Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and Claritn Inc. ("Claritn," "we," "us," or "our"), concerning your access to and use of the Claritn analytics platform, website, and services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not access or use our Services.

2. Eligibility

To use our Services, you must:

• Be at least 18 years of age or the age of majority in your jurisdiction
• Have the legal capacity to enter into a binding contract
• Not be prohibited from receiving our Services under applicable laws
• Provide accurate and complete registration information

If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

3. Account Registration and Security

To access certain features of our Services, you must register for an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security of your account credentials
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized access or security breach

4. Subscription Plans and Payments

Claritn offers various subscription plans as described on our pricing page. By subscribing to a paid plan, you agree to:

4.1 Subscription Terms

• Subscriptions are billed in advance on a monthly or annual basis
• Automatic renewal unless canceled before the renewal date
• No refunds for partial months or unused services
• Price changes with 30 days' notice for existing customers

4.2 Payment Terms

• All fees are exclusive of taxes, which you are responsible for paying
• Payment is due upon invoice issuance
• Late payments may result in service suspension
• We use third-party payment processors (Stripe, PayPal)

4.3 Free Trial

We may offer a free trial period. At the end of the trial period, your subscription will automatically convert to the selected paid plan unless canceled.

5. Acceptable Use

You agree not to use our Services to:

• Violate any applicable laws or regulations
• Infringe upon intellectual property rights
• Transmit viruses, malware, or harmful code
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the integrity or performance of our Services
• Use our Services to develop a competing product
• Engage in any fraudulent, deceptive, or illegal activities

6. Intellectual Property Rights

6.1 Our Intellectual Property

All rights, title, and interest in and to our Services, including all intellectual property rights, are and will remain the exclusive property of Claritn and its licensors. Our Services are protected by copyright, trademark, and other laws.

6.2 Your Data

You retain all rights, title, and interest in and to your data. By using our Services, you grant us a limited license to process your data solely for the purpose of providing the Services to you.

6.3 Feedback

If you provide us with any feedback, suggestions, or ideas about our Services, you grant us an unlimited, irrevocable, perpetual license to use such feedback for any purpose without compensation.

7. Data Processing and Privacy

Our data processing practices are governed by our Privacy Policy, which is incorporated into these Terms by reference. As a data processor, we will:

• Process your data only in accordance with your instructions
• Implement appropriate technical and organizational security measures
• Assist you in responding to data subject requests
• Notify you of any data breaches affecting your data

You are responsible for ensuring that you have the necessary rights and consents to process any data you upload to our Services.

8. Service Level Agreement (SLA)

We strive to provide reliable Services with the following commitments:

The full SLA is available upon request and applies to Business and Enterprise plans.

9. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability to you for all claims arising from or related to these Terms or the Services shall not exceed the amount you paid us in the 12 months preceding the claim
• We shall not be liable for any indirect, incidental, special, consequential, or punitive damages
• We shall not be liable for any loss of data, profits, revenue, or business opportunities
• These limitations apply even if we have been advised of the possibility of such damages

10. Indemnification

You agree to indemnify, defend, and hold harmless Claritn and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:

• Your use of our Services
• Your violation of these Terms
• Your violation of any third-party rights
• Your violation of any applicable laws or regulations

11. Termination

Either party may terminate these Terms:

11.1 By You

You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of your current billing period.

11.2 By Us

We may suspend or terminate your access to our Services immediately if:

• You violate these Terms
• You fail to pay fees when due
• We discontinue the Services
• Required by law or court order

11.3 Effect of Termination

Upon termination:

• Your right to use our Services will immediately cease
• We will delete your data within 30 days
• You will not receive any refunds for prepaid fees
• Sections that by their nature should survive termination will survive

12. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

12.1 Dispute Resolution

Any dispute arising from or relating to these Terms shall be resolved as follows:

• Negotiation: Parties will attempt to resolve the dispute through good faith negotiation
• Mediation: If negotiation fails, parties will attempt mediation through a mutually agreed mediator
• Arbitration: If mediation fails, the dispute shall be resolved by binding arbitration in San Francisco, California

12.2 Class Action Waiver

You agree to resolve disputes on an individual basis and waive any right to participate in class actions or class arbitrations.

13. Changes to Terms

We may modify these Terms at any time. If we make material changes, we will notify you by email or through our Services at least 30 days before the changes take effect. Your continued use of our Services after the effective date of the revised Terms constitutes your acceptance of the changes.

14. Miscellaneous

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by us, constitute the entire agreement between you and Claritn regarding our Services.

14.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent possible, and the remaining provisions will remain in full force and effect.

14.3 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

14.4 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, or internet service provider failures.