Terms & Conditions

Klearium, Inc.

PLEASE READ THESE TERMS OF USE CAREFULLY

BEFORE USING THIS WEBSITE OR ANY SERVICE RELATED TO THIS WEBSITE

These Terms of Use may have been amended since the last time you used the Website.

Effective: March 25, 2024

Contractual Relationship

These Terms of Use ("TOU") govern your access to and use of the www.klearium.com website, and related websites, online services and content, and mobile applications (collectively, "Website") provided by Klearium, Inc., or any parent, subsidiary or affiliate thereof (collectively, "Klearium"). PLEASE READ THESE TOU CAREFULLY, AS IT IS A LEGAL AGREEMENT BETWEEN YOU AND KLEARIUM.

By accessing or using the Website, you confirm your agreement to be bound by these TOU. If you do not agree to these TOU, you may not access or use the Website.

Klearium may amend these TOU from time to time, effective upon Klearium's posting of such updated TOU at this location. Your continued access or use of the Website after such posting confirms your consent to be bound by these TOU, as amended.

Klearium reserves the right, in its sole and absolute discretion, at any time and for any reason, with or without prior notice, to (a) modify, suspend, or discontinue all or any portion of the Website, or anything offered on or through the Website, including the features, look and feel, functional elements, and related items, or (b) terminate your access to the Website.

Privacy Policy

Klearium's collection and use of personal information in connection with the Website is described in Klearium's privacy policy ("Privacy Policy") located at www.klearium.com/privacy, which is incorporated by reference into these TOU.

Ownership

The Website, and all rights therein, and all material available on or through the Website, including without limitation all data, text, photos, videos, graphics, logos, software, or other content (collectively, "Materials"), are and shall remain the property of Klearium or its licensors. No Materials may be copied, republished, uploaded, posted, transmitted, distributed in any way, or modified. The Website and Materials are protected by copyright, trademark, trade dress, patent, trade secret, domain name, international treaties, and other proprietary rights, and laws of the United States and other countries. Klearium enforces its intellectual property rights to the fullest extent of the law. Except as expressly provided in these TOU, no right or license is granted to you in or to the Website or Materials, or to use Klearium's or its licensors' company name, brands, logos, product and service names, trademarks, or Website marks.

Access Rights

Klearium grants you a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Website and Materials, subject to any applicable limitations or other terms stated herein or on the Website, solely for your internal business or personal purposes. The foregoing is a license and not an agreement for sale.

Restrictions on Access and Use

You may not:

• remove any copyright, trademark, or other proprietary notices from any portion of the Website or Materials;
• reproduce, copy, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Website or Materials except as expressly permitted by Klearium;
• decompile, reverse engineer, or disassemble the Website or Materials, or otherwise reduce the software or Materials to a human-perceivable form for any purpose, including without limitation to build a product or service competitive with the Website or Materials, except as may mandated to be permitted by applicable law without the option of opting out of such permission;
• deep link to, mirror, or frame any portion of the Website or Materials;
• other than for indexing by a bona fide search engine which does not otherwise violate these TOU, cause or launch any robot, spider, web crawler, extraction software, device, program or scripts for the purpose of monitoring, scraping, indexing, surveying, or otherwise data mining any portion of the Website or Materials, or unduly burdening or hindering the operation or functionality of any aspect of the Website or Materials;
• attempt, through any means, to gain unauthorized access to, or to overburden or disable, any part of the Website, other account, computer system or network connected to any Klearium owned, shared, or leased server;
• upload or transmit viruses or other harmful, disruptive, or destructive files;
• disrupt, interfere with, or otherwise harm or violate the security of the Website, system resources, accounts, passwords, servers or networks connected to or accessible through the Website or affiliated or linked sites;
• combine the Website or Materials with any other data or information for the purpose, or with the result, of determining the identity or other personal information of any person who provided information or data to the Website; or
• otherwise violate the letter or spirit of these TOU.
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You agree that violations of the foregoing proscriptions may be so serious and incalculable that monetary compensation may not be a sufficient or appropriate remedy and that Klearium will be entitled to temporary and permanent injunctive relief to prohibit such use or activity, without the need to prove damages or to post bond.

You hereby indemnify and hold harmless Klearium from and against any and all claims, allegations, demands, suits, and proceedings (collectively, "Claims"), and from and against any liability, judgments, awards, damages, settlements, fees, and costs (including attorney’s fees) (collectively, "Damages") incurred in connection with any such Claims, brought or asserted by any third party arising out of or relating to your violation of the foregoing proscriptions.

Your Conduct

You agree to comply with all applicable laws when accessing or using the Website. In accessing or using the Website, you may not cause nuisance, annoyance, inconvenience, or property damage to any other party. Without limiting the foregoing, by accessing the Website you agree:

• to comply with all applicable laws regarding online conduct and submission of acceptable user content;
• not to use the Website, or submit content to the Website, if you are under the age of 21;
• not to access the Website using a third-party's account or registration without the express consent of the account holder;
• not to attempt to impersonate another user or person;
• not to advertise or solicit any user to buy or sell any products or services, unless authorized by Klearium;
• not to conduct any kind of systematic collection of data or other content (whether automated or manual) from the Website or its users;
• not to interfere with any other party's use and enjoyment of the Website;
• not to transmit any chain letters or junk email;
• not to sell or transfer your profile or account;
• not to use the Website to engage in commercial activities, except in accordance with these TOU;
• not to use the Website as part of an effort to compete with Klearium or the Website;
• not to harass, annoy, intimidate, or threaten any Website user or Klearium employee or agent engaged in providing any portion of the Website;
• not to display an advertisement or accept payment or anything of value from a third person in exchange for your performing any commercial activity on or through the Website on behalf of that person, other than permitted transactions with Klearium; and
• not to use the Website for any illegal purposes.
  

You agree that violations of the foregoing proscriptions may be so serious and incalculable that monetary compensation may not be a sufficient or appropriate remedy and that Klearium will be entitled to temporary and permanent injunctive relief to prohibit such use or activity, without the need to prove damages or to post bond.

You hereby indemnify and hold harmless Klearium from and against any and all Claims, and from and against any Damages incurred in connection with any such Claims, brought or asserted by any third party arising out of or relating to your violation of the foregoing proscriptions.

Third Party Website and Content

The Website may be made available to you, or accessed by you, using third party devices, such as mobile devices and applications, and other third-party services and content (including advertising) that Klearium does not control. The Website may also include advertisements or otherwise link to third-party websites or other content. You acknowledge that different terms of use and privacy policies may apply to your use of such third-party websites, services, or content. Klearium does not endorse third-party materials and in no event shall Klearium be responsible or liable for any third-party products or services.

Certain brands and logos represented on the website are those of our trading partners and do not imply any ownership by Klearium of related trademarks or any corporate affiliation with the owners thereof.

Network Access and Devices

You are responsible for obtaining the data network access necessary to use the Website. Your mobile network's data and messaging rates and fees may apply if you access or use the Website from your device or if you sign up to receive messages or reminders via mobile messaging Website. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Website and any updates thereto. Klearium does not guarantee that the Website, or any portion thereof, will function on any particular hardware or devices. In addition, the Website may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

Suspension and Termination

Klearium has the right to suspend or otherwise block your current or future use of the Website, or terminate your account, if applicable, for any reason or no reason, including without limitation if you violate or fail to comply with any of your obligations or requirements under these TOU or any other agreement with Klearium, or pursuant to any Klearium policy, including the Privacy Policy.

DISCLAIMERS; LIMITATION OF LIABILITY

THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KLEARIUM AND ITS LICENSORS DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TOU, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN ADDITION, KLEARIUM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEES REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE WEBSITE, OR OTHER MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE, OR ANY WEBSITE OR GOODS REQUESTED THROUGH THE USE OF THE WEBSITE, OR THAT THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE WILL BE ACCURATE, UNINTERRUPTED, OR ERROR-FREE. THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE, REMAINS SOLELY WITH YOU.

IN NO EVENT SHALL KLEARIUM OR ITS LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY ADVANTAGE) ARISING OUT OF THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE, OR THE USE OF OR INABILITY TO USE THE WEBSITE, EVEN IF KLEARIUM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY OF RECOVERY.

KLEARIUM OR ITS LICENSORS SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY, OR LOSSES ARISING OUT OF: (A) YOUR USE OF OR RELIANCE ON THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE, OR YOUR INABILITY TO ACCESS OR USE THE WEBSITE; (B) ANY INACCURACY IN THE WEBSITE, OTHER MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE; OR (C) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD-PARTY. THE WEBSITE IS AVAILABLE FOR YOUR CONVENIENCE ONLY, AND KLEARIUM SHALL NOT BE BOUND BY ANY DATA OR OTHER STATEMENT AVAILABLE ON OR THROUGH THE WEBSITE.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, YOUR SOLE REMEDY IN RESPECT OF THE WEBSITE, MATERIALS, INFORMATION, OR DATA AVAILABLE THROUGH THE WEBSITE, THESE TOU, OR THE PRIVACY POLICY, REGARDLESS OF ANY THEORY OF RECOVERY, SHALL BE FOR YOU TO CEASE YOUR ACCESS TO AND USE OF THE WEBSITE.

IF ANY PART OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF KLEARIUM UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE LOWEST LIMITATION OF LIABILITY ALLOWED BY LAW, OR, IN THE EVENT SUCH AMOUNT IS NOT PRESCRIBED BY LAW, ONE HUNDRED DOLLARS ($100).

General

You may not assign these TOU. Any purported assignment in violation of the foregoing shall be void. Klearium may assign these TOU, including any portion of or all of the rights set forth herein, without your consent, to any successor in interest of the Website or any portion thereof. No joint venture, partnership, employment, or agency relationship exists between you, Klearium or any third-party as a result of these TOU, or use of the Website. If any provision of these TOU is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Klearium's failure to enforce any right or provision in these TOU shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Klearium in writing. In these TOU, "including" means "including, but not limited to"; and "or" means "and/or", not "either... or".