(last updated January 209, 2020)
Your use of the Clarobi Application (the “Dashboard”) and this Web site (the “Site”) is subject to these Terms of Use (these
“Terms”). For the purposes of this Agreement, the “User” (also referred to herein as “you” or “your“)
means the company or other organization or individual that is purchasing a subscription to the
Dashboard. By using any of our Dashboard, Site or Services, you agree to be bound by, and use our
Dashboard, Site or Services in compliance with, these Terms of Use. IF YOU DO NOT AGREE TO THESE TERMS
OF USE, DO NOT USE OUR SERVICES. We may make changes to these Terms from time to time. When we do, we
will revise the “last updated” date given above. It is your responsibility to review these Terms
frequently and to remain informed of any changes to them. The then-current version of these Terms will
supersede all earlier versions. You agree that your continued use of our Dashboard, Site or Services
after such changes have been published to our Dashboard, Site or Services will constitute your
acceptance of such revised Terms.
Information about Clarobi
The Clarobi Service is provided by Interlive Metrics Srl (“Interlive Metrics”), a company incorporated
and registered in Romania under company number J16/1380/30.08.2013 whose registered office is at CS
Nicolaescu Plopsor, Bl K, Ap 20, Craiova, Dolj. Interlive Metrics's VAT number is 32192508. License to
Use our Dashboard, Site or Services Subject to the terms and conditions of this Agreement, Interlive
Metrics grants the User during the Term (as defined below) a non-transferable, non-exclusive license,
without the right to sublicense (unless Interlive Metrics has provided prior written consent), to access
and use the Dashboard for User’s internal business purposes. This license is subject to usage
limitations, if any, that may be identified in the course of the online Dashboard subscription
enrollment process. Except for your pre-existing rights and this license granted to you, we and our
licensors retain all right, title and interest in and to our Dashboard, Site or Services, including all
related intellectual property rights. Our Dashboard, Site or Services are protected by applicable
intellectual property laws, including United States copyright law and international treaties. Except as
otherwise explicitly provided in these Terms or as may be expressly permitted by applicable law, you
will not, and will not permit or authorize any third party to: reproduce, modify, translate, enhance,
decompile, disassemble, reverse engineer or create derivative works of any of our Dashboard, Site or
Services; rent, lease or sublicense access to any of our Dashboard, Site or Services; or circumvent or
disable any security or technological features or measures of our Dashboard, Site or Services. Access to
our Dashboard, Site or Services We reserve the right to modify or discontinue, temporarily or
permanently, all or any portion of our Dashboard, Site or Services without notice. We will not be liable
to you or to any third party for any modification, suspension, or discontinuance of all or any portion
of our Dashboard, Site or Services. We also reserve the right, in our sole discretion, to reject, refuse
to post, or remove any material that you post or submit for posting, and to restrict, suspend, or
terminate your access to our Dashboard, Site or Services at any time, for any or no reason, with or
without prior notice, and without liability.
Restrictions
You shall not (and you shall not permit any third party to): (i) reverse engineer, decompile, disassemble, or
otherwise attempt to discern the source code of any software applications included in the Dashboard;
(ii) copy, modify, adapt or translate the Dashboard, or otherwise make any use, resell, distribute or
sublicense the Dashboard other than to the extent permitted in this Agreement; (iii) make the Dashboard
available on a “service bureau” basis or allow any third parties to use the Dashboard, other than User’s
employees and consultants acting on its behalf, without Interlive Metrics’ prior written consent; (iv)
use the Dashboard in violation of any applicable law or regulation. User acknowledges that the Dashboard
may include software or information provided by Interlive Metrics’ suppliers, which information may be
subject to additional terms and conditions. User will comply with any such third party terms and
conditions of which Interlive Metrics’ may provide notice from time to time.
Use Policies
You are solely responsible for any content and other material that you submit,
publish, transmit, or display on, through, or with our Dashboard, Site or Services. You will not use our
Dashboard, Site or Services to: (i) upload, post, email, or otherwise transmit any Submission that
contains unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libelous,
invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (ii) harm us
or third parties in any way; (iii) impersonate any person or entity, or otherwise misrepresent your
affiliation with a person or entity; (iv) upload, post, email, or otherwise transmit any Submission that
you do not have a right to transmit under any law or under contractual or fiduciary relationships (such
as inside information, proprietary and confidential information learned or disclosed as part of
employment relationships or under nondisclosure agreements); (v) upload, post, email or otherwise
transmit any Submission that infringes any patent, trademark, trade secret, copyright, or other right of
any party; (vi) upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising,
promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other forms of
solicitation; (vii) upload, post, email, or otherwise transmit any material that contains software
viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the
functionality of any computer software or hardware or telecommunications equipment; (viii) interfere
with or disrupt the Dashboard, Site or Services or servers or networks connected to the Dashboard, Site
or Services, or disobey any requirements, procedures, policies or regulations of networks connected to
the Dashboard, Site or Services; (ix) intentionally or unintentionally violate any applicable local,
state, national or international law or regulation; (x) “stalk” or otherwise harass another; or (xi)
collect or store personal data about other users.
Privacy Policy
We may collect registration and other information about you or your customers through our Dashboard, Site or
Services. Our collection and use of this information is governed by our Privacy Policy, available at
http://clarobi.com/privacy. Restricted Areas of the Dashboard, Site or Services The
Dashboard and certain parts of our Site and Services are password-restricted to registered users or
other authorized persons (“Password-Protected Areas”). If you are authorized to gain access to any
Password-Protected Areas, you agree that you are entirely responsible for maintaining the
confidentiality of your password, and agree to notify us if the password is lost, stolen, disclosed to
an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely
responsible for any and all activities that occur under your account, whether or not you are the
individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of
your account or any other breach of security in relation to your password or our Dashboard, Site or
Services that is known to you.
Fees
User will pay Interlive Metrics' the applicable Dashboard subscription fees as specified in the course of the online Dashboard subscription
enrollment process. Interlive Metrics reserves the right to increase the subscription fees for any
renewals of the Dashboard subscription.
Refunds
All plans have a 14 days free trial period, after which users will be billed according to the chosen plan. Users can unsubscribe from the service at
any time by contacting us.
Annual subscriptions will be refunded for the remaining months. No
refund will be issued for monthly subscriptions.
Term and Termination
The term of this Agreement shall continue for the duration of the Dashboard subscription (including
any renewals) that is purchased and paid for, as specified in the course of the online Dashboard
subscription enrollment process (the “Term“). If you shall fail to pay any subscription fee when
due, or otherwise commit a material breach of this Agreement, Interlive Metrics may terminate this
Agreement, and your access to the Dashboard, upon ten (10) business days prior, written notice to
you, unless you pay such fee or cures such breach within such ten (10) business day period.
Notwithstanding the foregoing, in the event of a breach by User of Section Restrictions, Interlive
Metrics shall have the right to immediately terminate this Agreement and User’s access to the
Dashboard.
Disclaimer of Warranties
Your use of the Dashboard, Site or Services and the service content is at your sole risk. The Dashboard, Site and Services each are
provided on an “AS IS” and “AS AVAILABLE” basis. We and our suppliers and licensors expressly
disclaim all warranties of any kind, whether express or implied, including, but not limited to the
implied warranties of merchantability, fitness for a particular purpose, title, and
non-infringement. We do not guarantee the accuracy, completeness, or usefulness of the Dashboard,
Site or Services or any service content, and you rely on the Dashboard, Site or Services and service
content at your own risk. Any material that you access or obtain through our Dashboard, Site or
Services is done at your own discretion and risk and you will be solely responsible for any damage
to your computer or loss of data that results from the download of any material through our
Dashboard, Site or Services. No advice or information, whether oral or written, obtained by you from
us or through or from our Dashboard, Site or Services will create any warranty not expressly stated
in this agreement.
Indemnity
You will indemnify and hold us, our suppliers and licensors, and our respective subsidiaries, affiliates, officers, agents, employees,
representatives, and assigns harmless from any costs, damages, expenses, and liability caused by
your use of the Dashboard, Site and Services, your violation of these Terms, or your violation of
any rights of a third party through use of the Dashboard, Site or Services.
Limitation of Liability
WE AND OUR SUPPLIERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT,
INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO,
DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN
ADVISED OF THE POSSIBILITY OF THESE DAMAGES), RESULTING FROM YOUR USE OF OUR Dashboard, Site or
Services AND SERVICE CONTENT. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF US AND OUR
SUPPLIERS AND LICENSORS OF ALL KINDS ARISING OUT OF OR RELATED TO YOUR USE OF THE DASHBOARD, SITE OR
SERVICES AND SERVICE CONTENT (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE CAUSE
AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE
AMOUNTS, IF ANY, THAT YOU HAVE PAID TO US FOR YOUR USE OF THE DASHBOARD, SITE OR SERVICES. To the
extent the foregoing exclusions and limitations of liability are not permitted under applicable law,
Interlive Metrics’ liability in such case will be limited to the greatest extent permitted by law.
Legal Notices
Enforcement of these Terms will be governed by the laws
of the Romania, excluding its conflict and choice of law principles. The exclusive jurisdiction and
venue for any claims arising out of or related to these Terms or your use of the Dashboard, Site or
Services will lie in courts located in within Romania, and you irrevocably agree to submit to the
jurisdiction of such courts. Our failure to enforce any right or provision in these Terms will not
constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing.
In the event that a court of competent jurisdiction finds any provision of these Terms to be
illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect.