Terms of Service
1. Acceptance of the Terms of Service
Welcome to Clever Checklist! We are excited to have you as user and member of the community.
This document is an agreement which you must accept in order to use the Clever Checklist Service ("Service"). It describes both your rights and your obligations as part of using the Service. It is important that you read it carefully because you will be legally bound to these terms. Clever Group Pty Ltd (“Clever Group” “we” “us”) only provides its Clever Checklist Service (as defined below) to you subject to this Terms of Service (“TOS”). By accepting this TOS or by accessing or using the Service or Site, you acknowledge that you agree to be bound by this TOS.
If you are entering into this TOS on behalf of a company or business, you represent that you have the authority to bind such entity, its end users and its affiliates to this TOS. In that case, the terms “you” or “your” shall refer to such entity, its end users (including administrators) and its affiliates, as applicable. If you do not have such authority, or if you do not agree with this TOS, you may not use the Service. You acknowledge that this TOS is a contract between you and Clever Group, even though it is electronic and is not physically signed by you and Clever Group, and it governs your use of the Service.
Should you disagree with any of the provisions herein, you must leave the Website, but please let us know at firstname.lastname@example.org. We'll be happy to hear your comments and suggestions.
2. Changes to the Terms of Service and the Website
Clever Group reserves the right to update the Website and these Terms of Service from time to time, at our discretion and without notice. Nevertheless, this document is public here on this page. Your continued use of the Website following the publishing of updated Terms of Service means that you accept and agree to the changes. If any change to this TOS is not acceptable to you, your only remedy is to cancel your account and stop using the Services.
3. Administrative User
As part of the registration process, you will identify an administrative username in the form of an email address and password for your account. You may use these credentials to create standard users (each with their own password) up to the maximum number permitted for your account. You are responsible for maintaining the confidentiality of your login, password and account and for all activities that occur under your login or account. End users should be aware that your company’s administrator may have certain rights to access your account and related information in connection with the Services and to set your company’s policies regarding your use of various aspects of the Services. Please refer to your company administrator if you have questions regarding such matter.
4. Accessing the Website, Security and Privacy
Clever Group reserves the right to use your Company name as a reference for marketing or promotional purposes on Clever Groups’s website and in other communication with existing or potential Clever Group customers. For example, we might list your company on one of our webpages under lists of Clever Checklist customers. We don’t want to list customers who don’t want to be listed, so you may send an email to email@example.com stating that you do not wish to be used as a reference.
5. Purchase of the Clever Checklist Service
To the extent any portion of the Service is made available for a fee, you will be required to select a payment plan and provide Clever Group accurate information regarding your credit card or other payment instrument. You will promptly update your account information with any changes in your payment information. You agree to pay Clever Group the amount that is specified in the applicable payment plan in accordance with the terms set forth in the Service and this TOS, and you authorize Clever Group to bill your payment instrument in advance on a periodic basis in accordance with such terms. If you dispute any charges you must let Clever Group know within sixty (60) days after the date that Clever Group invoices you. All amounts paid are non-refundable and we reserve the right to change our prices in the future. If we do change prices, we will provide notice of the change on the Site or in email to you, at our option, at least 30 days before the change is to take effect regarding your use of the Service. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount. Clever Group may choose to bill through an invoice, in which case, full payment for invoices issued must be received by the specified date or the Services may be terminated. Unpaid invoices are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection. You shall be responsible for all taxes associated with Services other than taxes based on Clever Group’s net income. All prices stated on the Clever Checklist Websites are in USD and inclusive of any applicable sales taxes and fees. Clever Checklist accepts a variety of different payment methods, so please check the Clever Checklist Websites for the best way for you to pay.
Clever Checklist may change the price for the Clever Checklist Paid Service from time to time. In respect of the Clever Checklist Paid Service, such changed price will take effect after the expiry of the then current paid for period (i.e. the term that you have already paid for). Any price change will be communicated to you at least 14 days in advance so that you have an opportunity to elect to not renew. If you do not wish to be bound by such changed price relating to your Clever Checklist Paid Service you may terminate your subscription of your Clever Checklist Paid Service in accordance with Section 15 (Term and Termination). Your continued use of the Clever ChecklistPaid Service after the communication of such price change to you constitutes an acceptance of such new price.
7. Automatic subscription renewal
Your subscription to the Clever Checklist Paid Service will automatically renew at the end of each subscription term unless you terminate your subscription prior to the end of such subscription term in accordance with Section 15 (Term and Termination). Such renewal will always be for a monthly subscription term, even if the previous subscription term was for a longer period. At the time of renewal the payment method you have designated to be charged for the purchase of the Clever Checklist Paid Service will automatically be charged our then current fees for the applicable subscription.
8. Use of cached content
The “offline mode” of the Mobile Service permits you to download temporary copies of content and use it locally for so long as you maintain your subscription to the applicable Clever Checklist Service. As a subscriber to the Service, you are permitted to store such cached content on up to three (3) separate devices.
9. Your Data and Related Responsibilities
"Your Data" means any data and content stored or transmitted via the Services by or on behalf of you or your end users (which may include data you elect to import from third party services you use). This includes messages you send, files you upload, comments on files, profile information and anything else you enter or upload into Clever Checklist. Clever Group will make commercially reasonable efforts to ensure that all facilities used to store and process Your Data meet a high standard for security (for more information on our current practices and policies regarding data privacy, security and confidentiality, please see https://www.cleverchecklist.com/security; we keep that document updated as these practices and policies evolve over time).
In order for us to provide the Service to you, we require that you grant us certain rights with respect to Your Data. For example, we need to be able to transmit, store and copy Your Data in order to display it to you and your other staff members, to index it so you are able to search it, to make backups to prevent data loss, and so on. Your acceptance of this TOS gives us the permission to do so and grants us any such rights necessary to provide the service to you, only for the purpose of providing the service (and for no other purpose). This permission includes allowing us to use third-party service providers (such as Amazon Web Services) in the operation and administration of the service and the rights granted to us are extended to these third parties to the degree necessary in order for the service to be provided. These rights and permissions are not permanent: they terminate whenever you remove all or part of Your Data from The Service. We claim no ownership over Your Data.
If you or your end users send us any feedback or suggestions regarding the Service, you grant Clever Group an unlimited, irrevocable, free license to use any such feedback or suggestions for any purpose without any obligation to you or your end users.
Nothing herein shall limit our right to collect, use and analyze data and other information relating to the use and performance of the Services and related technologies and to disclose it in aggregate or de-identified forms in connection with our business. That means, for example, that we can tally up the number of templates created and the frequecy of their use, or the number of evidence items collected during a period of time, or any one of a near-infinite number of other measures or analyses and share that however we’d like.
You are solely responsible for your, your administrators’ and your end users’ conduct, the content of Your Data, and all communications with others while using the Services. We may choose to review public content for compliance with our policies and guidelines, but you acknowledge that Clever Group has no obligation to monitor any information on the Services. However, you further agree that Clever Group may remove or disable any public content at any time for any reason or for no reason at all. For example, if you upload files which do not belong to you and use the “Clever Share” feature to make these files available publicly, we can delete those files. We are not responsible for the accuracy, appropriateness, or legality of Your Data or any other information you and your end users may be able to access using the Services. The Services provide features that allow you and your end users to share Your Data and other materials with others or to make it public. Please consider carefully what you allow to be shared or made public.
10. Third Party Content and Services
The Services may permit you to link to other websites, services or resources on the Internet. When you access third party websites, services or resources, you do so at your own risk. They are not under Clever Checklist’s control, and you acknowledge that Clever Group is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites, services, or resources. The inclusion of any such link does not imply endorsement by Clever Group or any association with its operators. You further acknowledge and agree that Clever Group 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 the use of or reliance on any content, goods or services available on or through any such website or resource.
11. Telecommunications Services
Clever Group has no responsibility for providing you with connectivity to the Internet, wireless access, or any other telecommunications services necessary for you to receive or interact with Services.
12. Customer support
If you have any questions concerning the Clever Checklist Service or this Agreement, please contact Clever Group customer service by emailing firstname.lastname@example.org.
13. NO WARRANTY
THE USE OF THE CLEVER GROUP SOFTWARE APPLICATION AND THE CLEVER CHECKLIST SERVICE (INCLUDING BUT NOT LIMITED TO ITS CONTENT) IS AT YOUR OWN RISK. THE CLEVER CHECKLIST SOFTWARE APPLICATION AND THE CLEVER CHECKLIST SERVICE IS PROVIDED AND LICENSED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, CLEVER GROUP DISCLAIMS AND GIVES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY AS TO THE QUALITY, CONTENT AND AVAILABILITY OR FITNESS FOR A SPECIFIC PURPOSE OF THE CLEVER CHECKLIST SOFTWARE APPLICATION OR THE CLEVER CHECKLIST SERVICE OR WARRANTY OF TITLE OR NON-INFRINGEMENT
In addition, Clever Group does not warrant, endorse, guarantee or assume responsibility for any Third Party Application, Third Party Application Content or any other product or service advertised or offered by a third party on or through the Clever Checklist Service or any hyperlinked website, or featured in any banner or other advertising. Consequently Clever Group will in no way be responsible for any transaction between you and third-party providers of Third Party Applications or products or services advertised on or through the Clever Checklist Service. As with any purchase of a product or service through any medium or in any environment, you should use your judgment and exercise caution where appropriate. No advice or information whether oral or in writing obtained by you from Clever Group shall create any warranty on behalf of Clever Group in this regard.
14. LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CLEVER GROUP, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO ANY LOSS OF PROFITS, BUSINESS INTERRUPTION, CORRUPTION OF FILES, LOSS OF BUSINESS INFORMATION, LOSS OF DATA, SERVICE INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE CLEVER CHECKLIST SOFTWARE APPLICATION OR THE CLEVER CHECKLIST SERVICE (INCLUDING BUT NOT LIMITED TO ITS CONTENT), THE THIRD PARTY APPLICATIONS OR THE THIRD PARTY APPLICATION CONTENT EVEN IF YOU HAVE ADVISED CLEVER CHECKLIST ABOUT THE POSSIBILITY OF SUCH LOSS, AND INCLUDING ANY DAMAGES RESULTING THEREFROM.
Your only right with respect to any problems or dissatisfaction with the Clever Checklist Software Application, the Clever Checklist Service, the Third Party Applications or the Third Party Application Content is to uninstall the Clever Checklist Software Application and to stop using the Clever Checklist Service, the Third Party Applications or the Third Party Application Content. In no event will Clever Group's total liability to you in connection with this Agreement exceed the greater of one sollE (U.S. $1.00) or the total amount actually paid by you for the relevant Clever Checklist Services in the six (6) month preceding. Nothing in this Agreement removes or limits Clever Group's liability for fraudulent misrepresentation, death or personal injury caused by its negligence.
Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE STATES, Clever Groups’s LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
15. Term and termination
This Agreement will become effective in relation to you when you create a Clever Checklist account or when you start using the Clever Checklist Service and will remain effective until terminated by you or Clever Group. You may cancel your subscription of the Clever Checklist Service at any time by visiting your subscription page which termination shall have effect at the expiry of the then-current subscription period that you have already paid for (e.g. one month, one quarter or a year). Clever Group will not refund any remaining portion of subscription fees you have already paid for. Clever Group reserves the right to terminate this Agreement or suspend your Clever Checklist account at any time in case of unauthorized, or suspected unauthorized use of the Clever Checklist Service whether in contravention of this Agreement or otherwise. If Clever Checklist terminates this Agreement, or suspends your Clever Checklist account for any of the reasons set out in this section, Clever Group shall have no liability or responsibility to you, and Clever Group will not refund any amounts that you have previously paid.
16. Intellectual property
Clever Group respects intellectual property rights, and expects you to do the same. The Clever Checklist Service and the content provided through the Clever Checklist Service is the property of Clever Group or Clever Group's licensors and protected by intellectual property rights (including but not limited to copyright), and you do not have a right to use the Clever Checklist Service (including but not limited to its content) in any manner not covered by the Agreement. Furthermore, you must not infringe any third party's intellectual property rights in using the Clever Checklist Service. Further, you may not remove or alter any copyright, trademark or other intellectual property notices contained on or provided through the Clever Checklist Service.
17. Copyright infringement and take down
If you are a copyright holder who believes that any of the products, services or content which are directly available via the Clever Group Websites are infringing copies of your work, please let us know. Pursuant to The Digital Millennium Copyright Act, 17 United States Code 512(c)(3), a notice of alleged copyright infringement should be sent to Clever Checklist's designated copyright agent at the following address: Clever Checklist Attn: Legal Department, email@example.com. A notification of claimed copyright infringement must be addressed to Clever Checklist's copyright agent listed above and include the following: A physical or electronic signature of the owner (or person authorized to act on behalf of the owner) of the copyright that is allegedly infringed; Specific identification of each copyrighted work claimed to have been infringed; A description of where the material believed to be infringed is located on Clever Checklist Service or the Clever Group Websites (please be as detailed as possible and provide a URL to help us locate the material you are reporting); Contact information for the complaining party, such as a complete name, address, telephone number, and email address; A statement that the complaining party has a good faith belief that use of the work(s) in the manner complained of is not authorized by the copyright owner, its agent, or the law; and A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
18. Technology limitations and modifications
Clever Group will make reasonable efforts to keep the Clever Checklist Service operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. Clever Group reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, functions and features of the Clever Checklist Service with or without notice.
Clever Group may assign this Agreement or any part of it without restrictions. You may not assign this Agreement or any part of it to any third party.
20. Entire agreement
Should for any reason or to any extent any provision of this Agreement be held invalid or unenforceable, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of this Agreement and the application of that provision shall be enforced to the extent permitted by law.
i. You and Clever Group agree that any dispute, claim or controversy arising out of or relating in any way to the Clever Checklist Service or your use thereof, including our Agreement, shall be determined by mandatory binding arbitration. You agree that the Australian International Arbitration Act 1974. governs the interpretation and enforcement of this provision, and that you and Clever Group are each waiving the right to a trial by jury and the right to participate in a class or multi-party action. This arbitration provision shall survive termination of this Agreement and the termination of your Clever Checklist Service subscription.
ii. You and Clever Group agree that (a) any claims seeking to enforce, protect, or determine the validity or ownership of any intellectual property rights, and (b) any claims related to allegations of theft, piracy or unauthorized use of the Clever Checklist Service are NOT subject to mandatory arbitration. Instead, you and Clever Group agree that the preceding claims (including but not limited to claims for injunctive or equitable relief) shall be exclusively decided by Courts of competent jurisdiction in Queensland Australia, and that applicable Queensland and/or Federal law shall govern, without regarding to choice of law principals.
iii. YOU AND CLEVER GROUP AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A CLASS MEMBER OR IN ANY REPRESENTATIVE CAPACITY OR PROCEEDING. Further, the arbitrator shall not consolidate any other person's claims with your claims, and may not otherwise preside over any form of a multi-party or class proceeding. If this specific provision is found to be unenforceable in any way, then the entirety of this arbitration section shall be null and void. The arbitrator may not award declaratory or injunctive relief.
iv. Any arbitration must be commenced by filing a demand for arbitration within ONE (1) YEAR after the date the party asserting the claim first knows or reasonably should know of the act, omission or default giving rise to the claim; and there shall be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitations period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law. Any arbitration costs or fees deemed "excessive" will be paid by Clever Group.
v. You and Clever Group agree that this Agreement involves international commerce and is subject to the International Arbitration Act. You and Clever Checklist further agree that applicable laws of the Country of Australia shall exclusively govern any dispute without regard to choice or conflicts of law rules. The sole and exclusive venue for the resolution of any dispute, whether or not subject to mandatory arbitration as described above, shall lie in Queensland, Australia.
23. English version prevails
In the event that this Agreement is translated into other languages and there is a discrepancy between the two language versions, the English language version shall prevail to the extent that such discrepancy is the result of an error in translation.