Terms of Use

Agreement to Terms

These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and Clarnlabs ("we", "us", or "our"), concerning your access to and use of the clarnlabs.com website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto.

You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms of Use. If you do not agree with all of these Terms of Use, then you are expressly prohibited from using the Site and you must discontinue use immediately.

Intellectual Property Rights

Unless otherwise indicated, the Site is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the "Content") and the trademarks, service marks, and logos contained therein (the "Marks") are owned or controlled by us or licensed to us.

The Content and the Marks are provided on the Site "AS IS" for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Site and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

User Representations

By using the Site, you represent and warrant that:

• All information you submit will be true, accurate, current, and complete
• You will maintain the accuracy of such information and promptly update as necessary
• You have the legal capacity and you agree to comply with these Terms of Use
• You are not a minor in the jurisdiction in which you reside
• You will not access the Site through automated or non-human means
• You will not use the Site for any illegal or unauthorised purpose
• Your use of the Site will not violate any applicable law or regulation

Prohibited Activities

You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavours except those that are specifically endorsed or approved by us.

As a user of the Site, you agree not to:

• Systematically retrieve data or other content from the Site to create a collection, compilation, database, or directory
• Trick, defraud, or mislead us and other users
• Circumvent, disable, or otherwise interfere with security-related features of the Site
• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site
• Use any information obtained from the Site to harass, abuse, or harm another person
• Make improper use of our support services or submit false reports of abuse or misconduct
• Use the Site in a manner inconsistent with any applicable laws or regulations
• Engage in unauthorised framing of or linking to the Site
• Upload or transmit viruses, Trojan horses, or other material that interferes with any party's use of the Site

Services and Engagements

We offer software development and related services as described on our Site. Any specific project engagement will be governed by a separate agreement or statement of work that will be provided and agreed upon before the commencement of any work.

The information on this Site regarding our services is for general informational purposes only and does not constitute a binding offer. All services are subject to availability and acceptance of the project by Clarnlabs.

Limitation of Liability

In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of the Site, even if we have been advised of the possibility of such damages.

Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the six (6) month period prior to any cause of action arising.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights.

Governing Law

These Terms shall be governed by and defined following the laws of England and Wales. Clarnlabs and yourself irrevocably consent that the courts of England and Wales shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these terms.

Dispute Resolution

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use, the Parties agree to first attempt to negotiate any Dispute informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.

Modifications and Interruptions

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. We also reserve the right to modify or discontinue all or part of the Site without notice at any time.

We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Site.

Severability

If any provision of these Terms of Use is deemed unlawful, void, or unenforceable, that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.