Terms of Service

1. Acceptance Of Terms

The following agreement outlines your obligations when using the ClearServe℠ website available at www.clear-serve.com, (the ”Site“). The Site is owned and operated by ClearServe Holdings LLC (”ClearServe“), and is accessed by you under the terms and conditions of use described below (”Terms of Service“). PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE SERVICES IN THE SITE. BY ACCESSING THE SITE OR ANY CONTENT ON THE SITE, YOU AGREE TO BECOME BOUND BY THE TERMS OF SERVICE. IF YOU DO NOT AGREE TO ALL THE TERMS OF SERVICE, THEN YOU SHOULD NOT ACCESS THE SITE OR USE THE CONTENT OR ANY SERVICES IN THE SITE. CLEARSERVE‘S ACCEPTANCE OF YOUR USE OF THE CONTENT OR SERVICES IN THE SITE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THE TERMS OF SERVICE, TO THE EXCLUSION OF ANY OTHER TERMS. IF THESE TERMS OF SERVICE ARE CONSIDERED AN OFFER BY CLEARSERVE, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.

2. Modifications Of Terms Of Service

ClearServe reserves the right, at its sole discretion, to modify or replace the Terms of Service at any time. If the modifications constitute a material change to the Terms of Service, ClearServe will notify you by posting an announcement on the Site. What constitutes a ”material change“ will be determined at ClearServe‘s sole discretion, in good faith and using common sense and reasonable judgment. You are responsible for reviewing and familiarizing yourself with any such modifications. Use of the Site by you following such notification constitutes your acceptance of the Terms of Service as modified.

3. Intellectual Property And Usage Rights

ClearServe shall retain all worldwide right, title and interest in the intellectual property of the Site to the maximum extent permitted by law, including, but not limited to, the trademarks, ”look and feel,“ color combinations, layout, and all other graphical elements of the Site, and the copyright in and to the original content of the Site. You should assume that everything you read or see on the Site is copyrighted or otherwise protected and owned by ClearServe, or a third party who licensed the right to use such content to ClearServe. Unless otherwise expressly noted, nothing that you read or see on the Site or other Site content, or any of the source code or HTML code that ClearServe uses to generate the Site may be copied, reproduced, modified, distributed, transmitted, republished, displayed, or performed for commercial use without the prior written consent of ClearServe, except as expressly provided in the Terms of Service or otherwise permitted by relevant law. You shall use the Site solely for your own use and shall not assign, transfer or sublicense your rights to the platform or otherwise allow others to use the platform under or through your account. You may not use any information found on the Site for commercial resale or exploitation without the prior written consent of ClearServe.

4. Warranty Disclaimers

ClearServe makes no guarantee or warranty, express or implied, as to the reliability, accuracy, timeliness or completeness of any information found on the Site and assumes no responsibility for any errors or omissions therein. YOU ACCESS THIS SITE AT YOUR OWN RISK. THE SITE IS PROVIDED ON AN ”AS IS, AS AVAILABLE“ BASIS WITHOUT WARRANTY OF ANY KIND AND ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT ARE SPECIFICALLY DISCLAIMED TO THE FULL EXTENT PERMISSIBLE BY LAW. NEITHER CLEARSERVE NOR ITS AFFILIATES, EMPLOYEES, AGENTS OR THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON THIS SITE, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOSS OR DAMAGE TO DATA, OR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY OR INCIDENTAL DAMAGES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF CLEARSERVE, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. CLEARSERVE IS NOT LIABLE FOR CRIMINAL, TORTUOUS, OR NEGLIGENT ACTIONS OR OMISSIONS OF THIRD PARTIES THAT AFFECT THIS SITE. IN NO EVENT WILL CLEARSERVE OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS OR THIRD PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY TORTUOUS OR ILLEGAL CONDUCT OF OTHER USERS. IN NO EVENT WILL CLEARSERVE OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES OR ASSIGNS BE HELD LIABLE FOR ANY DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OR PERSONAL INJURY THAT ARISES IN CONNECTION WITH THE USE OF, OR INABILITY TO USE, THE SITE, OR ANY CONTENT INCLUDED IN OR OTHERWISE MADE AVAILABLE THROUGH THE SITE.

5. Indemnity

You agree to indemnify and hold ClearServe and its subsidiaries, affiliates, officers, directors, agents, and employees, harmless from and against any suit, action, claim, demand, penalty or loss, including attorneys‘ fees, due to or arising out of your use of the Site, breach of the Terms of Service or the materials it incorporates by reference, or your violation of any law, regulation, order or other legal mandate, or the rights of a third party. ClearServe reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you hereunder. The indemnification obligation and ClearServe‘s right to exclusive defense provided for herein shall survive this Terms of Service and your use of the Site.

6. Hyperlink Policy

The Site may contain links to third party websites. Any such link is provided only as a convenience. The inclusion of any link does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by ClearServe of any information contained in any third party website. In no event shall ClearServe be responsible for the information contained on that website or your use of or inability to use such website. You should also be aware that the terms and conditions of such website and the website‘s privacy policy may be different from those applicable to your use of the Site. ClearServe does not object to links on third-party sites to the homepage of the Site in an appropriate context. However, ”framing“ or ”mirroring“ the Site or any of its content is prohibited without the prior written consent of ClearServe.

7. Trademarks And Trade Names

ClearServe, graphics, logos, designs, page headers, button icons, scripts, and other service names are the trademarks and trade names of ClearServe. ClearServe‘s trademarks and trade names may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion.

8. Electronic Communications

We use reasonable security measures and take reasonable system, process and administrative precautions to protect the security and integrity of email and other electronic communications that you may send to us. Despite all these precautions, no method of transmission over the Internet is entirely secure and we cannot guarantee the confidentiality or security of your electronic communications or its contents. You transmit such information at your own risk and you should decide very carefully which information you want to send us via any electronic communication.

9. Security

Users are prohibited from violating or attempting to violate the security of the Site. ClearServe will investigate occurrences of possible violations and will cooperate with all applicable law enforcement authorities in prosecuting violators.

10. Miscellaneous

Excluding the terms and conditions of any client agreement You may have entered into with ClearServe, the Terms of Service constitutes the entire agreement between You and ClearServe regarding the subject matter hereof. You may not assign the Terms of Service or any of your rights or obligations under the Terms of Service without ClearServe‘s express written consent. If you breach any term of the Terms of Service, ClearServe may pursue any legal or equitable remedy available, including but not limited to, direct, consequential, and punitive damages and injunctive relief. ClearServe‘s remedies are cumulative and not exclusive. Failure of ClearServe to exercise any remedy or enforce any portion of the Terms of Service at any time shall not operate as a waiver of any remedy or of the right to enforce any portion of the Agreement at any time thereafter. In the event that any provision or any portion of any provision of the Terms of Service shall be held to be void or unenforceable, the remaining provisions of the Terms of Service (and the balance of any provisions held void or unenforceable in part only) shall continue in full force and effect. Users of this Site are responsible for compliance with all applicable regulations and laws. You will resolve any claim, cause of action or dispute (together a ”claim“) you have with ClearServe arising out of or relating to the Site or the Terms of Service exclusively in a state or federal court located in New York County, New York. The laws of the State of New York will govern the Terms of Service, as well as any claim that may arise between you and ClearServe, without regard to conflict of law principles. You agree to submit to the exclusive personal jurisdiction of the courts of the State of New York, located in New York County, for the purpose of litigating all such claims. In any dispute arising under the Terms of Service, the prevailing party will be entitled to reasonable attorneys‘ fees and expenses. Any dispute arising hereunder or related to your use of the platform shall be solely between you and ClearServe, and to the fullest extent permitted by law, no dispute or proceeding shall be joined with any other or decided on a class-action basis.