Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "Partner") and Clarely LLC ("Clarely," "we," "us," or "our") governing your access to and use of the Clarely platform, including clarely.app and clarely.co and all related services (collectively, the "Service").

By clicking "I Agree," "Create Account," or by accessing or using the Service in any way, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference.

If you are using the Service on behalf of a business or organization, you represent that you have the authority to bind that entity to these Terms.

2. Description of Service

Clarely is a cloud-based software platform that provides quoting, scheduling, invoicing, client management, and related tools for service businesses including but not limited to cleaning companies, trade businesses, and professional services firms.

We reserve the right to modify, suspend, or discontinue any feature of the Service at any time. We will provide reasonable notice of material changes where practicable. Continued use of the Service after notice constitutes acceptance of any modifications. Certain features of the Service incorporate artificial intelligence capabilities powered by Anthropic Claude. Your use of AI features is subject to our Responsible AI Policy at clarely.co/responsible-ai.

3. Accounts and Registration

Account Creation

To use the Service, you must create an account by providing accurate, complete, and current information. You agree to keep your account information up to date.

Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. Notify us immediately at support@clarely.co if you become aware of any unauthorized use of your account.

Eligibility

You must be at least 18 years old and legally capable of entering into a binding contract to use the Service. By using Clarely you represent that you meet these requirements.

One Account Per User

Each individual may maintain only one account. We reserve the right to terminate duplicate accounts.

4. Free Trial and Subscription

Free Trial

We offer a 45-day free trial with no credit card required at signup. During the trial period, you can try Clarely before choosing a paid plan. Some features and usage limits differ from paid plans.

At the end of the 45-day trial period, your account automatically moves to the permanent Free plan. Your data is fully preserved and the platform remains accessible within Free plan limits. There is no locked state and no data loss. You may upgrade to any paid plan at any time to restore full access to the features of that plan.

Subscription Plans

We offer subscription plans as described on our pricing page at clarely.co. Subscription fees are billed in advance on a monthly or annual basis through Stripe, our third-party payment processor. All fees are in US Dollars.

Pricing is subject to change with 30 days advance notice. Annual plans save the equivalent of 2 months free. Current pricing is always shown at clarely.co.

Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless cancelled before the renewal date. You can cancel or manage your subscription, including your payment method, at any time in your account Settings under Account, then Manage Subscription.

Price Changes

We may change subscription pricing with at least 30 days advance notice by email and in-platform notification. Continued use of the Service after a price change takes effect constitutes your agreement to the new pricing.

Refunds

Subscription fees are non-refundable except as required by applicable law. If you believe you have been charged in error, contact billing@clarely.co within 30 days of the charge.

Failed Payments

If a scheduled subscription payment fails, you can update your payment method in your account Settings under Account, then Manage Subscription. If the payment is not completed and your subscription ends, your account moves to the Free plan. Your data is preserved and the platform remains accessible within Free plan limits.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in a manner consistent with these Terms. You agree that you will not:

• Use the Service for any illegal purpose or in violation of any applicable law or regulation
• Upload, transmit, or store content that is unlawful, harmful, fraudulent, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Attempt to gain unauthorized access to any part of the Service or any other system connected to the Service
• Interfere with or disrupt the integrity or performance of the Service or any data contained within
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service
• Resell, sublicense, or otherwise make the Service available to third parties without our prior written consent
• Use automated means to access the Service in a manner that exceeds reasonable usage or places undue burden on our infrastructure
• Impersonate any person or entity or misrepresent your affiliation with any person or entity
• Upload or transmit viruses, malware, or any other malicious code
• Use the Service to send unsolicited commercial communications (spam)

We reserve the right to suspend or terminate accounts that violate these acceptable use provisions, with or without notice depending on the severity of the violation.

6. Your Data

Data Ownership

You retain all ownership rights to the data you enter into Clarely, including your client records, quotes, job details, and invoice information (collectively, "Your Data"). Clarely does not claim ownership of Your Data.

License to Process Your Data

By using the Service, you grant Clarely a limited, non-exclusive, worldwide license to store, process, and use Your Data solely to provide and improve the Service and as described in our Privacy Policy. This license ends when Your Data is deleted, except for any copies we are permitted to keep under our Privacy Policy, for as long as we keep them.

Your Responsibility for Your Data

You are solely responsible for the accuracy, quality, and legality of Your Data and for ensuring that entering your clients' personal information into Clarely complies with all applicable privacy laws. You are responsible for obtaining any necessary consent from your clients for the collection and processing of their personal data.

Data Export and Deletion

Clarely does not currently offer a self-service export or deletion tool. You can ask for a copy of the personal data we hold about you, or ask us to delete your account and Your Data, by emailing privacy@clarely.co from the email address on your account. We handle these requests as applicable law requires. We may keep data the law requires us to keep or that is needed to resolve disputes, as described in our Privacy Policy, which also explains how long we keep data today.

7. Intellectual Property

Clarely's Intellectual Property

The Service, including all software, design, text, graphics, logos, and other content created by Clarely, is owned by Clarely and protected by applicable intellectual property laws. These Terms do not grant you any ownership rights in the Service.

License to Use the Service

Subject to these Terms and payment of applicable fees, Clarely grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business operations during your subscription period.

Feedback

If you submit suggestions, ideas, or feedback about the Service, you grant Clarely a perpetual, irrevocable, royalty-free license to use that feedback in any manner without any obligation to you. We are not required to act on any feedback submitted.

Clarely Brand

You may not use the Clarely name, logo, or brand marks without our prior written consent.

8. Third-Party Services

The Service relies on third-party providers, including Supabase (database and hosting), Stripe (subscription billing and client invoice payments through your own connected Stripe account), Resend and Brevo (email), Anthropic (AI features), PostHog (product analytics and session recording), Google (address suggestions), Fly.io (PDF documents) and Cloudflare (hosting and security). The full list, and what each provider receives, is in our Privacy Policy. When you connect Stripe or pay through Stripe, Stripe's own terms and privacy policy apply. When you use AI features, the content needed for each request, which can include client information, is sent to Anthropic. Anthropic's published policy says it does not use that data to train its models by default and deletes it within 30 days unless it must keep it longer for legal or safety reasons. Clarely is not responsible for the practices or content of any third-party service.

The Service may contain links to third-party websites or resources. We provide these links for convenience only and are not responsible for the content, availability, or practices of any linked third-party website.

9. Disclaimers and Warranties

Clarely does not warrant that:

• The Service will be available at all times or free from errors, bugs, or security vulnerabilities
• Results obtained through use of the Service will be accurate or reliable
• The Service will meet your specific business requirements
• Any defects in the Service will be corrected within a particular timeframe

The contract terms, scope templates, and other legal content available in the Service are provided for convenience as starting points only and do not constitute legal advice. You are responsible for obtaining independent legal advice regarding the enforceability of any contract terms you use in your business.

10. Limitation of Liability

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liability. In such jurisdictions, Clarely's liability is limited to the greatest extent permitted by applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless Clarely and its directors, employees, agents, and service providers from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your use of the Service in violation of these Terms
• Your violation of any applicable law or regulation
• Your Data, including any claims by your clients regarding how their personal data is handled
• Any dispute between you and a third party including your clients

12. Term and Termination

Term

These Terms commence when you create your account and continue until terminated by either party.

Termination by You

You may cancel your subscription at any time in your account Settings: go to Account, then Manage Subscription. Cancellation takes effect at the end of your current billing period, and you will retain access to paid features until then. To close your account and have Your Data deleted, email privacy@clarely.co.

Termination by Clarely

We may suspend or terminate your account immediately and without prior notice if:

• You materially breach these Terms and fail to cure the breach within 5 days of written notice
• You engage in fraudulent, abusive, or illegal activity through the Service
• We reasonably believe your continued use poses a security risk to the Service or other users
• You fail to pay any amounts due

Effect of Termination

Upon termination, your right to access the Service ceases immediately. Ending your subscription or having your account terminated does not by itself delete Your Data. We keep it as described in our Privacy Policy until you ask us to delete it, and you can ask for a copy or for deletion by emailing privacy@clarely.co. Sections that by their nature should survive termination — including Intellectual Property, Limitation of Liability, Indemnification, and Dispute Resolution — will survive.

13. Dispute Resolution

Informal Resolution

Before filing any formal legal claim, you agree to contact us at legal@clarely.co and attempt to resolve the dispute informally. We will make reasonable efforts to resolve disputes within 30 days of receiving notice.

Governing Law

These Terms are governed by the laws of the State of Florida, without regard to its conflict of law principles. Any dispute not resolved through informal negotiation will be subject to the exclusive jurisdiction of the courts located in Hillsborough County, Florida.

Arbitration

For any dispute that cannot be resolved informally, both parties agree to resolve the dispute through binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, rather than in court.

Exceptions — the following claims are not subject to arbitration:

• Claims for injunctive or equitable relief to protect intellectual property rights
• Small claims court actions within applicable jurisdictional limits

Class Action Waiver

Opt-Out

You may opt out of the arbitration agreement by sending written notice to legal@clarely.co within 30 days of first accepting these Terms. Your notice must include your name, account email address, and a clear statement that you are opting out of arbitration.

14. General Provisions

Entire Agreement

These Terms, together with our Privacy Policy and any additional terms applicable to specific features, constitute the entire agreement between you and Clarely regarding the Service and supersede all prior agreements and understandings.

Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, it will be severed from these Terms, and the remaining provisions will remain in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Clarely.

Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. Clarely may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets.

Notices

We will provide notices to you by email to the address associated with your account. Notices are effective when sent. You must send legal notices to us at legal@clarely.co.

Force Majeure

Clarely will not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including natural disasters, power outages, internet disruptions, acts of government, or other events outside our control.

Updates to These Terms

We may update these Terms from time to time. We will notify you of material changes by email or through a notice in the platform before they take effect. Your continued use of the Service after the updated Terms take effect constitutes your acceptance. The current version of these Terms is always available at clarely.co/terms.

15. Contact

For questions about these Terms:

Legal: legal@clarely.co
General: support@clarely.co
Billing: billing@clarely.co
Website: clarely.co