IMPORTANT! PLEASE CAREFULLY READ THESE TERMS OF USE BEFORE USING CLEARDATA, AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS.
Cleardata is an application, dedicated to providing companies vehicle location and other information, operated by Clearplan, Inc. (the "Company" or "we," "our," or "us").
The Company owns and operates the Cleardata application that links to these Terms of Use. We are pleased to offer you (“you” or the “Customer”) access to our Cleardata services (the "Services") that we may provide from our application, subject to these Terms of Use (the "Terms of Use").
You agree to these Terms of Use by accessing or using the Cleardata Services or by accepting, uploading, submitting or downloading any information or content from or to our application. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TERMS OF USE, DO NOT USE THE SERVICES. These Terms of Use constitute a legal agreement between you and the Company, and shall apply to your use of the Cleardata application and the Services even after termination.
You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, warranties and covenants set forth in these Terms of Use, and to abide by and comply with these Terms of Use.
The Company hereby grants you a non-transferable, limited right to access and use the Cleardata application and Services in accordance with these Terms of Use solely for the Customer’s own internal business purposes, and not for the use or benefit of any third party. The Company may change, suspend or discontinue any of the Services at any time, which changes may be sent by email or otherwise provided to you.
The Company is not responsible for any incorrect, invalid or inaccurate entry information; human errors; technical malfunctions; failures, including public utility or telephone outages; omissions, interruptions, deletions or defects of any telephone system or network, computer online systems, data, computer equipment, servers, providers, or software, including without limitation any injury or damage to any person's computer or video equipment relating to or resulting from using our application or receiving our Services; inability to access our application and Services; data that is processed late or incorrectly or is incomplete or lost due to telephone, postal issues, computer or electronic malfunction or traffic congestion on telephone lines or transmission systems, or the Internet, or any service provider's facilities, or any phone site or web site or for any other reason whatsoever; typographical, printing or other errors, or any combination thereof.
The Customer shall pay all applicable fees in connection with the Services, in the manner and as described in the Order Form we send you. The invoicing and payment terms shall be specified in the Order Form. There are no refunds or credits for Services. Any fees paid are non-refundable. The Company reserves the right to change its fees and to institute new charges provided that such changes shall be effective at the end of each subscription term of an Order Form, which changes may be sent by email or otherwise provided to you. The Customer’s use of the Services following such notification constitutes Customer acceptance of any new or increased charges. All fees stated are exclusive of federal, state, local and foreign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes and value added taxes), and the Customer agrees to bear and be responsible for the payment of all such charges, excluding taxes based upon the Company’s net income. All amounts due shall be grossed-up for any withholding taxes imposed by any foreign government. Unless otherwise agreed by the Company, in order to set up an account with the Company, the Customer must provide the Company with accurate and complete billing information including legal name, address, telephone number, and elect a payment method as described on the Order Form. The Customer may upgrade an Order Form at any time, pursuant to the terms and conditions of such Order Form. Any such change will take effect immediately upon acceptance of the new Order Form by the Company, and the Customer will be charged the applicable fee.
The Company will use commercially reasonable efforts to provide the Customer with support and maintenance for the Services in accordance with its standard practices (as may be amended from time to time). The Customer agrees that the Company will have the right to charge, in accordance with its then current policies, for any support services resulting from problems, errors or inquiries relating to systems or any other network, equipment, service or software not owned, controlled or procured by the Company. The Company shall have no obligation to provide updates (for example, patches or revisions to the Services), except that the Company will provide the Customer with any update that it makes generally available without charge to its similar customers.
In addition to any other legal or equitable remedy, the Company may, without prior notice, immediately revoke any or all of your rights to use the Services or our application. In such event, you will immediately cease all access to and use of the application and our Services. The Company may revoke any password(s) and/or account identification issued to you and deny you access to and use of the Cleardata application and Services. Any such action shall not affect any rights and obligations arising prior thereto. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. No refunds will be provided in the event of termination of the Services or the use of the application.
THE CLEARDATA APPLICATION AND SERVICES, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE CLEARDATA APPLICATION, ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY AND ITS PARENTS, SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) ABOUT: (A) THE CLEARDATA APPLICATION AND SERVICES; (B) THE CONTENT AND SOFTWARE ON AND PROVIDED THROUGH THE CLEARDATA APPLICATION AND SERVICES; (C) THE FUNCTIONS MADE ACCESSIBLE ON OR ACCESSED THROUGH THE CLEARDATA APPLICATION AND SERVICES; (D) ANY SERVICES OFFERED VIA THE CLEARDATA APPLICATION OR HYPERTEXT LINKS TO THIRD PARTIES; AND/OR (E) SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE CLEARDATA APPLICATION OR SERVICES OR ANY LINKED SITE. THE COMPANY DOES NOT WARRANT THAT THE CLEARDATA APPLICATION OR SERVICES, ANY OF THE CLEARDATA APPLICATION'S FUNCTIONS OR ANY CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE CLEARDATA APPLICATION OR THE SERVERS THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
THE COMPANY, ITS PARENTS, SUBSIDIARIES AND AFFILIATES, AND THE DIRECTORS, OFFICERS, EMPLOYEES, AND OTHER REPRESENTATIVES OF EACH OF THEM, SHALL NOT BE LIABLE FOR THE USE OF THE CLEARDATA APPLICATION AND SERVICES INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THIS AGREEMENT.
FURTHER, THE COMPANY AND ITS PARENTS, SUBSIDIARIES AND AFFILIATES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE.
You represent, warrant and covenant that you will not (directly or indirectly) or permit any third party to: (i) interfere or attempt to interfere with the proper working of the Cleardata application or Services, or any activities conducted on the Cleardata application or Services; (ii) use the Cleardata application or Services in a manner that is inconsistent with the customary use of the Cleardata application and Services; (iii) use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape”, “data mine” or in any way gather information, content or other materials from the Cleardata application or Services or reproduce or circumvent the navigational structure or presentation of the Cleardata application or Services; (iv) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Cleardata application or Services, except to the limited extent applicable laws specifically prohibit such restriction, (v) use any of the Company’s confidential or proprietary information to create any software, documentation or service that is similar to the Cleardata application or Services or any documentation provided in connection therewith; (vi) modify, translate, or otherwise create derivative works of any part of the Cleardata application or Services, or (vii) except as otherwise permitted in this Terms of Use, copy, license, sublicense, sell, resell, encumber, rent, lease, time-share, distribute, transfer or otherwise use or exploit or make available the Cleardata application or Services for the benefit of any third party without the prior written consent of the Company.
You also represent, warrant and covenant that you have and will materially comply with all applicable laws, privacy rights of third parties, contractual obligations and privacy policies relating to the collection, storage, use and transfer of any information you receive from or on behalf of the Company.
YOU UNDERSTAND AND AGREE THAT THE COMPANY LIMITS ITS LIABILITY IN CONNECTION WITH YOUR USE OF THE CLEARDATA APPLICATION AND SERVICES AS SET FORTH BELOW: UNDER NO CIRCUMSTANCES SHALL THE COMPANY, ITS PARENTS, SUBSIDIARIES, OR AFFILIATES, OR THE DIRECTORS, OFFICERS, EMPLOYEES, OR OTHER REPRESENTATIVES OF EACH OF THEM (COLLECTIVELY, THE "COMPANY ENTITIES AND INDIVIDUALS"), BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO (1) THE CLEARDATA APPLICATION AND SERVICES, THE CONTENT, OR YOUR UPLOADED INFORMATION; (2) THE USE OF, INABILITY TO USE, OR PERFORMANCE OF THE CLEARDATA APPLICATION AND SERVICES; (3) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE COMPANY OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE CLEARDATA APPLICATION AND SERVICES; (4) ANY INFORMATION PROVIDED TO YOU BY THE COMPANY OR THROUGH THE CLEARDATA APPLICATION OR SERVICES; OR (5) ANY ERRORS OR OMISSIONS IN THE CLEARDATA APPLICATION’S TECHNICAL OPERATION, EVEN IF FORESEEABLE OR EVEN IF THE COMPANY ENTITIES AND INDIVIDUALS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE CLEARDATA APPLICATION). IN NO EVENT WILL THE COMPANY ENTITIES AND INDIVIDUALS BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COMPANY ENTITIES AND INDIVIDUALS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100). THE COMPANY ENTITIES AND INDIVIDUALS ARE NOT RESPONSIBLE FOR ANY DAMAGE TO ANY USER'S COMPUTER, HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION. YOUR ACCESS TO AND USE OF THE CLEARDATA APPLICATION AND SERVICES IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE CLEARDATA APPLICATION OR SERVICES YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE CLEARDATA APPLICATION AND SERVICES. YOU RECOGNIZE AND CONFIRM THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF THE COMPANY'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY SERVICES OR THE APPLICATION OR OTHER PROPERTY OWNED OR CONTROLLED BY THE COMPANY AND/OR ITS PARENTS, SUBSIDIARIES, AND/OR AFFILIATES OR YOUR UPLOAD INFORMATION, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF THE CLEARDATA APPLICATION AND SERVICES OR OTHER PROPERTY OR YOUR UPLOAD INFORMATION OR ANY AND ALL ACTIVITIES OR ACTIONS RELATED THERETO. BY ACCESSING THE APPLICATION AND SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.
You agree to defend, indemnify and hold harmless the Company, its directors, officers, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Cleardata application and Services; (ii) your violation of any term of these Terms of Use, including without limitation a breach of your representations, warranties and/or covenants hereunder; or (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right. This defense and indemnification obligation will survive these Terms of Use and your use of the Cleardata application and Services.
The content on the Cleardata application and Services, including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like and the trademarks, service marks and logos contained therein (the “Intellectual Property”), are owned by or licensed to the Company, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on the Cleardata application and the Services are provided to you AS IS for your information and business use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. The Company reserves all rights not expressly granted in and to the Intellectual Property. You agree to not engage in the use, copying, or distribution of any of the Intellectual Property other than expressly permitted herein. You agree not to circumvent, disable or otherwise interfere with security related features of the Cleardata application and Services or features that prevent or restrict use or copying of any Intellectual Property or enforce limitations on use of the Cleardata application or the Intellectual Property therein.
The Cleardata application and Services provide you with the ability to post and upload data and other information (“Content”). You expressly acknowledge and agree that once you submit any such Content, it will be accessible by others and that there is no confidentiality or privacy with respect to such Content, including, without limitation, any personally identifying information that you make publicly available. YOU ARE ENTIRELY RESPONSIBLE FOR ALL THE CONTENT THAT YOU UPLOAD, POST, E-MAIL OR OTHERWISE TRANSMIT VIA THE APPLICATION OR SERVICES.
In addition, once Content is uploaded or submitted to the application or Services, the Company owns all such Content, and all copyrights and other intellectual property rights therein. In the event such Content is not transferable, you hereby irrevocably grant the Company and its sublicensees and assignees a non-exclusive, transferable, perpetual, royalty-free, freely sublicensable (through multiple tiers) license to modify, compile, combine with other content, copy, record, synchronize, transmit, translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit (including for profit) any and all of your Content and all intellectual property and moral rights therein throughout the universe, in each case, by or in any means, methods, media or technology now known or hereafter devised.
If you submit Content to us, each such submission constitutes a representation and warranty by you that such Content is your original creation (or that you otherwise have the right to provide the Content), that you have the rights necessary to grant the ownership rights and license to the Content under this Section, and that it and its use by the Company and its partners as permitted by this Terms of Use does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material.
These Terms of Use shall be governed by the internal substantive laws of the State of Nevada, without respect to its conflict of laws principles. Any claim or dispute between you and the Company that arises in whole or in part from the Terms of Use, the Cleardata application or any Services shall be decided exclusively by a court of competent jurisdiction located in Washoe County, Nevada.
Nothing in the Terms of Use shall create or confer any rights or other benefits in favor of any third parties except as specifically provided herein. The Cleardata application may contain links to third party websites that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, the Company will not and cannot censor or edit the content of any third-party site. By using the Cleardata application or Services, you expressly relieve the Company from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the Cleardata application and to read the terms and conditions and privacy policy of each other website that you visit.
Nothing in the Terms of Use shall create or be deemed to create a partnership, agency, trust arrangement, fiduciary relationship or joint venture between you and the Company.
If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect.
No waiver of any term of these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and the Company’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
The Company reserves the right to amend these Terms of Use at any time and without notice, and it is your responsibility to review these Terms of Use for any changes. If you continue to use the Services after we change the Terms of Use, you accept all changes. The failure of the Company to comply with any provision of these Terms of Use due to an act of God, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of the Company (excepting compliance with applicable codes and regulations) or other force majeure event will not be considered a breach of these Terms of Use.
TRADEMARKS CONTAINED ON THE CLEARDATA APPLICATION ARE TRADEMARKS OR REGISTERED TRADEMARKS OF THE COMPANY IN THE UNITED STATES AND/OR OTHER COUNTRIES. THIRD PARTY TRADEMARKS, TRADE NAMES, PRODUCT NAMES AND LOGOS MAY BE THE TRADEMARKS OR REGISTERED TRADEMARKS OF THEIR RESPECTIVE OWNERS. YOU MAY NOT REMOVE OR ALTER ANY TRADEMARK, TRADE NAMES, PRODUCT NAMES, LOGO, COPYRIGHT OR OTHER PROPRIETARY NOTICES, LEGENDS, SYMBOLS OR LABELS ON THE CLEARDATA APPLICATION.
Last Modified: March 1, 2017