Terms & Conditions
Use of Clarinspect is governed by the following
1. Clarinspect Pre-amble
Thank you for using Clarinspect. These terms of service (the “Terms”) govern your access to and use of Clarinspect ("Clarinspect", “we” or “our”) websites and services (the “Clarinspect Service”), so please read them carefully before using the Services.
By registering for the Service you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising that you have the authority to bind that organization to these terms. In that case, “you” and “your” will refer to that organization.
You may use the Services only in compliance with these Terms. You may use the Services only if you have the power to form a contract with Clarinspect.
2. Clarinspect Terms of Service
Clarinspect Service – the Clarinspect main web application and mobile software provided by Clarinspect for the purpose of managing your Audit, Inspection and Assessment workflow.
Active Workpackage – A Workpackage that has been activated resulting in assessments being available to Assessors.
Assessment – A single Feature or combination of Features that represents the data that must be recorded in undertaking an Assessment or Inspection.
Feature – A definition in the Clarinspect Service of the data that describes an Asset, Item or Business Activity.
Library – A Collection of Features created by Clarinspect, or You.
Workpackage – The Assignment of Assessments to Staff.
Clarinspect – Clarinspect Limited, a New Zealand GST registered company.
Software – A mobile “App” or application that you download to your Device in order to use the Clarinspect Service.
Support - Technical support from Clarinspect provided via email, video, or any Clarinspect Service branded materials.
Your Data - business data and files that you submit to Clarinspect for the purposes of defining Assessments in order to achieve your business outcome, and the data that is generated in undertaking Assessments.
You – the licensed user and / or organisation engaging with Clarinspect
Organisation – the company engaging with Clarinspect, and that pays for Clarinspect licensing, also referred to as The Buyer.
The Buyer – the one that licenses and pays for Clarinspect.
2.2 Provision of Clarinspect Service
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Agreement. You also understand and agree that the service may include certain communications from Clarinspect, such as service announcements, administrative messages, etc., and that these communications are considered part of the Service and You will not be able to opt out of receiving them.
You agree not to access the Service by any means other than through the interfaces that are provided by Clarinspect for use in accessing the Service. Clarinspect will provide the Service in accordance with this Agreement. Clarinspect may at its sole discretion modify the features of the Service from time to time without prior notice, however Clarinspect will make best-efforts to liaise with You in advance so you are aware of any upcoming changes.
2.3 Software and Updates
Some use of our Service requires you to download the Software. Clarinspect grants you a limited, nonexclusive, non-transferable, revocable license to use the Software solely to access the Services. Our Services may update the Software on your Device automatically when a new version is available.
In order to use the Service, you must have and maintain a valid account with Clarinspect. To acquire an account, you must provide Clarinspect with an email address and other requested information. You are responsible for maintaining the confidentiality of the access data for your account, and are fully responsible for all activities that occur under your account. You agree to (a) immediately notify Clarinspect of any unauthorized use of your account or any other breach of security, and (b) ensure that you sign out of your account at the end of each session. Clarinspect shall not be liable for any loss or damage arising from your failure to comply with this clause.
You agree to: (a) provide true, accurate, current and complete information at the time of registration, and (b) maintain and promptly update such information to keep it true, accurate, current and complete.
If you provide any information that is untrue, inaccurate, not current or incomplete, or Clarinspect has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Clarinspect has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any part of it).
2.5 Billing/Payment Terms
You are free to use the Clarinspect Service at no cost on a trial basis in accordance with this agreement and with any additional terms and conditions relating to free trials displayed on Clarinspect’s website from time to time.
If you wish to continue to use the Services you agree to pay the applicable charges. These will be as outlined on the website when you sign up and subsequently confirmed to you by email, or as otherwise agreed with you and confirmed by email.
The fees for your account will be billed from the date you activate a Workpackage (when not on a Trial) until you cancel your account or Clarinspect terminates your account. Charges are billed on the last day of the month. Fees become payable by 20th of the month following the month of the date of any invoice. All fees and charges are non-refundable and there are no refunds or credits for partially used periods.
Where payments become overdue Clarinspect may restrict service functionality, suspend access or terminate the account that has overdue payments. Clarinspect may also involve a credit agency in the debt recovery.
Clarinspect may change the fees and charges payable under these terms and conditions, or add new fees and charges from time to time, but we will give you advance notice of these changes by email.
2.6 Cancelling Your Account
Your Clarinspect Account will continue in effect until you cancel your Account or we terminate it in accordance with this agreement.
You may cancel your Clarinspect Account at any time by advising us by email, and cancellation will be effective immediately.
Clarinspect may terminate your account immediately and without notice, in the event that you have breached this agreement.
2.7 Ownership Of Website Account And Security
You are responsible for maintaining the security of Data gathered and your Clarinspect Account, and You are fully responsible for all activities that occur under the account and any other actions taken in connection with your Clarinspect Account. You agree to immediately notify Clarinspect of any unauthorized uses of the Account or any other breaches of security. Clarinspect cannot and will not be liable for any loss or damage from Your failure to comply with this security obligation. You agree that under no circumstances will Clarinspect be liable, in any way, for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
2.8 Proprietary/Intellectual Property Rights
Clarinspect retains ownership of all proprietary rights in the Clarinspect Service and the Software. You will not remove, deface or obscure any of the Clarinspect Service and Software copyright or trade mark notices and/or legends or other proprietary notices on, incorporated in, or associated with the Clarinspect Service and Software. You may not reverse engineer, reverse compile or otherwise reduce to human readable form the Software.
Clarinspect shall own any meta-data (being non-specific data that will not identify any specific customer) it gathers in relation to how the Clarinspect service is used.
The templates in the "Clarinspect Service Public Library" are created and owned by Clarinspect. These may be used by any Clarinspect customer who will retain ownership of the Data gathered through the use of these Public Library items. If you wish you may donate a, Assessment, Feature, or Report to the Public Library by saving such to the Public Library. Clarinspect will create Assessment types, Features, or Reports for the Public Library but will not use your private information to create these elements.
You own the following; any Feature or Report that is in Your Library, all Data gathered by your Assessors through use of any Assessment on Your Workpackages
By using our Services you provide us with business data and files that you submit to Clarinspect for the purposes of defining Features for your Assessments (together, “Your Data”). You retain full ownership to Your Data. We don’t claim any ownership to any of it. These Terms do not grant us any rights to Your Data or intellectual property except for the limited rights that are needed to run the Services.
We may need your permission to do things you ask us to do with Your Data, for example, helping with merging data into reports.
You give us the permissions we need to do those things required solely to benchmark, measure and provide the Services. This permission also extends to trusted third parties we work with to provide the Services, for example Amazon, which provides our servers and storage space (again, only to provide the Services).
Clarinspect will never sell or otherwise make available any of Your Data.
All transactions on the Clarinspect web site are conducted under the industry standard SSL (Secure Socket Layer) protocol to ensure your privacy protection.
Clarinspect have the right to list you as a client, and display your logo unless you specifically request otherwise. Clarinspect also have the right to request quotes, references or other recommendations from you for use in their marketing.
2.9.1 All emails, documents, images or other recorded information held or used by Clarinspect may be Personal Information as defined and referred to in clause 2.9.3 and therefore considered confidential. Clarinspect acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1993 (“the Act”) including Part II of the OECD Guidelines and as set out in Schedule 5A of the Act and any statutory requirements where relevant in a European Economic Area “EEA” then the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). Clarinspect acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Buyers Personal Information, held by Clarinspect that may result in serious harm to the Buyer, Clarinspect will notify the Buyer in accordance with the Act and/or the GDPR. Any release of such personal information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Buyer by written consent, unless subject to an operation of law.
2.9.2 Notwithstanding clause 2.9.1, privacy limitations will extend to Clarinspect in respect of Cookies where transactions for purchases/orders transpire directly from Clarinspect’s website. Clarinspect agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Client’s:
a) IP address, browser, email client type and other similar details;
b) tracking website usage and traffic; and
c) reports are available to Clarinspect when Clarinspect sends an email to the Buyer, so Clarinspect may collect and review that information (“collectively Personal Information”)
In order to enable / disable the collection of Personal Information by way of Cookies, the Client shall have the right to enable / disable the Cookies provided in their browser prior to proceeding with a purchase/order via Clarinspect’s website.
2.9.3 The Buyer authorises Clarinspect or Clarinspect’s agent to:
(a) access, collect, retain and use any information about the Buyer;
(i) (including, name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), and other contact information (where applicable), previous credit applications, credit history or any overdue fines balance information held by the Ministry of Justice) for the purpose of assessing the Buyer’s creditworthiness; or
(ii) for the purpose of marketing products and services to the Buyer.
(b) disclose information about the Buyer, whether collected by Clarinspect from the Buyer directly or obtained by Clarinspect from any other source, to any other credit provider or any credit reporting agency for the purposes of providing or obtaining a credit reference, debt collection or notifying a default by the Buyer.
2.9.4 Where the Buyer is an individual the authorities under clause 2.9.3 are authorities or consents for the purposes of the Privacy Act 1993.
2.9.5 The Buyer shall have the right to request Clarinspect for a copy of the Personal Information about the Buyer retained by Clarinspect and the right to request Clarinspect to correct any incorrect Personal Information about the Buyer held by Clarinspect.
2.10 General Practices Regarding Use And Storage
You agree that Clarinspect has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Data and other communications maintained by the Clarinspect Service. You acknowledge that Clarinspect may establish general practices and limits concerning use of the Clarinspect Service and may modify such practices and limits from time to time. Clarinspect retains the right to create limits on use and storage at its sole discretion at any time with or without notice. Clarinspect reserves the right to log off users who are inactive for an extended period of time.
2.11 No Resale Of The Service
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without Clarinspect’s prior express written permission.
2.12 Your Obligations
You will ensure that all of the information provided by you to Clarinspect to participate in the Service is correct and current, and that you will comply with all applicable laws relating to the use of the Services, including but not limited to the transmission of technical data.
You are responsible for ensuring that any report, data, output or other workproduct derived from Clarinspect is reviewed, is accurate and is fit for the purposes you intend.
2.13 No Warranties Or Representations By Clarinspect
You understand and agree that the Service is provided "as is" and Clarinspect expressly disclaims all warranties of any kind, express or implied, including without limitation any warranty of merchantability or fitness for a particular purpose. Clarinspect makes no warranty or representation, other than the refund specified in the following clause, regarding the results that may be obtained from the use of the Service, the security of the Service, or that the Service will meet any user's requirements. Use of the Service is at Your sole risk. You will be solely responsible for any damage to you resulting from the use of the Service. The entire risk arising out of use, security or performance of the Service remains with you. No oral or written information or advice given by Clarinspect or its authorized representatives shall create a warranty or in any way increase the scope of Clarinspect's obligations. Without limiting the generality of the foregoing, Clarinspect specifically disclaims any express or implied warranty of fitness for such purposes to the maximum extent permitted by law.
If during the first 2 months of your use of the Clarinspect Service you advise Clarinspect by email that the Clarinspect Service has not met your needs, Clarinspect will refund the amount paid by you for the current month, no quibble, and will delete your Account(s). Clarinspect reserves the right to deny you a re-registration within six months of the date of the refund.
You agree to indemnify, defend and hold harmless Clarinspect, its affiliates, officers, directors, employees, consultants, agents, suppliers and Resellers from any and all third party claims, liability, damages and/or costs (including, but not limited to, solicitor/client fees as and when incurred) arising from your use of the Service, your use of your Account, your breach of this agreement or the infringement or breach by you or any other user (whether authorised or unauthorised) of your Account, of any intellectual property or other right of any person or entity.
2.16 Modifications To Service
Clarinspect reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. However, we will make all best endeavours within our control to communicate these changes. You agree that Clarinspect shall not be liable to you or to any third party for any modification, suspension, termination or discontinuance of the Service.
2.17 Limitation Of Liability
In no event will Clarinspect be liable for any special, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss or damage) arising out of the use of or inability to use the Service, or the provision of or failure to provide technical or other support service, whether arising in tort (including negligence) contract or any other legal theory, even if Clarinspect have been advised of the possibility of such damages.
In the event that the preceding clause does not apply to a particular claim or event, Clarinspect's maximum cumulative liability and your exclusive remedy for any claims arising out of or related to this agreement will be limited to the amount actually paid by you in relation to the month in which you made the claim to Clarinspect.
2.18 Waiver And Severability
Failure by either party to exercise any of its rights under, or to enforce any provision of, this agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision. If any provision of this agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same effect of the original provision and the remainder of this agreement will remain in full force and effect.
2.19 Choice Of Law And Forum
This agreement shall be governed by the laws of New Zealand and subject to the exclusive jurisdiction of the New Zealand courts.
2.20 Amendment Of Agreement
Clarinspect may change the terms of this agreement at any time by posting modified terms on its website and notifying you of the change by email or otherwise in writing.
2.21 Entire Agreement
This agreement embodies the entire understanding and agreement between the parties respecting the subject matter of this agreement and supersedes any and all prior understandings and agreements between the parties respecting such subject matter. Clarinspect may change the terms of this agreement at any time by posting modified terms on its website.
Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the Agreement or other matters by displaying notices or links to notices to you generally on the Service. All notices or other correspondence to Clarinspect under this Agreement must be sent to the following electronic mail address for such purpose:
or the following postal address:
48 Wilton Crescent
Terms and Conditions V5.3 07-Feb-2019