Phone
(800) 123 1323
Address
100 SE 2nd street Fort Lauderdale, FL 33301
info@clearbook.ai
Welcome to Clearbook.ai. Please read these Terms of Service (the “Agreement”) carefully so that you are aware of your legal rights and obligations with respect to the Service (as defined below). This Agreement constitutes a binding agreement between Clearbook Inc. (“Clearbook”, “we”, “our” or “us”) and you (“Customer”, “you”, “your”). By checking the box indicating your acceptance of this Agreement, or by accessing or using the Service, you acknowledge that you: (a) have read and understood, and agree to comply with, this Agreement; (b) are at least eighteen (18) years old or of the legal age of majority in your jurisdiction; and (c) have read and understood the Privacy Policy made available at clearbook.ai/privacy (“Privacy Policy”). If you are entering into this Agreement on behalf of your employer or another legal entity, you represent and warrant that you have full authority to bind such employer or other legal entity to this Agreement. Clearbook reserves the right to modify this Agreement at any time, at its sole discretion, by posting a revised version or notifying you via the Service or by email. Your continued access to or use of the Service following notice of any modification constitutes your binding acceptance of the modified Agreement. You hereby waive any applicable rights to require an original (non-electronic) signature or the delivery, retention, or presentation of non-electronic records, to the extent not prohibited under applicable law.
The Service is intended for individuals and companies located in the United States. Nothing on this website or within the Service constitutes an offer to sell, or a solicitation of an offer to buy, the Service in any jurisdiction where such offer or solicitation would be unlawful under applicable law. You may not use the Service or accept the terms of this Agreement if you are prohibited from using the Service under the laws of the United States or any other applicable jurisdiction, including the jurisdiction in which you reside or from which you access or use the Service.
Subject to the terms and conditions of this Agreement, Clearbook hereby grants you a limited, worldwide, non-exclusive, non-sublicensable, non-transferable and revocable right to remotely access (i.e., on a SaaS basis) Clearbook's accounting and bookkeeping-related software-as-a-service (the “Service”) during the Subscription Term (as defined below), solely for Customer's internal organizational purposes (collectively, the “Subscription”). Unless otherwise indicated, the term “Subscription” also includes any appliance and any manual or documentation provided or made available to Customer in connection with the operation of the Service (“Documentation”). Customer may use the Service and all content distributed or generated thereby subject to the subscription type and subscription scope purchased by Customer within Clearbook's online offering (“Subscription Scope”), the use limitations specified in this Agreement, and applicable laws and regulations.
Customer hereby grants Clearbook the right to access and interoperate with Customer's environment solely during the Subscription Term as necessary in order to provide the Service to Customer. Customer acknowledges and agrees that provision of the Service is dependent on Customer's provision of data and information, and access rights (including enabling integrations or connections with third-party services and accounts designated by Customer) reasonably requested by Clearbook and/or the Service. Customer hereby acknowledges and agrees that failure to provide such data, information and access in a complete and timely manner may affect Clearbook's ability to provide certain functionalities within the Service.
Clearbook may, at its sole discretion, offer a free trial subscription to the Service for a limited time period, commencing on the date the Account is provisioned and ending thirty (30) days thereafter, or on the date specified in the online offering (“Trial Period”). Customer acknowledges and agrees that the Service offered during the Trial Period may include partial or limited features, and that any support, uptime commitments, service levels, and warranties (if any) do not apply during the Trial Period. Customer hereby waives any claims related to the unavailability of, or limitations on, such features or any support during the Trial Period.
For clarity, the subscription right granted to Customer hereunder is for using the Service in accordance with the Customer's Subscription Scope. Clearbook may, from time to time, at its sole discretion, introduce certain additional features or functionalities of the Service (“Additional Service(s)”). Purchases of access to Additional Services and/or purchases of additional volume under the Subscription Scope, shall be made by Customer within Clearbook's online offering, in each case according to the pricing specified therein, and any use thereof shall be subject to this Agreement. Additionally, Customer's use of the Additional Services may be subject to supplemental terms which shall be made available to you within Clearbook's online offering and/or the Service and may be updated by Clearbook from time to time (“Supplemental Terms”). For clarity, (a) use of each Additional Service shall be deemed as your acceptance of its Supplemental Terms; (b) use of the Additional Service may be subject to additional Fees; and (c) Clearbook reserves the right to modify, suspend, discontinue, or replace any Additional Services at any time, at its sole discretion.
The Service may be accessed solely by Customer or its employees who are explicitly authorized by Customer to use the Service for the benefit and on behalf of Customer (each, a “User”). In order to access the Service, Customer is required to set up an administrative account with Clearbook by submitting the information requested in the applicable Service interface (“Account”). Customer warrants that all information submitted during the registration process is, and will thereafter remain, complete and accurate. Customer shall ensure that Users comply with the terms of this Agreement at all times and shall be responsible and liable for all activities that occur under or in the Account. Customer will require that all Users keep user ID and password information strictly confidential and not share such information with any unauthorized person. Customer shall be fully responsible and liable for any breach of this Agreement by a User. Any unauthorized access or use of the Service must be immediately reported to Clearbook.
The Service is hosted by a third-party hosting services provider selected by Clearbook (“Hosting Provider”), and accordingly the availability of the Service shall be in accordance with the Hosting Provider's then-current uptime commitments.
Customer acknowledges that the Service is in a “beta” state of development, is currently undergoing testing and is provided on an “as is” and “as available” basis and may not meet Customer's requirements. As with any beta version, the Service may not be fully implemented or refined, there may be unresolved issues, and Clearbook may not offer full support for the Service.
As a condition to the Subscription, and except as expressly permitted otherwise under this Agreement, Customer shall not do (or permit or encourage to be done) any of the following subscription restrictions (in whole or in part):
((a)-(j) shall be referred to collectively herein as the (“Subscription Restrictions”).
Clearbook shall provide support and maintenance services in accordance with its then-current support and maintenance practices and policies, as may be updated from time to time. If you have any support-related queries, please contact us via our standard support channels, and we will respond to your request in a timely manner. Support related to the Services may be provided by Clearbook and its authorized representatives or by third-party service providers.
At Customer's request, Clearbook may introduce or connect Customer to one or more third-party licensed CPAs or other professional service providers who may provide tax preparation, tax and financial advisory, and related professional services (collectively, “Professional Services”). For the avoidance of doubt, Clearbook does not provide the Professional Services and does not act as a CPA, tax preparer, or financial advisor. Any Professional Services are provided solely by the applicable third party, at Customer's sole risk and discretion, and are subject to a separate agreement between Customer and such third party, and may require the payment of additional fees payable directly to the applicable third party or via Clearbook's online offering. Clearbook does not control, endorse, or assume any responsibility or liability for any third-party provider or any Professional Services, including any acts or omissions, advice, errors, or deliverables.
The Service may use or include third-party open-source software, files, libraries or components that may be distributed to Customer and are subject to third-party open-source license terms. If there is a conflict between any open-source license and the terms of this Agreement, then the open-source license terms shall prevail but solely in connection with the related third-party open-source software. Clearbook makes no warranty or indemnity hereunder with respect to any third party open-source software or components.
Following the Trial Period (as applicable), the Subscription is subject to payment of the applicable fees, which will be calculated according to the Customer's Subscription Scope and type of Subscription (“Fees”). Unless otherwise specified in Clearbook's online offering, the Fees shall be payable in monthly installments. The standard pricing options for each Subscription type are shown on the pricing page accessible at: clearbook.ai/pricing (“Price List”). Clearbook may change the Price List and/or update the applicable payment terms (including billing frequency, invoicing arrangements, and due dates) from time to time, provided that any such changes will be implemented no more than once per calendar year. If you have an active Account, Clearbook will notify you by email or other reasonable manner at least fifteen (15) days before any such change takes effect. If you do not agree to the change, you must cancel and stop using the Service before the change takes effect. Clearbook may, from time to time and at its absolute discretion, offer discounts to the Fees charged and/or grant free-of-charge usage of certain features of the Service, on a case-by-case basis. Any such discounts and/or free-of-charge features shall not be considered a permanent offer, and the Fee that Clearbook charges on a recurring basis will be determined in accordance with Clearbook's policy, as updated from time to time.
Unless expressly stated otherwise in the Price List or Clearbook's online offering: (a) all Fees are stated in U.S. Dollars and are payable in monthly installments at the commencement of each month; (b) all payments under this Agreement are non-refundable, are exclusive of all sales, use, value-added, withholding and other direct or indirect taxes, charges, levies and duties, and are made without any right of set-off or cancellation; and (c) any amount not paid when due will accrue interest on a daily basis until paid in full, at the lesser of one and a half percent (1.5%) per month and the highest amount permitted by applicable law.
The Fees may be paid online using your credit card or other payment methods accepted by Clearbook. Your payment may be processed through a third-party payment processing service, and additional terms may apply to such payments. We reserve the right to use other third-party payment processing services for such purposes in the future. For all versions of the Service, we reserve the right in the future to charge a Fee for features and/or uses which are currently made available free of charge. As part of registering for the Service you authorize Clearbook (either directly or through our affiliates, or other third parties) to charge, request, and collect a payment, issue a refund, or take any other billing actions from your payment method or designated banking account, and to make any inquiries that we (or our affiliates and/or third-parties acting on our behalf) may consider necessary to validate your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from your credit card company or banking account (e.g., updated expiry date or card number as may be provided to Clearbook by your credit card company).
Customer hereby acknowledges that Clearbook may audit Customer's use of the Service to ensure that the Customer complies with the terms of this Agreement and does not use the Service in excess of the Subscription Scope. Customer undertakes to use Service in accordance with the Subscription Scope and hereby acknowledges and agrees that any use of the Service in excess of the Subscription Scope shall be charged in accordance with the Price List.
As between the parties, Clearbook is, and shall be, the sole and exclusive owner of all intellectual property rights in and to: (a) the Service and all related software and intellectual property; and (b) any and all improvements, derivative works, and/or modifications of/to the foregoing, regardless of inventorship or authorship. Customer shall make, and hereby irrevocably makes, all assignments necessary or reasonably requested by Clearbook to ensure and/or provide Clearbook with the ownership rights set forth in this paragraph. Nothing herein constitutes a waiver of Clearbook's intellectual property rights under any applicable law.
If Clearbook receives any feedback (which may consist of questions, comments, suggestions, or the like) regarding the Service (collectively, “Feedback”), all rights, including intellectual property rights, in such Feedback shall belong exclusively to Clearbook, and such Feedback shall be considered Clearbook's Confidential Information. Customer hereby irrevocably and unconditionally transfers and assigns to Clearbook all intellectual property rights it has in such Feedback and waives any and all moral rights that Customer may have with respect thereto. It is further understood that any use of Feedback, if any, may be made by Clearbook at its sole discretion, and that Clearbook shall not be obliged to make use of Feedback.
As between the parties, Customer owns and retains all right, title, and interest (including all intellectual property rights) in and to: (a) any data or information that originates from Customer or is uploaded, submitted, or otherwise provided by Customer (or its Users) to the Service (collectively, the “Customer Data”); and (b) any reports or other output which is unique to Customer and is generated through Customer's use of the Service and is prepared specifically for Customer using Customer Data (excluding any Clearbook templates, generalized formats, methodologies, know-how, or recommendations provided generally to Clearbook customers) (“Reports”). Customer hereby grants Clearbook and its affiliates a worldwide, non-exclusive, royalty-free, perpetual license to access and use the Customer Data for Clearbook's provision of the Service and related services and obligations hereunder, to prevent or address technical or security issues and resolve support requests, to investigate when we have a good faith belief, or have received a complaint alleging, that Customer or any of its Users provided Customer Data in violation of the terms of this Agreement and/or applicable law. Clearbook will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect the security, confidentiality, and integrity of Customer Data.
Customer shall not (and shall not permit any User to) make available to Clearbook or through the Service any information that violates applicable law, regulation, or any third-party right (including intellectual property, privacy, or publicity rights), or otherwise use the Service in a manner that could expose Clearbook to civil or criminal liability. Clearbook reserves the right to immediately suspend or terminate Customer's access to the Service in the event of any actual or suspected breach of this Section.
Customer acknowledges and agrees that Clearbook may collect and process information regarding the configuration, performance, security, access to, and use of the Service by Customer and its Users (“Account Data”) for its internal business purposes including to develop, improve, support, secure, and operate the Service and to fulfill legal obligations. Any anonymous, aggregated and/or de-identified information, which is derived from the use of the Service (i.e., metadata, aggregated, analytics information and/or intelligence relating to the operation, support, and/or Customer's or its Users' use, of the Service) which is not personally identifiable information and which does not identify Customer and/or the User (“Analytics Information”) may be used for providing the Service, for development, benchmarks, tracking general industry trends, developing and publishing white papers, reports and summaries and/or for statistical purposes. Such Analytics Information is Clearbook's exclusive property.
Any personal information collected by Clearbook in connection with the provision of the Service will be processed in accordance with Clearbook's Privacy Policy.
Clearbook may send you automated SMS messages or phone calls for transactional purposes, including account or service-related updates. Message frequency varies. Message, calls, and data rates may apply. For support, reply HELP or contact info@clearbook.ai. To opt out, reply STOP or contact info@clearbook.ai; you will receive a final confirmation message and then no further messages will be sent. Supported carriers are not liable for delayed or undelivered messages. We do not sell or share your data with third parties for marketing purposes.
Clearbook uses artificial intelligence tools and systems (“AI”) in connection with the provision of the Service. Customer acknowledges and agrees that the technology used by Clearbook to provide the Service is experimental, rapidly evolving, and may produce unexpected outputs and results. Any content or results produced by the Service are provided on an “AS IS” and “AS AVAILABLE” basis, without warranties of any kind. The output generated by the AI and/or the Service may contain errors, omissions, inaccuracies, or content that does not accurately reflect real events, places, people, or facts. Customer understands and agrees that Clearbook shall have no liability for any mistakes, inaccuracies, omissions, or offensive material, or for any decisions or actions taken by Customer based on the outputs or results generated by the Service or AI. Customer's reliance upon such outputs is at Customer's sole risk and discretion. Customer is solely responsible for reviewing and verifying any content generated by the Service (whether AI-generated or otherwise) before relying on, sending, distributing, or otherwise using or implementing such content. Clearbook disclaims any liability for consequences arising from Customer's failure to review or verify such content.
“Confidential Information” means any information disclosed by or on behalf of one party (“Discloser”) to the other party (“Recipient”) pursuant to this Agreement that is marked as “confidential” or otherwise indicates its confidential nature. Without limiting the foregoing, the Service is Clearbook's Confidential Information. Confidential Information does not include any information that: (i) is or becomes generally known and available to the public through no act or omission of the Recipient; (ii) was already in the Recipient's possession, without a duty of confidentiality owed to the Discloser, at the time of the Discloser's disclosure; (iii) is lawfully obtained by the Recipient from a third party that has the right to make such disclosure; or (iv) is independently developed by the Recipient without breach of an obligation owed to the Discloser. The Recipient may use the Discloser's Confidential Information solely to perform its obligations under this Agreement. Except as set forth in the immediately following sentence, the Recipient will not disclose the Discloser's Confidential Information to any third party, except to its employees, consultants, affiliates, agents, and subcontractors having a need to know such information to perform its obligations under this Agreement and who have signed a non-disclosure agreement with the Recipient containing terms at least as protective of the Discloser's Confidential Information as those contained herein. The Recipient may disclose the Discloser's Confidential Information to the extent required by law or by order of a court or similar judicial or administrative body, provided that it notifies the Discloser of such required disclosure to enable the Discloser to seek a protective order or otherwise prevent or restrict such disclosure. All right, title, and interest in and to Confidential Information are and will remain the sole and exclusive property of the Discloser. The Recipient will use no less than reasonable efforts to protect the Discloser's Confidential Information from unauthorized access, use, or disclosure. Notwithstanding anything to the contrary in this Agreement, Clearbook's obligations with respect to the protection of Customer Data are solely as set forth in Section 7.
Each party represents and warrants that it is duly organized, validly existing, and in good standing under the laws of its jurisdiction of incorporation or organization, and that the execution and performance of this Agreement will not conflict with any other agreement to which it is bound or violate applicable law. Clearbook represents and warrants that, under normal authorized use, the Service shall substantially perform in conformity with the Documentation. As Customer's sole and exclusive remedy, and Clearbook's sole liability, for breach of this warranty, Clearbook shall use commercially reasonable efforts to repair the Service. This warranty shall not apply if the failure of the Service results from, or is otherwise attributable to: (i) repair, maintenance, or modification of the Service by persons other than Clearbook or its authorized contractors; (ii) accident, negligence, abuse, or misuse of the Service; (iii) use of the Service other than in accordance with the Documentation and this Agreement; or (iv) the combination of the Service with equipment or software not authorized or provided by Clearbook.
OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND THE RESULTS THEREOF (INCLUDING THE REPORTS) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CLEARBOOK DOES NOT WARRANT THAT THE SERVICE WILL MEET CUSTOMER'S REQUIREMENTS OR OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN THIS SECTION 10, CLEARBOOK EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, NON-INFRINGEMENT, NON-INTERFERENCE, AND FITNESS FOR A PARTICULAR PURPOSE. CLEARBOOK WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES, OR OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS, OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES.
THE SERVICE IS ADVISORY IN NATURE. ANY REPORTS, OUTPUTS, CONTENT, OR RECOMMENDATIONS GENERATED BY OR THROUGH THE SERVICE (INCLUDING THOSE PRODUCED USING INTEGRATED ARTIFICIAL INTELLIGENCE OR THIRD-PARTY TOOLS) ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT, AND ARE NOT INTENDED TO BE, LEGAL, TAX, ACCOUNTING, COMPLIANCE, FINANCIAL, OR SECURITY ADVICE. CLEARBOOK DOES NOT PROVIDE LICENSED CPA SERVICES, TAX PREPARATION OR ADVICE, LEGAL ADVICE, FINANCIAL ADVISORY SERVICES, OR AUDIT ATTESTATION SERVICES, OR ANY OTHER SERVICES THAT REQUIRE A LICENSED PROFESSIONAL. CUSTOMER IS SOLELY RESPONSIBLE FOR (A) ENGAGING QUALIFIED LICENSED PROFESSIONALS AS NEEDED (INCLUDING A CPA), AND (B) REVIEWING AND APPROVING ALL REPORTS, DELIVERABLES, RECORDS, AND OUTPUTS BEFORE USING THEM, RELYING ON THEM, OR SUBMITTING THEM TO ANY GOVERNMENTAL AUTHORITY. CLEARBOOK SHALL NOT BE LIABLE FOR ANY ACTIONS OR INACTION TAKEN IN RELIANCE ON ANY REPORTS, OUTPUTS, CONTENT, OR RECOMMENDATIONS GENERATED BY OR THROUGH THE SERVICE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (I) CLEARBOOK SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, REPUTATION, PROFITS, DATA, OR DATA USE, OR THE COST OF PROCURING ANY SUBSTITUTE GOODS OR SERVICES; (II) CLEARBOOK'S MAXIMUM LIABILITY FOR ANY DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT OR TORT, OR OTHERWISE, SHALL IN NO EVENT EXCEED, IN THE AGGREGATE, THE TOTAL AMOUNTS ACTUALLY PAID TO CLEARBOOK BY CUSTOMER IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THIS LIMITATION OF LIABILITY IS CUMULATIVE AND NOT PER INCIDENT. FOR CLARITY, THE LIMITATIONS IN THIS SECTION DO NOT APPLY TO PAYMENTS DUE TO CLEARBOOK UNDER THIS AGREEMENT.
THE FOREGOING EXCLUSIONS AND LIMITATIONS ON LIABILITY SET FORTH IN THIS SECTION 12 SHALL APPLY: (I) EVEN IF YOU HAVE BEEN ADVISED, OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES OR DAMAGES; AND (II) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY (SUCH AS, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT).
Your Termination Rights & Cancellation Process: You may request to terminate this Agreement and cancel your paid subscription at any time. To do so, navigate to Contact and Support → Disconnect from Service on our site, and click Disconnect. Your cancellation will take effect at the end of your current billing cycle.
Free Trials and Refunds: We may offer a free trial period to new users. If you do not cancel before the expiration of your free trial, you will automatically be charged our standard monthly fee. If a cancellation request is submitted after your free trial has ended, no refunds or credits will be issued for any monthly fees already charged to your account. Following cancellation, you will retain access to the platform until the end of your paid billing period.
Consequences & Survival: Upon termination, your right to access and use the Website immediately terminates. Sections 6 (Intellectual Property Rights) through 19 (Entire Agreement) survive termination. Termination does not affect rights and obligations accrued as of the effective date of termination.
You agree to defend, indemnify, and hold harmless Clearbook, its affiliates, and each of their respective officers, directors, agents, licensors, suppliers, consultants, and employees from and against any and all third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (i) your misuse of the Service, Account, and/or Customer Data; (ii) your breach of this Agreement; (iii) our processing of Customer Data; and/or (iv) your failure to comply with obligations applicable to you under applicable laws.
This Agreement commences on the date Customer first accepts it or accesses the Service, whichever is earlier (the “Effective Date”), and Customer's initial monthly subscription will automatically renew for additional successive monthly subscriptions until terminated in accordance with the terms herein (the “Subscription Term”).
You may terminate this Agreement and your Subscription at any time, with or without reason, by cancelling your Subscription via the Service. To do so, navigate to Contact and Support → Disconnect from Service on our site, and click Disconnect. Such cancellation will take effect at the end of your then-current billing cycle. Clearbook may, at its sole discretion, terminate this Agreement and/or your Subscription, or any part thereof, immediately at any time, with or without cause, including, without limitation, for a breach of this Agreement or if the Service, any portion thereof, or a Third Party Service will be discontinued or end-of-lifed by Clearbook or the applicable Third Party Service provider. If the Service will be completely discontinued pursuant to this section during your Subscription Term, Clearbook will provide you with a pro-rata refund of the Fees paid in advance for the remainder of your Subscription Term, calculated from the effective date of termination.
Clearbook reserves the right to temporarily suspend your access to the Service: (a) if Customer is seven (7) days or more overdue on a payment; (b) if Clearbook deems such suspension necessary as a result of Customer's breach of the Subscription Restrictions; (c) if Clearbook reasonably determines that suspension is necessary to avoid material harm to Clearbook or its other customers, including if the Service's cloud infrastructure is experiencing denial of service attacks or other attacks or disruptions outside of Clearbook's control; or (d) as required by law or at the request of governmental entities.
Upon termination of this Agreement for any reason: (a) the Subscription shall automatically terminate; (b) Customer shall cease all access to and use of the Service thereunder; and (c) Customer shall (as directed by Clearbook) permanently erase and/or return all Confidential Information of Clearbook in Customer's possession or control. Following termination, all outstanding Fees and other charges accrued as of the effective date of termination shall become immediately due and payable, and, if necessary, Clearbook shall issue a final invoice therefor. The provisions of this Agreement that, by their nature and content, must survive termination of this Agreement in order to achieve the fundamental purposes of this Agreement (including “Intellectual Property Rights”, “Disclaimers”, “Limitation of Liability”, and “Miscellaneous”) shall so survive. Termination shall not affect any rights and obligations accrued as of the effective date of termination. For a period of thirty (30) days from the effective date of termination of this Agreement, we will provide you, upon your written request, a reasonable opportunity to download your data. We reserve the right to permanently delete, from our (or our third-party service provider's) servers, any data that may be contained in your Account at any time following such thirty (30) day period.
This Agreement, and any exhibits attached or referred to herein, represents the entire agreement between the parties concerning the subject matter hereof, supersedes all prior and contemporaneous oral or written understandings and statements. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach shall not be deemed a waiver by that party as to subsequent enforcement or actions in the event of future breaches. Any waiver granted hereunder must be in writing. If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect, and such provision shall be reformed only to the extent necessary to make it enforceable. Any use of the Service by an agency, department, or other entity of the United States government shall be governed solely by the terms of this Agreement. Customer hereby agrees that (i) Clearbook may use Customer's name and logo to identify Customer as a customer of Clearbook or user of the Service, on Clearbook's website, presentations, marketing materials, or otherwise; and (ii) Customer, to the extent requested by Clearbook, shall use commercially reasonable efforts to positively address communications it receives from Clearbook's potential customers. Following the termination of this Agreement, Customer may request that Clearbook remove such customer reference. Except as stated otherwise herein, this Agreement is for the sole benefit of the parties hereto and nothing herein, express or implied, shall give, or be construed to give, any rights hereunder to any other person. You may not assign, delegate, or transfer this Agreement or your rights or obligations hereunder, or your Account, in any way (by operation of law or otherwise) without Clearbook's prior written consent. We may transfer, assign, or delegate this Agreement and our rights and obligations without your consent. Without derogating from and subject to the abovementioned, this Agreement will bind and benefit each party and its respective successors and assigns. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to principles of conflicts of law. All disputes arising out of or in connection with this Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one arbitrator appointed in accordance with such Rules. The place of arbitration shall be New York, New York. The language of the arbitration shall be English. Notwithstanding the foregoing, each party may seek equitable relief in any court of competent jurisdiction in order to protect its proprietary rights. Each party irrevocably waives its right to trial by jury. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. This Agreement does not, and shall not be construed to, create any relationship of partnership, joint venture, employer-employee, agency, or franchisor-franchisee between the parties. Neither party has any authority to enter into agreements of any kind on behalf of the other party. Clearbook will not be liable for any delay or failure to provide the Service resulting from circumstances or causes beyond the reasonable control of Clearbook including, but not limited to, strikes, shortages, riots, insurrection, fires, floods, storms, explosions, acts of God, war, actions of government or quasi-governmental authorities, acts of terrorism, earthquakes, power outages, pandemics or epidemics (or similar regional health crises), or any other cause that is beyond the reasonable control of Clearbook. Notices to either party shall be deemed given (a) the same business day, if dispatched by facsimile or electronic mail before 13:00 (EST) and the sender receives acknowledgment of receipt, or (b) the next business day, if dispatched by facsimile or electronic mail after 13:00 (EST) and the sender receives acknowledgment of receipt.
If you have any questions about these Terms, please contact us at info@clearbook.ai.
Phone
(800) 123 1323
Address
100 SE 2nd street Fort Lauderdale, FL 33301
info@clearbook.ai