SHL Products and Services Schedule 

Last Updated: 6 May 2026

 

This Schedule applies to access to and use of certain SHL Products and Services provided to Company under an Order. This Schedule is part of the Agreement, except as expressly modified by an Order. If an Order has terms inconsistent with this Schedule, the Order takes precedence. Defined terms in this Schedule have the meaning described in the Agreement or as defined herein. 

1. Product Specific Terms 

A. SHL Platform 

1. Software as a Service.  Company may order access to the online Assessment Services (“Platform”) either as a “Subscription” or by purchasing “Units” (as defined below). The configuration may include online delivery of Assessments to Candidates, assessing Candidate results and making the resulting Candidate reports available to Company through the Platform. SHL will not materially decrease the functionality of the Platform during the Order Term.   
2.Subscription”. A Subscription provides Company with access to the Platform for the Order Term, subject to any limitations stated in the Order. If Company exceeds a specified limitation in the Order, SHL reserves the right to charge any additional use at its then applicable standard rates (“Standard Rate”) and will be invoiced to Company prior to the end of the Order Term and payable per the Agreement.  
3.Units” means the unit of measure specified in an Order used to calculate consumption of Assessments.   
(a) SHL will deduct Units from Company’s account when Company runs an Assessment report or a Candidate initiates an online Assessment. Units will: (i) be used in chronological order from the purchase date; and (ii) expire after one year from the date of availability and be automatically deleted from Company’s account. Upon Unit or Order expiry or termination (other than termination by Company for cause), any Units remaining on Company’s account will expire and no Fees will be refunded.  
(b) Unless Company enters into a new Order for additional Units or a Subscription, once Company exceeds the number of Units purchased, SHL will invoice Company on an on-going basis monthly in arrears at the Standard Rate.  
(c) If Company purchases Units on an “In-Arrears” or “In-Advance” basis, SHL will invoice Company in arrears based on Company’s actual use of Units at the Standard Rate or as otherwise agreed in an Order. 
4. Support, Maintenance and Upgrades. SHL provides Company with SHL support services (“Support Services”) for administrators at no additional cost in accordance with the then-current SHL Support Services Agreement published at https://www.shl.com/legal/shl-support-services/ (“Support Policy”). Support Services are not available to Company’s customers or Candidates. Additional charges may apply for any such requests directed to SHL by Company.
SHL will use all commercially reasonable efforts to have the Platform available except for (a) scheduled maintenance periods (published online with at least 30 days prior notice) or (b) unscheduled maintenance required to address system issues, in which case, SHL will provide as much notice as reasonably possible. SHL periodically conducts system upgrades to the Platform and are generally provided at no additional cost to Company. The maintenance schedule, published in the Support Policy, includes dates for Platform upgrades and routine maintenance. 

B. SHL Managed Services and On-Line Purchase

Company may purchase Services for the outsourced administration of Assessments which may include administration and project management services at various levels for Assessments or projects as specified in an Order (“Managed Services”). 

(a) Non-refundable Charges. Orders for Managed Services or SHL On-Line purchases, may not be modified: 

i.personality and judgement tests (including SHL OPQ™, CCSQ, SHL MQ™, WSQ, Scenarios); or 
ii. ability, competency, sifting and all other tests (including SHL Verify™, pd360, MFS, DSI, Quicksift); or 
iii. project management. 

SHL grants Company a limited right to transfer the non-refundable Assessments without modifications (such as language or the resulting report) for (a) Unused tests listed in (a)(i) above to a substitute Candidate; (b) or Unused tests listed in (a)(ii) above if the Assessments were not purchased as a standalone product to a substitute Candidate. 

C.  Miscellaneous Test Usage 

1 Universal Competency Framework (“UCF”)

(a) License: Company may purchase a “Content License” for UCF to profile a job and to recruit, develop or conduct other talent management activities for its own internal business use and not for resale. The Content License is a non-exclusive, non-transferable, revocable and conditional license to: (a) adapt, modify the original UCF content (e.g. the UCF labels or explanatory words) (“UCF Content”) to create derivative works; (b) use, copy, print UCF Content or its derivatives including placing such content on SHL’s system or third party systems which Company uses, or incorporating such content into Company’s training or other materials; and (iii) publish non-substantial elements of UCF Content within job advertisements.

(b) Conditions: The Content License is subject to the following:

(i)  Intellectual Property: SHL Group or its licensors remain the sole owner of all Intellectual Property Rights and derivative UCF Content. Company hereby assigns all rights to such derivative UCF Content to SHL Group and SHL grants Company a non-exclusive right to use such derivative content in accordance with the Agreement. SHL has no liability or responsibility for any derivative UCF content (including Company-translated UCF content) Company creates without SHL’s guidance or for Company’s use of UCF Content or its derivatives with any non-SHL test. If Assessments use UCF Content in a report or Output, SHL grants a license only to that UCF Content for use within such report or Output and for no other purpose. SHL reserves all rights to publish the UCF itself and to license third parties to publish the UCF.

(ii) Permitted Uses: Company may:

1. Use UCF content within: (i) Company’s own internal systems, or (ii) any third party system used by Company (not for use by third party with other clients) (together the “Systems”);
2. Use UCF content within Company’s in-house documentation (soft and hard copy) for talent management purposes (e.g. selection, development, performance management and succession planning);
3. Amend or modify UCF content to create derivative works, including developing a custom competency framework.  For the avoidance of doubt any competency frameworks derived from the UCF need to clearly be marked as "derived from the SHL UCF" and shall not be represented as being the SHL UCF;
4. Use the UCF in externally published materials, related to the internal recruitment, development or talent management practices intended to be carried out by Company under this Agreement, including publishing of non-substantial elements of UCF content within external job advertisements;
5. Use the UCF or any derivatives to map competencies to non-SHL products, tests, instruments, questionnaires or services (“Competitor Tools”), but such use of Competitor Tools shall be at Company’s sole discretion and risk, noting that SHL does not verify or recommend such usage.
6. Translate the UCF content or derived works into other languages. For these purposes, any such translation will not affect SHL’s Intellectual Property Rights in the UCF content. Further, the Company is responsible in all regards for any such translation and SHL disclaims all and any liability whatsoever or howsoever arising from all such translated content and/or any use thereof.

(iii) Prohibited Uses: Company shall not be permitted to:

1. publish substantial portions of UCF or any derived models in external contexts;
2. resell UCF content or use the UCF content for any commercial advantage or to generate revenue from providing UCF content or services related to the UCF unless Company has entered into a separate partnering agreement with SHL and has a separate partner/reseller agreement and/or UCF license in place; and/or
3. transfer UCF content to a third party (other than for use in a third party system used by the Company). 

Where any UCF Content is used in any manner set out in this section (iii), SHL reserves the right to charge such additional fees as it deems reasonable in its sole discretion. 

(c) Required Copyright Notification: Publication of the UCF content or derivatives will be accompanied by one of the following copyright notices in accordance with the rules and definitions stated below:

(i) “Standard Copyright Notice” shall mean and be displayed as: “© 2004-2026 SHL and/or its affiliates. All rights reserved.” Standard Copyright Notice shall be applied to  any standard, unchanged UCF Content.
(ii) “Partial Copyright Notice” shall mean and be displayed as: “derived from the SHL UCF, © 2004-2026 SHL and/or its affiliates. All rights reserved.” Partial Copyright Notice shall be displayed in respect of any content used by Company which is derived from the UCF.

Standard or Partial Copyright Notice must be included anywhere where any elements of the UCF or a competency model derived from the UCF, are used. Standard or Partial Copyright Notice must be included in any Systems or documents using the UCF or derived frameworks, including but not limited to recruitment, development and performance management systems, interview or development guides and training materials. Standard or Partial Copyright Notice must be included where any job advertisements or job descriptions contain UCF content or derived works, including but not limited to where such job advertisements or descriptions are posted on publicly available websites such as “LinkedIn” or other similar sites.
Copyright does not need to be attributed, where a copyright notice would appear substantially out-of-place but, in such instances, ownership of any UCF content, standard or derivative works shall be attributed to SHL through Company’s corporate website.  

Any competency frameworks derived from the UCF shall contain the Partial Copyright Notice and shall not be represented as being the SHL UCF.

(d) Indemnity: Company indemnifies SHL and/or its Affiliates from and against any and all loss, damage and expense (including reasonable legal fees and expenses) incurred by SHL as a result of any prohibited use of the UCF by Company or any breach of confidentiality obligations in respect of the UCF content.

(e) Disclaimer: SHL has made considerable efforts to ensure that Products and/or Services avoid unlawful discrimination. However, SHL is unable to control the acts or omissions of Company or its contractors during Company’s general recruitment or development processes which may lead to such claims

2. Controlled Assessments in the UK, EU and South Africa. Certain Assessments available in the UK, Norway, Switzerland, European Union and South Africa (each a “Controlled Territory”) are subject to regulatory controls and may only be ordered by a person who has successfully completed SHL’s training course and obtained a valid SHL tester license (“Registered User”) or a Company relying on such Registered User. A Registered User must promptly notify SHL of any change of employer or address. If a Company does not have a Registered User in a Controlled Territory, Company may not use the controlled Assessments and such Assessments must be returned to SHL. 



D. In-Company and Public Training 

1. In-Company and Public Training Delivery. SHL may modify the training course syllabus at any time prior to the start of training to facilitate delivery of up-to-date Training Materials.  Company may request substitutions of individual training course participants (each a “Participant”) at any time. If SHL accepts such request, the substitute Participants must successfully complete any pre-course training requirements prior to attendance. SHL will only provide a certificate or other qualification upon full payment of Fees and the Participant’s successful completion of the training course. SHL will be the sole arbiter of such successful completion. Company is solely responsible for the conduct of its Participants. Property brought to a training venue is entirely at Company’s own risk and SHL excludes all liability for theft or loss of such property, howsoever caused. 
2. Training Materials. Materials provided for a training course such as course notes, publications and surveys (“Training Materials”) are for the exclusive and individual use of Participants. Training Materials may not be reproduced or copied in any way without SHL’s prior written approval.  
3. Disclaimer. SHL does not guarantee the accuracy of the information or analysis in the Training Materials. SHL does not provide legal, accounting or similar professional services. SHL disclaims liability for any damages, claims or losses arising from or related to any errors or omissions in the Training Materials whether caused by SHL or its sources, or reliance upon any recommendation made by SHL. 

E. Video Interviewing Tools 

SHL’s video interviewing tools enable Company to post its own content. SHL is not responsible for any content that Company or Company’s users post which is factually inaccurate, unlawful or offensive. That responsibility remains solely with the Company. Accordingly, Company waives any and all legal rights or remedies it has or may have against SHL with respect to any such content. SHL does not screen content posted by Company or Company’s users, but we reserve the right (but not the obligation) in our sole discretion to remove any content that is available via the video interview tool where we have any grounds to suspect non-compliance with these Terms.

 

2. Artificial Intelligence

In the event that the Company uses any AI to generate summary reports or other reports of SHL Output, Company agrees that it shall attach a disclaimer to any such report stating that (i) the summary has been generated by a third-party AI tool; (ii) it is not an official SHL interpretation; and (iii) SHL recommends that all assessment results be reviewed by trained professionals and used in conjunction with other decision-making data.

3. Proctoring

If Company chooses to enable proctoring for an Assessment, SHL may provide proctoring through human support, technology assisted tools, or a combination of both. Company is responsible for ensuring that it has obtained all permissions required under applicable law, including providing advance notice to Candidates that proctoring will be used. 
Laws regarding monitoring and proctoring vary by location. Company is responsible for confirming that proctoring is appropriate for its intended use. Company is responsible for any claims that arise from its decision to use proctoring, including in contravention of any applicable local laws.

4. Reseller Partner License and Usage 

Where Company has entered an agreement with SHL to be a SHL Reseller Partner, the licensing provision will be specified within such separate agreement. Other than SHL Reseller Partners, Company may only purchase Products or Services from SHL: to administer to or resell to third parties (“End Users”) under the following limited circumstances: (A) End Users must be residents of the Territory and use the Products and/or Services only for their internal purpose and not to directly or indirectly develop competing products and/or services; (B) Company shall secure substantially similar terms to the terms of this Agreement with End Users for use of the Products and/or Services and shall not make any representations or warranties other than those provided in this Agreement; (C) Company will retain all branding and copyright statements on the Products and Services; (D) Company will require End Users to grant SHL all the rights stated in this Agreement with respect to data and Intellectual Property Rights; (E) Company will not represent itself as SHL, a licensed partner, a distributor or an agent of SHL. SHL reserves the right to immediately terminate the Agreement at any time without notice if Company, by itself or with any third party, does, or omits to do, any act that might in any way; (1) breach the terms of this section; or (2) cause irreparable harm to SHL, or (3) violate or potentially violate any applicable laws.