURT OF COMPETENT JURISDICTION. NOTWITHSTANDING THE FOREGOING OBLIGATION TO ARBITRATE DISPUTES, EACH PARTY SHALL HAVE THE RIGHT TO PURSUE INJUNCTIVE OR OTHER EQUITABLE RELIEF AT ANY TIME, FROM ANY COURT OF COMPETENT JURISDICTION. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. IN THE EVENT THAT KPMG PREVAILS IN ANY PROCEEDING, WHETHER BROUGHT BY YOU OR KPMG, IN CONNECTION WITH THESE TERMS OF USE OR THE SITE, KPMG WILL BE ENTITLED TO RECEIVE ITS COSTS, EXPERT WITNESS FEES AND REASONABLE ATTORNEY’S FEES, INCLUDING COSTS AND FEES ON APPEAL.
    2. Neither you nor KPMG will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if we are a party to the proceeding.
    3. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Site or these Terms must be filed within 1 year after such claim of action arose or be forever banned. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this arbitration clause and class action waiver section will be null and void. This arbitration agreement will survive the termination of Your relationship with us.
12. Miscellaneous. These Terms, and any dispute arising hereunder, shall be interpreted and governed by the laws of New York, without regard to conflict of laws’ provisions. For the avoidance of doubt, these Terms are not intended to affect the rights or obligations of either party with respect to any other services under the Client Agreement. In the event of a conflict between these Terms and the terms of the Client Agreement or another agreement with KPMG, as they relate to the Site, and unless expressly set forth in the Client Agreement or other agreement, these Terms shall govern.