Toolkit Terms of Sale and License

1. What These Terms Cover

These Toolkit Terms of Sale and License (the "Toolkit Terms") govern your purchase and use of digital products sold by JHarris Advisory LLC ("JHarris Advisory," "we," "us," or "our") through jharrisadvisory.com, including compliance toolkits, bundles, templates, checklists, assessments, workflows, playbooks, and related materials (each, a "Product").

These Toolkit Terms are in addition to our Terms of Use and Privacy Policy. Where these Toolkit Terms and the Terms of Use conflict as to a purchased Product, these Toolkit Terms control.

How these terms are accepted. These Toolkit Terms apply as they exist on the date of your purchase, and are accepted in one of two ways:

  • Online checkout. By completing checkout you accept these Toolkit Terms.

  • Quote, purchase order, or invoice. Where a Product is purchased through an institutional procurement process, these Toolkit Terms are referenced on the quote and the invoice and are accepted on the earlier of your issuance of a purchase order referencing that quote or your payment of the invoice. These Toolkit Terms govern the purchase regardless of any preprinted or standard terms appearing on your purchase order, unless we have agreed otherwise in a signed writing.

We recognize that courts, districts, universities, health systems, and public agencies frequently cannot purchase by card. See Section 7.3.

2. What You Are Buying, and What You Are Not

Each Product is a set of editable working documents built to a named legal or regulatory standard. Product pages identify the standard each Product is built to, such as 45 C.F.R. Part 164, 16 C.F.R. Part 314, California Rule of Court 10.430, California Education Code § 49073.1, or the ABA Model Rules.

Products are educational templates, not legal advice. JHarris Advisory LLC provides management consulting and operational governance services. It is not a law firm and does not provide legal services. Purchasing, downloading, adapting, or using a Product does not create an attorney-client relationship with JHarris Advisory LLC or with Jeremy Harris, and none of the protections that accompany such a relationship, including privilege and the professional duty of confidentiality, apply.

You are responsible for adapting each Product to your own facts, verifying that it meets your obligations, and confirming current legal requirements with your own counsel before adoption or reliance.

Products are not: an audit, a certification, a legal opinion, a determination of compliance, a substitute for counsel, or a guarantee of any regulatory outcome.

3. License Grant

Subject to your payment in full and your compliance with these Toolkit Terms, JHarris Advisory grants you a perpetual, worldwide, non-exclusive, non-transferable, non-sublicensable license to use each Product you purchase, at the tier you purchased.

3.1 Single-Organization License (standard)

The default license, included at the listed price of every Product.

Permits internal use by the single legal entity named at checkout (the "Licensed Organization"), including:

  • Use by employees, officers, and directors of the Licensed Organization

  • Use by contractors, temporary staff, and outside advisors acting on the Licensed Organization's behalf and for its benefit

  • Copying and internal distribution within the Licensed Organization without limit on number of users

  • Editing, adapting, rebranding, and creating derivative works for the Licensed Organization's own use

  • Incorporating Product content into the Licensed Organization's own policies, procedures, training materials, and governance documentation

  • Retaining and continuing to use adapted versions indefinitely, including after the update period in Section 6 ends

What counts as one organization. The Licensed Organization is the organization that governs itself as a unit: one governing body, one administration, one compliance function. Applied to the sectors these Products are built for:

Buyer One Single-Organization License covers

School district The district, all of its schools, and its board

College or university The institution, its colleges, schools, and departments, including a single campus of a multi-campus system

Court The court, its divisions, and its clerk's office

Health system The system and the hospitals, clinics, and practices it operates

Company The company and any subsidiary it wholly owns or controls

Law firm The firm and all of its offices and attorneys

A Multi-Organization License is needed when the buyer is covering organizations that govern themselves separately: a county office of education licensing for its member districts, a university system licensing across independently administered campuses, an Administrative Office of the Courts licensing for multiple trial courts, an association licensing for its members, or a parent company covering affiliates it does not control.

If you are not sure which applies, email us before you buy. We will tell you, in writing, which license your situation needs. We would rather answer that question once up front than have it become an issue later.

3.2 Multi-Organization License

For use across separately operated affiliates, campuses, districts, agencies, member entities, or similar related but independently governed organizations.

Priced at two to three times the standard listed price depending on the Product and the number of entities. Contact info@jharrisadvisory.com before purchase to confirm scope and price.

Permits everything in Section 3.1 across each covered organization identified in the license confirmation.

3.3 Consultant License

For use by consultants, advisors, law firms, managed service providers, and other professionals who wish to use Product content in the course of engagements for their own clients.

Priced and scoped by separate written agreement. Contact info@jharrisadvisory.com.

A Single-Organization License does not permit consultant use. If you are a consultant purchasing on behalf of a client, the Licensed Organization is the client, and your use is limited to that client's engagement.

4. What the License Does Not Permit

Under any tier, you may not:

  • Resell, sublicense, rent, lease, or otherwise commercialize a Product or any derivative of it

  • Distribute or publish a Product, or any substantially unmodified portion of it, outside the Licensed Organization

  • Post a Product to a public website, an open repository, a file-sharing service, or any publicly accessible location

  • Use a Product to create a competing template, toolkit, or commercial product offering

  • Use a Product in client engagements without a Consultant License

  • Remove, obscure, or alter any copyright, attribution, or proprietary notice, except that you may rebrand adapted internal versions under Section 3.1

  • Use a Product, in whole or in part, to train, fine-tune, ground, or otherwise develop any artificial intelligence or machine learning system, or to populate any retrieval corpus made available outside the Licensed Organization

Incidental use of a Product with an internal AI assistant operated by or for the Licensed Organization, where the content is not retained for model training and is not exposed outside the Licensed Organization, is permitted.

5. Delivery and Format

Card purchases: delivery is immediate and electronic on successful payment, to the email address provided at checkout.

Institutional purchases: delivery is on issuance of your purchase order, to the email address on the quote. We do not hold files pending payment. See Section 7.3.

Products are provided in Microsoft Word and Microsoft Excel formats, editable, and where indicated on the product page, in interactive HTML. Products contain no watermarks, license keys, usage tracking, telemetry, or call-home functionality. Nothing in a Product reports your use of it back to JHarris Advisory.

Each Product displays its version number and version date on the product page and inside the files. See Section 10.

If delivery fails, if a file is corrupt, or if you receive the wrong Product, email info@jharrisadvisory.com and we will fix it at no charge. See Section 8.

6. Updates and Renewal

Your right to use the version you purchased never expires. Everything in this Section governs your right to receive new versions. It does not affect the perpetual license granted in Section 3. If you never renew, you keep and may continue using everything you bought, indefinitely.

6.1 Included Updates

Every Product includes 12 months of updates from the date of purchase. During that period you receive revised versions at no additional charge whenever we materially update the Product, including in response to changes in the underlying legal or regulatory standard.

We do not guarantee any particular number, frequency, or scope of updates within any period. Some standards move constantly. Others do not move for years. We update when the law changes, not on a schedule.

6.2 Products With Ongoing Renewal

Four toolkits are built to fast-moving standards. For these, updates continue after the first 12 months through an optional annual renewal:

Toolkit Standard it tracks Renewal

HIPAA Compliance Starter Toolkit, and HIPAA Security, Privacy, and Breach Notification Rules 20% of the price paid
the HIPAA Compliance Complete Toolkit Bundle

CCPA/CPRA Compliance Toolkit CCPA as amended by CPRA, and CPPA rulemaking 20% of the price paid

Higher-Ed GLBA + AI Compliance Kit GLBA Safeguards Rule and Federal Student Aid 20% of the price paid
requirements

AI Governance Starter Toolkit NIST AI RMF and emerging AI regulation 20% of the price paid

Renewal is 20% of what you actually paid, so you can calculate it from your receipt. A toolkit purchased at $599 renews at $120. One purchased at $349 renews at $70. Amounts are rounded to the nearest dollar.

Renewal is optional. Declining it does not affect any license granted under Section 3, and you may renew later to resume receiving updates.

6.3 Products With Updates Included

For all other Products, including the K-12 District AI Governance Toolkit, the Court & Clerk AI Readiness Kit, the Solo Attorney AI Compliance Toolkit, the Incident Readiness Toolkit, and every individually purchased HIPAA artifact, updates are included for as long as we continue to publish that Product. There is no renewal fee and no expiration.

These Products are built to standards that change infrequently, or are not regulator-driven at all. We do not charge a maintenance fee to maintain a document that has not changed.

If we discontinue a Product, we will make its final version available to existing licensees and updates will end at that point. Your license under Section 3 is unaffected.

6.4 Changes to This Structure

We may change which Products fall under Section 6.2 or Section 6.3, and we may change renewal pricing. Any change applies only to purchases made after the change is published. The structure in effect on the date of your purchase governs your Product.

7. Price and Payment

7.1 Price

Prices are as displayed on the product page at the time of purchase, in U.S. dollars, exclusive of any applicable taxes. We may change Product pricing at any time. A price change does not affect a completed purchase.

7.2 Card Payment

Payment is processed by Squarespace Payments. JHarris Advisory does not receive or store your full payment card details. See our Privacy Policy.

7.3 Institutional Purchasing

If your organization cannot purchase by card, we will invoice you. Email info@jharrisadvisory.com with the Product or Products you need, the organization's legal name, and your billing contact.

We provide, at no charge:

  • A formal written quote, valid 60 days

  • A completed W-9

  • Vendor registration and onboarding paperwork

  • An invoice referencing your purchase order number

  • Payment by check or ACH

  • Sole-source or sole-supplier justification documentation where your procurement rules require it

Standard payment terms are net 30 from invoice date. We deliver the files when the purchase order is issued, not when the check clears, because a compliance program waiting on accounts payable is a compliance program not being built.

Prices for institutional purchases are the same prices published on the product pages. We do not quote a different number because a purchase order is involved.

8. Refunds

All sales are final. Products are digital goods delivered immediately and cannot be returned.

This policy appears on every product page, at checkout, and on every institutional quote. Please review the Product description, the list of included materials, and these Toolkit Terms before you buy.

If a file does not arrive or does not open, email info@jharrisadvisory.com and we will fix it. We will make it right in the following circumstances, at no charge to you:

  • Delivery failure. You do not receive access, or the files are corrupt or unopenable.

  • Wrong Product. You receive a Product other than the one purchased.

  • Duplicate purchase. You are charged more than once for the same Product.

  • Material misdescription. The Product materially omits an item expressly listed in the "What's Included" section of its product page.

In each case, contact info@jharrisadvisory.com within 30 days of purchase. Our remedy is re-delivery, substitution of the correct Product, or, where we cannot resolve the issue, a refund of the amount paid for the affected Product.

Nothing in this Section limits any right you may have that cannot be waived under applicable consumer protection law.

9. Intellectual Property

JHarris Advisory LLC retains all right, title, and interest in and to each Product, including all copyright and other intellectual property rights. These Toolkit Terms grant a license only. No ownership transfers.

You own the content you add. Adaptations, additions, and organization-specific content you create using a Product are yours, subject to our continuing rights in the underlying Product.

Portions of Product content may have been developed or refined using artificial intelligence tools. No Product is wholly generated by AI. All content is reviewed, curated, and finalized by JHarris Advisory LLC.

10. Regulatory Currency and Proposed Rules

Each Product carries a version number and a version date, shown on its product page and inside the files themselves. Each Product reflects the legal and regulatory landscape as of that version date. Law changes. Regulatory guidance changes. Enforcement priorities change.

Products map to requirements in force as of the version date. Where a Product includes content responsive to a proposed rule, pending legislation, or draft guidance rather than a final and enforceable requirement, that content is labeled as such within the Product and on the product page.

Content addressing proposed requirements is included so that you are not rebuilding later. It is not included because anything in it is currently required. Nothing in a Product should be read as a representation that a proposed rule will be finalized, that it will be finalized in its proposed form, or that any projected effective date will hold.

You are responsible for confirming current requirements with your own counsel, compliance officer, and security officer before adopting or relying on any Product. JHarris Advisory does not undertake to notify you of legal developments outside the update process described in Section 6.

11. Disclaimer of Warranties

PRODUCTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, JHARRIS ADVISORY LLC DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • Implied warranties of merchantability, fitness for a particular purpose, and non-infringement

  • Any warranty that a Product will achieve, establish, demonstrate, or maintain compliance with any law, regulation, standard, contract, or accreditation requirement

  • Any warranty that use of a Product will prevent, mitigate, or affect the outcome of any audit, investigation, enforcement action, examination, breach, incident, claim, or litigation

  • Any warranty as to the accuracy, completeness, or currency of any legal or regulatory content

No advice or information, whether oral or written, obtained from JHarris Advisory or through a Product creates any warranty not expressly stated in these Toolkit Terms.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, JHARRIS ADVISORY LLC, ITS MEMBERS, OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST DATA, REGULATORY PENALTY, FINE, SETTLEMENT, JUDGMENT, BUSINESS INTERRUPTION, OR REPUTATIONAL HARM, ARISING OUT OF OR RELATED TO A PRODUCT OR THESE TOOLKIT TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

JHarris Advisory LLC's total aggregate liability for all claims arising out of or related to a Product shall not exceed the amount you actually paid for that Product.

Nothing in this Section limits liability that cannot be limited under applicable law, including liability for fraud or willful misconduct.

13. Indemnification

You agree to indemnify, defend, and hold harmless JHarris Advisory LLC and its members, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or connected with your use, adaptation, adoption, or distribution of a Product, your violation of these Toolkit Terms, or your violation of any third-party rights.

14. Term and Termination

The license granted in Section 3 is perpetual and does not terminate on its own.

We may terminate your license for material breach of Section 4, on written notice, if the breach is not cured within 30 days. On termination you must cease use and distribution of the Product and destroy copies in your possession, except that you may retain copies embedded in records you are required to keep by law, regulation, or legal hold.

Sections 2, 9, 11, 12, 13, 15, and 16 survive termination.

15. Governing Law and Dispute Resolution

These Toolkit Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any dispute arising out of or related to these Toolkit Terms or a Product shall be resolved exclusively in the state or federal courts located in Sacramento County, California, and you consent to the personal jurisdiction of those courts.

16. General

Changes. We may modify these Toolkit Terms at any time by posting a revised version with an updated effective date. The version in effect on the date of your purchase governs that purchase. Changes do not apply retroactively.

Assignment. You may not assign these Toolkit Terms or any license granted under them without our prior written consent, except to a successor to all or substantially all of your business or assets, on written notice to us.

Severability. If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, without affecting the remaining provisions.

Entire agreement. These Toolkit Terms, together with the Terms of Use, the Privacy Policy, the product page for the Product purchased, and any written quote we issued for that purchase, constitute the entire agreement regarding your purchase and use of that Product.

No waiver. Our failure to enforce any provision is not a waiver of it.

17. Contact

Questions about these Toolkit Terms, license scope, multi-organization pricing, consultant licensing, renewal, or a delivery issue:

         50 Iron Point Circle Suite 140 PMB 1034
         Folsom, CA 95630
         United States

Educational templates, not legal advice. JHarris Advisory LLC provides consulting services, not legal services; it is not a law firm, and purchasing a Product does not create an attorney-client relationship. Adapt each document to your own facts and confirm current requirements with your counsel.

Effective: 7 August 2026