Terms & Conditions

Welcome to ClearVue, a cloud based Analytics Platform and mobile application (the “Service”) which is designed for businesses utilising temporary or permanent workforces. Please read these terms and conditions of use carefully (the “Terms”) before using the Service as they form a legally binding contract between us. These Terms apply to the Service and the entire content of any of the ClearVue owned websites (together, the “Website”), the use by You of all ClearVue services provided and any correspondence between us. The Service may include, but is not limited to, providing platform access, publishing Apps, platform setup and App delivery.

If You (the “Customer” and “You”) use the website or Service then You indicate that You accept these Terms regardless of whether or not You choose to register to use the Service. If You do not accept these terms, then please do not use the Website or the Service. These Terms are issued by Clearvue Limited, a private limited company registered in England with number 13599920 whose registered office is at Barnston House, Beacon Lane, Heswell, Wirral CH60 0EE

When you open an account or place an order for the Service by creating or having an account created for you then You confirm that You have read, understood and agree to be bound by these terms.

You confirm that (i) in the case of an individual, You are at least 18 years old, or (ii) the director or person who completes the order for Services has the necessary authority to act on the Customer’s behalf and to bind the Customer to the contract and all details given or provided are accurate and up to date.

When You place the order You will receive a confirmation email that creates the contract between us.

If You do not agree to these Terms, then we are unwilling to allow You access to the Website and/or the Service. Please do not access and/or use our Website and/or Service.

1. INTRODUCTION

—————

1.1 In consideration of Your opening an account and/or the payment by You of the current fees specified at point of acceptance, You are agreeing to abide by these Terms, and we shall grant You access to use the associated Website and Service on the terms set out in this document.

1.2 By accessing any part of the Website or the Service, You shall be deemed to have accepted the Terms in full which shall take effect immediately on your first use of the Website or Service. If You do not accept the Terms in full, You must leave the Website immediately.

1.3 The Company may revise these Terms on at least 30 days’ notice by updating them on the Website. Any such revision shall only take effect on the Customer’s next annual renewal date. Any updates shall be notified by email

1.4 Any amendments, modifications, enhancements or changes to the Service made available by the Company from time to time shall be subject to these Terms.

1.5 If You are 18 years old or Younger You may not register with us. By entering your details You are stating You are 18 years old or older.

2. RIGHTS GRANTED

—————–

2.1 You are permitted to use the Service for your own internal business purposes or for Your own personal use on the following basis:

(a) You have provided your legal full name, a valid email address, and any other information requested in order to complete the sign-up process; and

(b) if You provide or otherwise make available the Service in whole or in part in any form to any person including your employees, (“Invitees”) You undertake to ensure that all Invitees comply with these Terms and acknowledge that You shall remain responsible and liable for the acts or omissions of all Invitees to the same extent as if You had carried out such acts or omissions yourself.

2.2 Subject to the provisions of clause 2.3, all copyright and other intellectual property rights in the Service and material on the Website (including without limitation photographs and graphical images) are owned by the Company or its licensors. Any use of extracts from the Website for any purpose is prohibited and You will not attempt to copy, modify, duplicate, download, transmit, mirror or in any other form attempt to copy or build a similar product or similar service.

2.3 User Content. Our Service allows you to post content on the Service, including training courses, surveys, comments, photos, blog posts, messages, links to external URLs, videos and other materials. Any content a User submits, posts, displays, or otherwise makes available on the Service, including all Intellectual Property Rights therein, is referred to as “User Content.” All copyright and intellectual property rights in any information uploaded by You or your users to the Service shall remain vested in You, your employees or your licensors and are your responsibility to maintain. It is your responsibility to ensure that content does not infringe intellectual property rights, copyright or trademarks, and that any required permissions or licences have been obtained. You understand and agree that any loss or damage of any kind that occurs as a result of the use of any User Content is solely your responsibility and You will hold ClearVue harmless against any claims by third parties in relation to User Content.

2.4 The Service may contain links to other websites or services that are not owned or controlled by us. Because we have no control over such sites and resources, You acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

2.5 The Service and Website have been developed by the Company and all Intellectual Property Rights therein are our exclusive property. No part of the Website or Service may be reproduced or stored in any other website or included in any public or private electronic retrieval system or service without the Company’s prior written permission.

2.6 If we assist a Customer by providing enhancement(s) to the Service, creating custom functionality, plugins, integrations or connections, including any and all derivatives thereto (collectively referred to an “Enhancements”), even if the Customer paid us for such Enhancements, such Enhancements will be owned by us unless specifically agreed in writing.

2.7 No exclusivity is given and nothing shall stop the Company from providing or selling the Service or Website to other companies or organisations, including competitors of the Customer.

2.8 Any rights not expressly granted in these Terms are reserved.

3. SERVICE ACCESS & TECHNICAL SUPPORT

————————————-

3.1 Whilst the Company uses commercially reasonable endeavours to ensure that the Website and Service is normally available 24 hours a day, the Company shall only be liable if for any reason the Website or Service is unavailable for 48 continuous hours or more. In the event that the Website or Service is unavailable for 48 continuous hours or more, a payment credit will be issued for the pro rata value of the Customer’s monthly fee for the period beyond 48 hours for which the Website or Service is unavailable, which shall be offset against the Customer’s next invoice. The Company will endeavour to carry out planned maintenance during a maintenance window outside of standard UK business hours and to provide at least 2 Normal Business Hours’ notice in advance of any unplanned maintenance.

3.2 Access to the Website and the Service may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond the Company’s control.

3.3 The Company will provide technical support to then current paying subscribers to the Service by email only unless You are paying for a pricing plan that specifically includes telephone support. Technical support will only be provided for bugs or errors in the Service that are reproducible by the Company. You agree to provide the Company with full and accurate details of all bugs and errors in the Service requested by the Company. The Company shall use reasonable endeavours to fix any bugs or errors that are found. You acknowledge that the Company provides no warranty that all or any bugs or errors in the Service will be corrected.

3.4 The Company may, at its sole discretion, provide training and configuration services for additional cost as agreed at the time between the two parties.

4. ACCEPTABLE CONDUCT

———————

4.1 You are prohibited from posting or transmitting to or from the Website and/or the Service any material:

(a) that is threatening, defamatory, obscene, indecent, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience; or

(b) for which You have not obtained all necessary licences, consents and/or approvals; or

(c) which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of or infringe the rights of any third party, in any country in the world; or

(d) which is technically harmful (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).

4.2 You may not use the Website or the Service:

(a) in any way that breaches any applicable local, national or international law or regulation;

(b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

(d) to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).

4.3 The Company shall fully co-operate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity or locate anyone posting any material in breach of clause 4.1 or 4.2.

4.4 You agree that Users will abide by any separate Terms of Use, Privacy Policy and Acceptable Use Policy maintained in the Google Play and Apple/iTunes App stores.

For details regarding Google and Apple requirements and standards, go to https://play.google.com/about/developer-content-policy and https://developer.apple.com/app-store/review/guidelines, respectively.

5. REGISTRATION, CHARGES & PAYMENT

————————-

5.1 Each account is for use by either a single legal entity (e.g. a company or a partnership) or an individual user. You may provide Invitees with access to your account by inviting them to register as a user of your account. This is done so on an individual user basis and You will not allow any Invitee account to be used by more than one individual. The Company does not permit users to share any user name and password with any other person nor with multiple users on a network.

5.2 Responsibility for the security of any usernames and passwords issued (including those of any Invitees) rests with You.

5.3 For paying accounts, You agree to provide us with a valid credit card number or alternative agreed method and authorise us to deduct from such card or alternative agreed method, payment of the then current monthly or annual license fees (“Fees”), as applicable. The Fees for the ClearVue Platform are as detailed and agreed in the Order Details above. Pricing may vary from time to time at our sole discretion and the customer shall be notified of any pricing changes with a minimum of 30 days’ notice, such changes to be applied from the next annual renewal date. The credit card must be registered in either Your name or that of your organisation. Credit card payments are subject to validation and authorisation checks by the card issuer.

5.4 Each user account has a 1GB file transfer and data storage allowance. If You exceed your total aggregate file transfer and data storage allowance, then excess usage will be charged at £1 per GB.

5.5 For paying accounts the Service is billed monthly or annually in advance on or around the same day in the month or the same date in the year according to when your account is created. Payments are non-refundable, and no refunds or credits will be given for any partial use within any month or any year.

5.7 If You upgrade from a free or trial account to a fee paying account there is no further trial period. You will be charged for your first month immediately following any such upgrade.

5.8 Please note that if You downgrade your Service then You may lose content, features or capacity. We do not accept any liability for these losses.

5.9 All fees quoted are exclusive of all taxes, charges, levies, assessments and other fees of any kind imposed on your use of the Service and shall be the responsibility of, and payable by, You. If your place of business is within the EU (excluding the UK) and You provide us with a valid VAT registration number then we will not charge You VAT. If your place of business is outside of the EU then we will not charge You VAT. In all other circumstances if You reside or have your place of business within the EU then we will add UK VAT to our fees at the then current rate.

5.10 We reserve the right to suspend your Service immediately if You fail to provide us with valid credit card details or alternative agreed method that enable us to charge the full amount of any outstanding fees and charges within 7 days of the due date. We will provide prior notice of our intention to suspend your Account by email to your then registered email address. If no payment is made to clear the full amount of any outstanding fees and charges within a further 14 days your account and all associated data will be deleted and the agreement between us set out in these Terms shall be automatically terminated.

6. DISCLAIMER

————-

6.1 While the Company endeavours to ensure that the information provided on the Website and the information provided in connection with the Service is correct, the Company does not warrant the accuracy and completeness of such material. The Company may make changes to the material on the Website or to the Service, or to the products and prices described on the Website, at any time without notice. The material on the Website may be out of date, and the Company makes no commitment to update such material.

6.2 The material on the Website and the Service is provided “as is”, without any conditions, warranties or other terms of any kind. Accordingly, to the maximum extent permitted by law, the Company provides You with access to the Website and the Service on the basis that the Company excludes all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) which, but for this legal notice, might have effect in relation to the Website or the Service.

6.3 Status of Pre-Contractual Statements – Each of the parties acknowledges and agrees that, in entering into the Contract it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to these terms and conditions or not) relating to the subject matter of the Contract, other than as expressly set out in the Contract.

6.4 You acknowledge that:

(a) the Service has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Service as described on the Website meet your requirements;

(b) it is not possible to test the Service in advance in every possible operating combination and environment; and

7. LIABILITY AND WARRANTY

————

7.1 The Company, any other party (whether or not involved in creating, producing, maintaining or delivering the Website or Service), and any of the Company’s officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any amount or any kind of loss or damage that may result to You or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in connection with the Website or Service where such liability has been directly and solely caused by the actions or negligence of the Customer.

7.2 Nothing in this legal notice shall exclude or limit either party’s liability for:

(a) death or personal injury caused by negligence (as such term is defined by the Unfair Contract Terms Act 1977); or

(b) fraud; or

7.3 Subject to clauses 7.1 and 7.2, the Company’s maximum aggregate liability under or in connection with these Terms, or any collateral contract, whether in contract, tort (including negligence) or otherwise (a “Claim”), shall be limited to a sum equal to the aggregate amount which You are obliged to pay the Company in the twelve (12) month period immediately prior to the period giving rise to such Claim. Where You have multiple contracts with the Company relating to different products or services, such aggregate amount shall be limited to the Service to which the Claim relates.

7.4 The Customer shall defend, indemnify and hold harmless us, our officers and employees against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with a third party claim: (i) for your violation of any third-party right of privacy or Intellectual Property Rights; and (ii) arising as a result of any of your User Content.

7.5 Subject to clause 7.2, the Customer’s maximum aggregate liability under or in connection with these Terms, or any collateral contract, whether in contract, tort (including negligence) or otherwise, shall be limited to a sum equal to the aggregate amount which the Customer is obliged to pay the Company in the twelve (12) month period immediately prior to the period giving rise to such claim.

7.6 ClearVue shall not be liable to the Customer for any consequences arising from the use of Customer Data by the Customer. It is the sole responsibility of the Customer to ensure the lawfulness and lawful use of the data held.

7.7 Your responsibility for activity and content: You are solely responsible for the activity that occurs on or through your Service, the content that is used and shared on it, the interactions between users and the use of data that is created by the Service.

7.8 We will not be liable for your losses caused by any unauthorised use of your account, and you shall be solely liable for the losses due to any such unauthorised use.

8. TERM & TERMINATION

————–

8.1 This agreement shall commence on the order date and, in the case of a Trial account, will automatically terminate at the end of the trial period unless upgraded to a fee paying account. For fee paying accounts the agreement will commence on the Licence Start Date and be for a minimum term length of 24 months (“Term”) or as otherwise agreed in writing (“Minimum Term”). Billing will be collected monthly or annually. The agreement will continue for the entirety of the Term and automatically roll over for successive periods of 12 months or as otherwise agreed in writing.

8.2 The Company may terminate this Agreement immediately by written notice to You if:

(a) You commit a material or persistent breach of these Terms which You fail to remedy (if remediable) within 14 days after the service of written notice requiring You to do so; or

(b) a petition for a bankruptcy order to be made against You has been presented to the court; or

(c) You (being a company) becomes insolvent or unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986), enters into liquidation, whether voluntary or compulsory (other than for reasons of bona fide amalgamation or reconstruction), passes a resolution for its winding-up, has a receiver or administrator manager, trustee, liquidator or similar officer appointed over the whole or any part of its assets, makes any composition or arrangement with its creditors or takes or suffers any similar action in consequence of its debt, unable to pay your debts (within the meaning of section 123 of the Insolvency Act 1986).

8.3 You may terminate this Agreement at any time by emailing accounts @theclearvue.co.uk If a Customer terminates this agreement before the end of the current Term or Minimum Term, the customer will be required to pay the remaining amounts due through the end of the Term or Minimum Term and will not be entitled to a refund of any amount. Termination will take affect at the end of the current contract period. Notice must be given a minimum of 30 days prior to the end of the current Term or Minimum Term.

8.4 Upon termination for any reason:

(a) all rights granted to You under these Terms shall cease;

(b) You must cease all activities authorised by these Terms;

(d) You will not be entitled to any refund or credit in respect of any fee paid by You in advance for any cancelled Service; and

(e) the Company may immediately and without further notice delete or remove any content, data or other information submitted by You or your Invitees to the Service.

8.5 All provisions of this Agreement, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, intellectual property rights and copyright, warranty disclaimers, indemnity, and limitations of liability.

9. TRANSFER OF RIGHTS AND OBLIGATIONS

————————————-

9.1 These Terms are binding on You and us, and on our respective successors and assigns.

9.2 You may not transfer, assign, charge or otherwise dispose of these Terms or any of your rights or obligations arising hereunder, without our prior written consent.

9.3 We may transfer, assign, charge, sub-contract or otherwise dispose of these Terms, or any of our rights or obligations arising hereunder, at any time without Your consent provided that such transfer, assign, charge, sub-contract or disposal is to a party that has the right to grant You the rights.

10. NOTICES

———–

10.1 All notices given by You to us must be given to ClearVue at accounts@theclearvue.co.uk or addressed to Accounts Team, Clearvue Limited Barnston House, Beacon Lane, Heswell, Wirral CH60 0EE . We may give notice to You at either the e-mail or postal address You provided to us when registering. Notice will be deemed received and properly served 24 hours after an e-mail is sent provided that no non-delivery receipt has been received, or three days after the date of posting of any recorded delivery letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

11. EVENTS OUTSIDE OUR CONTROL

——————————

11.1 Other than for payment of Fees which shall remain payable only in the event that a Force Majeure Event does not prevent or hinder the Customer from using the Services, neither party will be liable or responsible for any failure to perform, or delay in performance of, any of their obligations hereunder that is caused by events outside their reasonable control (a “Force Majeure Event”).

11.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

(a) strikes, lock-outs or other industrial action;

(b) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;

(d) impossibility of the use of public or private telecommunications networks;

(e) the acts, decrees, legislation, regulations or restrictions of any government.

11.3 Our performance is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.

12. WAIVER, ANTI-BRIBERY AND NO AGENCY

———-

12.1 If we fail, at any time to insist upon strict performance of any of your obligations under these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled hereunder, this shall not constitute a waiver of such rights or remedies and shall not relieve You from compliance with such obligations.

12.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.

12.3 No waiver by us of any of these Terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to You in writing.

12.4 No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind us in any respect whatsoever.

12.5 Each Party warrants that neither the Party or its director, employees, agents, or subcontractors have given commissions, rebates, payments, lavish gifts, kickbacks, lavish or expensive entertainments, or other things of significant cost or value to any director, employee, agent, or subcontractor of the other Party in connection with the agreement and acknowledges that the giving of any such payments, gifts, entertainment, or other things of value may result in the cancellation of this and all other future agreements. Each Party will notify the other of any such solicitations by any of its directors, employees, agent or subcontractors. Each party shall ensure they conduct themselves ethically and uphold their respective policy.

13. SEVERABILITY

—————-

13.1 If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

14. ENTIRE AGREEMENT

——————–

14.1 These Terms and any document expressly referred to in it represents the entire agreement between us in relation to the use of the Website and the provision of the Services and supersedes any prior agreement, understanding or arrangement between us, whether oral or in writing.

14.2 We each acknowledge that, in entering into these Terms, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to entering into these Terms except as expressly stated herein.

14.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date we entered into these Terms (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these Terms.

14.4 If any provision of this agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the agreement shall otherwise remain in full force and effect and enforceable.

15. CUSTOMER DATA, DATA PROTECTION & GDPR

——————-

15.1 Data inputted by the Customer, users, or ClearVue on the Customer’s behalf for the purpose of using the Services or facilitating the Customer’s use of the Services (“Customer Data”) shall be owned by the Customer and the Customer shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Customer Data.

15.2 ClearVue shall follow its data handling and archiving procedures for Customer Data as will be provided to the Customer upon request, as such document may be amended by ClearVue in its sole discretion from time to time. ClearVue shall not be responsible for any loss, destruction, alteration or disclosure of Customer Data resulting from the actions of the Customer’s administrators or users. ClearVue shall be responsible for any loss, destruction, alteration or disclosure of Customer Data as a result of their actions or negligence. In the event of loss, destruction, alteration or disclosure of Customer Data resulting from the actions of the Customer’s administrators or users, the Customer’s sole and exclusive remedy shall be for ClearVue to use reasonable commercial endeavours to restore the lost or damaged Customer Data from the latest back-up of such Customer Data maintained by ClearVue in accordance with the archiving procedure. ClearVue shall not be responsible for any loss, destruction, alteration or disclosure of Customer Data caused by any third party (except those third parties sub-contracted by ClearVue to perform services related to Customer Data maintenance and back-up).

15.3 If ClearVue processes any personal data on the Customer’s behalf when performing its obligations under this agreement, the parties record their intention that the Customer shall be the data controller and ClearVue shall be a data processor and in any such case:

15.3.1 the Customer acknowledges and agrees that the personal data may be transferred or stored outside the EEA or the country where the Customer and the authorised Users are located in order to carry out the Services and ClearVue’s other obligations under this agreement;

15.3.2 the Customer shall ensure that the Customer is entitled to transfer the relevant personal data to ClearVue so that ClearVue may lawfully use, process and transfer the personal data in accordance with this agreement on the Customer’s behalf;

15.3.3 the Customer shall ensure that the relevant third parties have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection legislation;

15.3.4 ClearVue shall process the personal data only in accordance with the terms of this agreement and any lawful instructions reasonably given by the Customer from time to time; and

15.3.5 each party shall take appropriate technical and organisational measures against unauthorised or unlawful processing of the personal data or its accidental loss, destruction or damage.

15.4 ClearVue shall process the data in accordance with its Privacy Policy

15.5 ClearVue Limited is registered with the Information Commissioners Office (ICO) under the Data Protection Act and complies with the EU General Data Protection Regulation.

16. GOVERNING LAW AND JURISDICTION

———————————-

16.1 This legal notice shall be governed by and construed in accordance with English law.

16.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this contract or its subject matter or formation (including non-contractual disputes or claims).

Last updated: April 2022

Terms & Conditions

Ready to get started?

Ready to
get started?