Effective as of August 01, 2019
Clearly Pte Ltd ("Clearly") is a company based in Singapore that provides general advice via chat and email on products sold by Clearly Basics Americas, LLC. Clearly does not sell products but only provides general advice as a third party affiliate to Clearly Basics Americas, LLC.
This agreement contains a mandatory arbitration clause that, as set forth in section 12 below, requires the use of arbitration on an individual basis to resolve disputes rather than court proceedings or class actions of any kind.
This agreement is between you and Clearly. Clearly provides a communication platform ("Platform") where users can communicate with Clearly via chat and email. For the Platform, Clearly uses a Chatbot named Clara (the “Chatbot”) and other third party-operated services or applications including "Meta", "Tik Tok", “Facebook Messenger”, “WhatsApp”, and "Salesforce.com" to provide general information regarding Clearly Basics's Products which are sold by an independent company, Clearly Basics Americas, LLC. Clearly does not provide medical consultations. Clearly is not itself a medical or healthcare provider. It is also not an agent of any doctor.
By using the Platform, you are subject to the terms and conditions (the “Terms”) set forth. The Terms form a binding agreement between you and Clearly and its affiliates (together, “we”, “us”, or “our”). So, by communicating with us, you acknowledge, accept and agree to the Terms and be bound by them. You are advised to seek independent legal advice on the Terms. If you cannot accept, or do not wish to be bound by, any of the Terms, please do not use the Platform.
2. SERVICES AND PRODUCTS BY THIRD PARTIES
The use of any other third party-operated services or applications and/or the offer of products or services by a third party, whether or not included as part of the Platform, is subject to the terms and conditions of such third party. We have no control over, and are not responsible for, your use of such services and/or purchases. We do not assume any responsibility or liability for the actions, products, or contents of these other third parties. If you cannot accept or do not wish to be bound by these respective terms and conditions, including but not limited to those of Meta, Facebook, WhatsApp, Shopify and Salesforce as provided by each of them for their services and applications, please do not use the Platform.
3. UNDER THE AGE 17
If you are under seventeen (17) years of age, please obtain the written authorization from your parent or legal guardian before using the Platform. We will require such authorization before you use the Platform.
4. YOUR WARRANTIES
In using the platform, you represent, warrant and undertake to us as follows:
You have read and understood the Terms and you accept the Terms. All information you provide to us is true, accurate, current and complete and will be continually kept so; and You understand as follows: We are not itself a medical or healthcare provider. We are also not an agent of any Doctor. Neither we nor the Platform is a substitute for the in-person treatment or advice of your doctor. Neither we nor the Platform is for emergencies. You are solely responsible for your health and well-being and you should never delay seeking advice from your doctor due to any information provided (or the omission of any such information) by us, the Platform and/or the Products. You are not to infringe any intellectual property rights of another person when you use the Platform. We reserve all rights and trademarks, trade names, service marks, or logos marks (the “Marks”) as owned by us in the Platform. You are to use the Platform in compliance with any local laws and not cause any harm to another person in any manner at any time.
5. FEES AND PAYMENT
Clearly provides the use of the Platform free of charge. Clearly is not obligated to respond to all communication nor are they obligated to respond to users in a timely manner.
6. DISCLAIMER OF WARRANTIES
YOUR USE OF THE PLATFORM AND THE PRODUCTS IS AT YOUR SOLE DISCRETION AND RISK. THE PLATFORM AND THE PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE. WE MAKE NO WARRANTY THAT THE PLATFORM WILL MEET WITH YOUR REQUIREMENTS, OR THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM, OR THAT DEFECTS IN THE PLATFORM WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY INFORMATION, PRODUCTS OR SERVICES OBTAINED THROUGH THE USE OF THE PLATFORM IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM THE USE THEREOF. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THE PLATFORM WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. WE DO NOT WARRANT THAT ANY INFORMATION, PICTURES OR GRAPHIC DEPICTIONS, DESCRIPTIONS OR OTHER CONTENT OF THE PLATFORM ARE ACCURATE, COMPLETE, RELIABLE, UPDATED, CURRENT, OR ERROR-FREE. WE ARE NOT RESPONSIBLE FOR THE INTERNET, DATA BANDWIDTH OR SIGNAL OF YOUR COMPUTER OR MOBILE DEVICE. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE PLATFORM IS APPROPRIATE OR AVAILABLE FOR USE IN LOCATIONS OUTSIDE OF THE UNITED STATES. WE MAY RELY ON THE AUTHORITY OF ANYONE ACCESSING YOUR ACCOUNT AND IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL WE BE HELD LIABLE TO YOU FOR ANY LIABILITY OR DAMAGES RESULTING FROM OR ARISING OUT OF YOUR USE OF THE PLATFORM OR YOUR ACCOUNT.
7. LIMITATION OF LIABILITY
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL WE OR OUR OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, REPRESENTATIVES OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM OR PRODUCTS, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PLATFORM, THE PRODUCTS, OR THE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE PLATFORM AND/OR PRODUCTS. THE AGGREGATE LIABILITY OF US TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE PLATFORM AND/OR PRODUCTS IS LIMITED TO (I) THE AGGREGATE AMOUNT OF FEES ACTUALLY PAID BY YOU TO US OR (II) ONE HUNDRED US DOLLARS ( US100.00), WHICHEVER IS THE LOWER.
8. INDEMNIFICATION AND RELEASE
You agree to indemnify, defend and hold harmless us and our officers, directors, employees, consultants, representatives and agents, and other users and visitors of the Platform, from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising out of or related to (a) any information you submit, post or transmit through the Platform, (b) your use of the Platform, (c) your violation of any provision of the Terms, (d) your violation of any rights of any other person or entity, or (e) any viruses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines input by you into the Platform. You release us and our officers, directors, employees, consultants, representatives and agents from any and all claims, demands, losses, damages, rights, claims, and actions of any kind including, without limitation, personal injury, death, and property damage, that is either directly or indirectly related to or arises from your use of the Platform or the Products.
9. SEVERABILITY AND CONSTRUCTION
If a court or an arbitral body of competent jurisdiction finds any provision of the Terms to be invalid, void or unenforceable, the remainder of the provisions of the Terms shall remain in full force and effect to the fullest extent permissible by applicable law and shall in no way be affected, impaired or invalidated. The headings in the Terms are for convenience only and shall not affect the meaning or interpretation of the Terms.
In the event of a merger, acquisition, consolidation, change in control, transfer of substantial assets, reorganization or liquidation, we may transfer, sell or assign to third parties rights related to your relationship with us, including, without limitation, your Account and any personal information that you provide or that has been provided on your behalf to us. Such third parties will assume the rights and obligations of the Terms. The Terms shall be binding upon and inure to the benefit of our successors or assigns. You may not assign your rights under the Terms without our prior written consent, and any attempted assignment will be null and void.
11. ENTIRE AGREEMENT AND AMENDMENTS
From time to time, we may post our additional terms and conditions on the Website or the Platform (the “Additional Terms”), which are hereby incorporated into the Terms. If there is a conflict, the Additional Terms will prevail over the Terms. The current version of the Terms, including, without limitation, the Additional Terms, constitute the entire and exclusive and final agreement between you and us with respect to the subject matter hereof, and governs your access and use of the Platform, superseding any and all prior or contemporaneous agreements or arrangements between you and us with respect to the subject matter hereof, whether written or oral. We reserve the right to amend, modify, add, delete or update the terms of the Terms and the Additional Terms, at any time as we deem fit. If we change the terms of the Terms, we will post the new Terms on the Website or the Platform and you agree and acknowledge that such postings constitute notice of the new Terms to you. If you object to any changes to the Terms, please do not use or continue to use the Platform. Your continued access to and usage of the Platform signifies your acknowledgment and acceptance of any such changes to the Terms and agreement to be bound thereby.
12. GOVERNING LAW AND DISPUTE RESOLUTION
The validity, interpretation, construction and performance of the Terms will be governed by the laws of Singapore, without giving effect to the principles of conflict of laws. The parties agree to the personal and subject matter jurisdiction and venue of the courts located in Singapore for any action related to the Terms.
Any arbitration between you and Clearly will be settled by the Singapore International Arbitration Centre (“SIAC”) under its SIAC Rules . The SIAC Rules and filing forms are available online at siac.org.sg, or by emailing firstname.lastname@example.org. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified mail or by DHL (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Clearly’s address for Notice is: Clearly Pte Ltd. 82 Lor 23 Geylang, Atrix 04-03 Singapore 388409. The Notice of Arbitration must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Clearly may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or by Clearly must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Clearly in settlement of the dispute prior to the award, Company will pay to you the higher of: (A) the amount awarded by the arbitrator; or (B) S$500.
The Privacy and Security Policy (the “Policy”) describes the collection, use and disclosure of your personal information to and by Clearly Pte Ltd and its affiliates (collectively, “Clearly,” “we”, “us”, or “our”).
The following definitions apply to the Policy:
“Account” means the personal information you register with us; “Personal Information” means such personally identifiable information that you provide and may be used to identify you (such as your name, date of birth, or address), and that relates to your past, present or future physical or mental health or condition,
The use of the Platform is subject to the Policy. The Policy form a binding agreement between you and us. So, by using the Platform, you acknowledge, accept and agree to the Policy and be bound by them.
You are advised to seek independent legal advice on the Policy. If you cannot accept, or do not wish to be bound by, any of the Policy, please do not use the Platform.
In addition to the Policy, we have established Terms of Service that govern your use of the Platform. You can find a copy of the Terms of Service HERE.
13. COLLECTION, USE AND DISCLOSURE OF PERSONAL INFORMATION
The use of the Platform will require you to provide, on a voluntary basis, certain information to us, including the Personal Information.
We may use and disclose the Personal Information (including to third parties) to address your questions. Such use and disclosure may include but not limited to the following:
Operate, improve or analyze usage of the Platform; Verify your identity; Communicate with you about the Platform and the Products; Respond to legal or regulatory requirements, court orders or subpoenas; Facilitate the negotiation of any merger, financing, acquisition, bankruptcy, dissolution, transaction or proceeding involving sale, transfer, divestiture or disclosure of all or a portion of our business or assets to another person or entity; Fulfill any of our other obligation as required by law; and Medical research, specifically concerning the skin for medical and cosmetic purposes only.
Additionally, when you communicate with Cleary, we may collect technical and navigational information. This information may be used, for example, to alert you to software compatibility issues, or it may be analyzed to improve platform design and functionality.
14. DISCLOSURE OF PERSONAL INFORMATION TO THIRD PARTIES
The Platform may include third party sites whose information, privacy and security practices may be different than ours. We have no control over information that is submitted to, or collected by, these third parties.
WE ARE NOT RESPONSIBLE FOR HOW THIRD PARTIES HANDLE THE PERSONAL INFORMATION. PLEASE REVIEW THE PRIVACY POLICIES POSTED ON EACH THIRD PARTY WEBSITE FOR FURTHER INFORMATION. WE AND OUR OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, REPRESENTATIVES, AND AGENTS EXPRESSLY DISCLAIM ANY AND ALL LIABILITY RELATING TO THE ACCURACY, QUALITY, AVAILABILITY, RELIABILITY, OR SECURITY OF ANY THIRD PARTY WEBSITES. WE AND OUR OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, REPRESENTATIVES, AND AGENTS SHALL NOT BE LIABLE FOR ANY UNAUTHORIZED USE OR DISCLOSURE OF THE PERSONAL INFORMATION BY ANY SUCH THIRD PARTY IF WE PROVIDE SUCH PERSONAL INFORMATION TO SUCH THIRD PARTY IN COMPLIANCE WITH THE POLICY.
15. ACCESSING, CORRECTING, UPDATING, AND DELETING YOUR PERSONAL INFORMATION
You may access and update certain information, or make a request to access, correct or update the Personal Information that we have collected about you by contacting us at:
Clearly Pte Ltd
82 Lor 23 Geylang
We will make reasonable efforts to respond promptly to all such proper requests. We may impose a fee for the costs associated with your request. We will not verify, modify or otherwise alter any of the Personal Information without your request or consent except for any errors or modify any immaterial information at any time.
You may at any time make a request for us to delete the Personal Information. We will promptly comply with all such requests, subject to any retention as required under any applicable law or otherwise. When we delete the Personal Information, it will be deleted from the active database, but may remain in our archives; we may also retain and continue to use your other information that is not Personal Information. Further, to the extent the Personal Information has been disclosed to third parties, we may not be able to access such Personal Information or cause the deletion or modification of such Personal Information by the relevant third parties.
4. UNDER AGE
If you are under seventeen (17) years of age, your parent or legal guardian will need to authorize us to collect the Personal Information. Your parent or guardian may review and request deletion of the Personal Information in accordance with the Policy.
In the event of a merger, acquisition, consolidation, change in control, transfer of substantial assets, reorganization or liquidation, we may transfer, sell or assign to third parties rights related to your relationship with us, including, without limitation, your Personal Information that you provide or that has been provided on your behalf to us. Such third parties will assume the rights and obligations of the Policy.
We reserve the right to amend, modify, add, delete or update the terms of the Terms and the Additional Terms, at any time as we deem fit. If we change the terms of the Terms, we will post the new Terms on the Platform and you agree and acknowledge that such postings constitute notice of the new Terms to you. If you object to any changes to the Terms, please do not use or continue to use the Platform. Your continued access to and usage of the Platform signifies your acknowledgement and acceptance of any such changes to the Terms and agreement to be bound thereby.
If you have questions or concerns about subscriptions, please send us a Facebook message .