Clerk.io Terms of Service
Updated: March 19th, 2025
These terms of service ("Terms of Service" or "Terms") form an integral part of the Agreement between the User and Clerk.io and govern the User's right to access the Services as part of a Subscription during the Term. By accessing or using the Services or authorizing or permitting any other User to access or use the Services, the User agrees to be bound by these Terms of Service.
A. Definitions
Throughout these Terms of Service, a number of basic terms are used. Each term has its own specific meaning as described in this section.
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"Agreement" refers, collectively, to these Terms of Service (available at clerk.io/terms-of-service) and all other operating rules, policies including the Privacy Policy, and Data Processing Agreement. If applicable, the Agreement may also include and refer to a "Pilot" agreement and/or a "Service Level Agreement".
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"Clerk.io", "We" and "Us" refer to Clerk.io ApS, VAT: DK33952848, Kigkurren 8G, 2300 Copenhagen, as well as our affiliates, directors, subsidiaries, officers, agents, and employees.
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"Clerk.io Platform" or "the Platform" refers to the platform "my.clerk.io"
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"Subscription" refers to the User's subscription to the Services and use of an account, specified in the Contract.
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"Contract" refers to the newest signed contract between the User and Clerk.io, listing the chosen Subscriptions.
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"Service" or "Services" refers to my.clerk.io, Application Programming Interface (API), extensions, Service Packages, other software and services provided by Clerk.io.
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"User", "You" or "Yours" refers to the company, a company affiliate or physical person - acting on behalf of a company - using the Services and accepting these Terms.
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"Subscription Term" means, collectively, the initial term of your Subscription, as specified under "Commitment" in the Contract (the "Initial Term"); and each subsequent renewal period (if any) (each a "Renewal Term"). Your "Current Term" is your then-current committed period of Subscription, as either an Initial Term or Renewal Term.
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"Billing Period" means the period for which you agree to prepay recurring fees in the Contract (under "Payment frequency"). The Billing Period will respectively be one (1) month for a "monthly" payment frequency, three (3) months for "quarterly", six (6) months for "half-yearly", and twelve (12) months for "yearly". The Billing Period may be the same length as Subscription Terms, or it may be shorter.
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"Subscription Month" means, collectively, the one (1) month period beginning on the start date of your Subscription and each subsequent one (1) month period beginning on the same day of such month.
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"Service Package" refers to the optional service package subscribed to in the "Contract", including all the additional services and service levels as described for the such service package in the "Contract".
B. General Terms
By registering for an account, the User agrees to be bound by these Terms. The User must be affiliated with a business entity to use the Services. Clerk.io reserves the right to change these terms without notice.
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These Terms cover the contractual relationship between Clerk.io and the User.
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By registering for an account as well as using the Services, the User agrees to be bound by these Terms, which shall continue to apply for as long as the User is subscribing for an account or using the Services.
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To use the Services, each User must be affiliated with a company, either by establishing the company or being invited to be affiliated with an already established company. The User is responsible for the conduct of its affiliated users of the Services in accordance with the Agreement.
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Clerk.io reserves the right to update and change the Terms of Service and the Services from time to time. While Clerk.io may make minor updates or changes to the Terms of Service or the Services without prior notice, any material changes that significantly impact the rights or obligations of the User, such as changes to pricing, cancellation policies, or service offerings, will be communicated to the User in advance through email and by posting a notice on our website.
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Violation of any Terms or conditions may result in the termination of the User's account.
C. Account Terms
The User is solely responsible for its account and anything that happens while signed in to or using the account.
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To use the Services, it is required to subscribe for an account on the Service.
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The User must be at least 18 years of age.
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The Services are offered exclusively for business purposes.
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The following information is required to set up an account: Company name, phone number and valid email address.
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Maintaining proper security surrounding system access is solely the responsibility of the User. Clerk.io accepts no responsibility for any damages occurring due to unsafe computing, including, without limitation, improper password protection, sharing of accounts, unencrypted data transfers etc.
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The User is responsible for all activity and interaction with the Services undertaken in its account.
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Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Clerk.io customer, employee, member, or officer will result in immediate account termination.
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Clerk.io reserves the right to suspend or disable an account at its discretion and without any penalty or liability whatsoever and to remove and discard all or any part of the account at any time and without prior notice.
D. Use of the Services
While using the Services, the User shall follow these Terms of this section, which include restrictions on the use of the Services.
- The User may not use the Services for other purposes than those intended without explicit written consent.
G. Termination of the Services
Depending on the User's commitment period, the use of the Services can be terminated at any time to the end of the current committed term or, for monthly commitment, to the end of the following month of Subscription. The termination notice must be given through the billing feature of the platform at least one month in advance of the expected termination date. Clerk.io does not refund any payments following termination.
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The User accepts a termination notice period of the current Subscription Month plus one (1) month of Subscription for the use of the Services.
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The User can terminate the Services at any time, by cancelling the Services through the billing setting feature on the Platform.
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Clerk.io does not refund any payments following termination.
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Clerk.io reserves the right to terminate the Services and Subscription with a written notice of 10 days to the email provided by the User.
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Following termination, the User is not granted any access to the Services or The Platform. Further, the User will not be able to access any data of the Services.
H. Intellectual Property Rights
We own the Services provided and it is our exclusive intellectual property.
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The User acknowledges and agrees that all rights, titles and interests in and to all of inventions, trademarks, copyrights, domain names, trade secrets, know-how and other intellectual property and/or proprietary rights in or related to the Services, including website and documentation ("Intellectual Property Rights") are owned by Clerk.io, except User's propriety stated in Section D "Use of Services" and Section E "Data".
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The User is granted a non-exclusive, non-transferable, revocable limited license right, subject to the limitations herein, to use our Intellectual Property Rights solely in connection with the use of the Services.
I. Warranty Disclaimer
We provide the Services as is, and We make no guarantees about the Services.
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To the extent permitted by applicable law, the Services is provided on an "as is" and "as available" basis without warranty of any kind.
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Without limiting the generality of the foregoing, Clerk.io disclaims to the extent permitted by law any and all warranties, express or implied, including, without limitation, that:
- The Services will meet Your general or specific requirements
- The Services will be uninterrupted, timely, secure, or error-free
- The results that may be obtained from the use of the Services will be accurate or reliable
- The quality of any products, services, information, or other material purchased or obtained by You through the Services will meet Your expectations
- Any errors in the Services will be corrected
J. Limitation of Liability
We are not liable for indirect damages or losses arising from the use of the Services.
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The User understands and agrees that Clerk.io cannot be held responsible for the content posted through the Platform and that the use of the Services is at the risk of the User itself.
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Clerk.io shall, to the extent permitted by law, in no event be liable for any loss of anticipated revenues or profits, delays or otherwise for any consequential, incidental, indirect, punitive or exemplary losses or damages or other intangible losses as a result of using the Services or third-party providers associated with Clerk.io.
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Clerk.io's liability under or in conjunction with the Agreement, including, for the avoidance of doubt, the Data Processing Agreement, shall be limited to the amount paid by the User to Clerk.io during the latest prepayment period immediately preceding the event of damage.
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Clerk.io accepts no responsibility for forces, which are beyond the direct control of Clerk.io.
K. Indemnification
The User shall indemnify Clerk.io in the event of a third-party claim against Clerk.io due to the User's wrongful use of the Services in violation with the Agreement.
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The User agrees to indemnify, defend and hold harmless Clerk.io from and against any losses, claims, damages, liabilities, including legal fees and expenses, arising out of any third party claim due to or arising out of the User's violation of the Agreement.
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Clerk.io reserves the right, at the User's expense, to assume the exclusive defense and control of any matter for which the User is required to indemnify Clerk.io, and the User agrees to cooperate with Clerk.io's defense against such claims.
L. Other Provisions
These Terms are governed by Danish law and any dispute shall be settled by the City Court of Copenhagen. The User can not assign its rights under the Agreement to a third party without the consent of Clerk.io.
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The User may not novate, assign or through a change of control transfer any of its rights or obligations under the Agreement to a third party without the prior written consent of Clerk.io.
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The failure of Clerk.io to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision.
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The Agreement and the User's use of the Services is governed by Danish law (excluding conflict of laws rules) and any disputes arising out of the Agreement, including the existence or validity of the Agreement, shall be brought before the exclusive jurisdiction of the City Court of Copenhagen.
Questions about the Agreement should be sent to support@clerk.io.