Clockdiary Terms of Use

Last Updated: 27-Jan-2025

Clockdiary Solutions Private Limited serves you in accordance with certain Terms of Service (these “Terms”). These Terms form part of the Agreement and define the terms and conditions under which you are allowed to use the Services. “These terms govern your access to and use of all software, websites, and related services provided by Clockdiary (collectively referred to as the ‘Services’).” 

Please read these Terms carefully before you begin using the Services. By accessing or using the Services or signing up for an account, you agree to be bound by these Terms, our Privacy Policy, and any additional policies or agreements referenced herein (collectively, the “Agreement”). If you do not agree to the Agreement, you must not access or use the Services. 

1. Definitions 

The following definitions apply to these Terms: 

“Affiliate” 

An Affiliate is any entity that directly or indirectly controls, is controlled by, or is under common control with another entity. Control, in this context, refers to ownership or control of more than 50% of the voting shares or interests of the entity. 

“Agreement” 

The Agreement consists of these Terms, along with our Privacy Policy, Data Processing Agreement (DPA), Refund Policy, and any additional written or electronic agreements governing the relationship between Clockdiary and the Customer. The Agreement collectively defines the obligations, responsibilities, and terms applicable to the use of Clockdiary’s Services and may be updated periodically. 

“Control” 

Control refers to the direct or indirect power to govern the management and policies of an entity, whether through ownership of voting securities, by contract, or otherwise. 

“Customer” 

The term Customer refers to the individual, organization, or employer that has entered into an Agreement with Clockdiary  to access and use its Services. A Customer may include businesses, agencies, or any other entities responsible for managing users of the Services. 

“Data Controller” 

The Data Controller is the entity that determines the purposes and means of processing Personal Data. The Customer, which may include your organization or employer, acts as the Data Controller. Clockdiary acts as the Data Processor and processes Personal Data solely on the instructions of the Data Controller. 

“Data Processor” 

The Data Processor refers to any entity that processes Personal Data on behalf of the Data Controller. Clockdiary is the Data Processor, providing tools and services to Customers while ensuring that all data is processed in compliance with applicable laws and the instructions provided by the Data Controller. 

“Data Protection Laws” 

Data Protection Laws include all applicable laws, regulations, and frameworks governing the protection, use, and processing of Personal Data. This may include, but is not limited to, the General Data Protection Regulation (GDPR) of the European Union, the UK GDPR, the California Consumer Privacy Act (CCPA), and other relevant laws in jurisdictions where Clockdiary operates or processes data. 

“Personal Data” 

Personal Data refers to any information that relates to an identified or identifiable individual or entity. This may include names, email addresses, job titles, location data, or other data that can directly or indirectly identify an individual. The definition and scope of Personal Data may vary depending on applicable Data Protection Laws. 

“Platform” 

The Platform refers to the suite of software, tools, and related services provided by Clockdiary. This includes, but is not limited to: 

  • Time Tracking Tools: Used for logging hours worked by team members. 
  • Project and Task Management: Tools to organize, assign, and monitor progress on projects and tasks. 
  • Activity Monitoring: Features to track productivity, activity levels, and engagement. 
  • Reporting and Analytics: Dashboards and tools for generating insights and reports related to work and time data. 

“Process” or “Processing” 

Processing refers to any operation performed on Personal Data, whether automated or manual. This includes, but is not limited to: 

  • Collection 
  • Recording 
  • Storage 
  • Organization 
  • Retrieval 
  • Use 
  • Disclosure by transmission 
  • Deletion or destruction of data 

“Services” 

Services refer to all products, software, websites, and features made available by Clockdiary. These Services are designed to assist Customers with time tracking, task management, collaboration, and related functionalities to optimize productivity and manage workflows. 

“You,” “Your,” or “User” 

The terms You, Your, or User refer to any individual or entity accessing or using the Services. This includes: 

  • Account Holders: Individuals or organizations that create and manage accounts on Clockdiary. 
  • Authorized Users: Team members, employees, or other individuals granted access to the Services by the Customer. 
  • Visitors: Individuals who access the Clockdiary website without registering for an account. 

2. License for Use of the Service; Identity Authentication 

The Service is licensed for use only under these Terms. Clockdiary retains all rights not expressly granted to you, including full ownership of the Service, any software or updates provided, and the source code associated with the Service. 

Upon registering for the Service, Clockdiary grants you a non-exclusive, non-transferable license to install and use the Service for the total number of Users you designate and authorize. The Service may only be used or accessed by: 

  1. Individuals specifically named and authorized by you, referred to as “named individuals.” 
  1. Devices, hardware, or software systems that require named individuals for access. 

A “named individual” refers to a specific person identified by you by name and authorized to use the Service. Access by unnamed individuals or by systems that reduce the apparent number of authorized Users, such as terminal services or other shared access methods, is strictly prohibited. Clockdiary reserves the right to request a list of the named individuals authorized to use the Service at any time. 

You are prohibited from renting, leasing, lending, selling, redistributing, or subleasing the Service to any third party. These Terms will also apply to any updates or upgrades to the Service provided by Clockdiary that replace or supplement the original version. 

To protect the integrity of the Service, you agree to: 

  • Use your best efforts to prevent unauthorized use, reproduction, distribution, or modification of the Service and any associated updates. 
  • Notify Clockdiary promptly of any unauthorized access or use of the Service. 

By accepting this license, you acknowledge and agree to comply with these conditions to maintain the security and proper use of the Service. 

3. Clockdiary Talent 

Clockdiary does not require a User’s participation in Clockdiary Talent to be dependent on the use or purchase of any other Clockdiary products or services. Similarly, using other Clockdiary products or services does not condition or obligate participation in Clockdiary Talent. Clockdiary ensures that benefits provided to Clockdiary Talent Users are independent of the use of any other Clockdiary offerings. 

4. Installation, Customization, and Updates 

The installation of the Service and any necessary modifications to ensure compatibility with your systems must be performed by you. However, all updates, upgrades, enhancements, and modifications to the Service are the responsibility of Clockdiary and must be performed by our team. 

These updates may include improvements, changes, or fixes related to the Service, regardless of whether they are specific to your configuration or general updates for all users. You are required to allow Clockdiary access to your systems as needed to install these updates. 

Failure to permit Clockdiary to perform updates or to compensate Clockdiary for the installation of such updates (if applicable) will result in: 

  1. The immediate termination of any warranties provided in connection with the Service. 
  1. The automatic termination of your license to use the Service. 

To ensure the continued functionality and security of the Service, it is essential that updates be implemented as provided by Clockdiary. By using the Service, you agree to cooperate fully with these terms regarding updates and system modifications. 

5. Term and Fees 

Clockdiary reserves the right to charge fees for the use of the Service, subject to prior notice of pricing being provided to you. Fees may be charged on a periodic basis (e.g., weekly, monthly, or annually) or as otherwise communicated. 

These Terms take effect upon your registration for the Services and will remain in effect until your use of the Service is terminated by either you or Clockdiary. 

You are responsible for: 

  1. Ensuring all fees owed to Clockdiary are paid in full up to the termination date. 
  1. Settling any outstanding obligations related to third-party service providers or team members associated with your use of the Service. 

Failure to pay fees on time or as agreed may result in suspension or termination of your access to the Service. 

6. Termination 

Upon termination of these Terms, your access to the Service and any updates or functionality provided by Clockdiary will cease. Additionally, all warranties, whether express or implied, will terminate automatically. 

Your rights under these Terms will terminate without notice if: 

  1. You fail to comply with any provision of these Terms. 
  1. Clockdiary determines, at its sole discretion, that you have engaged in an inappropriate or prohibited use of the Service, including any action that violates applicable federal, state, or local laws. 

Clockdiary reserves the right to terminate access to the Service for any conduct deemed inappropriate or harmful to the integrity of the platform, even if such conduct is not explicitly detailed in these Terms. 

Upon termination: 

  • All provisions of these Terms related to copyright, intellectual property, and other protectable interests of Clockdiary will remain in effect. 
  • You acknowledge and agree that the Service and updates may no longer function as intended. 

Termination of the Terms does not relieve you of obligations incurred prior to the termination date, including payment of fees or compliance with intellectual property protections. 

7. Proprietary Nature of the Service 

The Service and Platform provided by Clockdiary are proprietary assets and contain valuable trade secrets. You acknowledge that the Service includes proprietary content, information, and materials protected by intellectual property laws, including but not limited to copyright, trademark, and service mark laws. You agree to use such proprietary content, information, and materials solely as permitted under these Terms. 

The Service is licensed to you strictly for the purposes outlined in these Terms and for no other purpose. You expressly agree that you will not: 

  1. Reverse engineer, disassemble, decompile, or otherwise tamper with the Service or any software provided. 
  1. Duplicate, copy, translate, or modify the Service in any form. 
  1. Print out, reproduce, or distribute any proprietary elements of the Service without prior written permission from Clockdiary. 

Any violation of this provision constitutes a breach of these Terms and will result in irreparable harm to Clockdiary. In such cases, Clockdiary will be entitled to: 

  • Specific performance, including the immediate issuance of a temporary restraining order or preliminary injunction to enforce these Terms. 
  • Judgment for damages caused by the breach. 
  • Any other remedies permitted by applicable law. 

By agreeing to these Terms, you acknowledge and accept Clockdiary’s ownership rights and commit to safeguarding the proprietary nature of the Service against any misuse or unauthorized access.: 

You agree that Clockdiary may collect and use technical data and user information in accordance with its Privacy Policy, which describes in detail how your information is collected, used, and shared. This includes, but is not limited to, information about you, your device, system, application software, and peripherals, which is periodically gathered to provide updates, customizations, and other services related to the Service. 

Clockdiary may use this information to enhance and improve the Service, as well as to develop and provide new features, technologies, and offerings. 

Personal Data vs. General Information 

Clockdiary differentiates between Personal Data and general information: 

  • Personal Data: Includes information that can identify, locate, or contact you. 
  • General Information: Refers to data that is not associated with Personal Data and does not identify you. Clockdiary may convert Personal Data into general information by removing personally identifiable details. 

You acknowledge that general information belongs solely to Clockdiary and may be used at its discretion for purposes such as improving the Service and conducting internal analytics. 

Processing of Personal Data 

Clockdiary may process your Personal Data in the country where it was collected or in other countries (including jurisdictions with less stringent data protection laws). Clockdiary ensures compliance with applicable laws when processing such data. 

Your Personal Data may be used for the following purposes: 

  • To contact you via email about updates to the Service or information about transactions conducted on the Clockdiary platform. 
  • To provide services or support related to your use of the Service, including payment processing. 
  • To ensure compliance with these Terms and to detect, prevent, or address fraud, security issues, or other violations. 

Sharing and Disclosure of Data 

Clockdiary may share your Personal Data with third-party service providers who process it on behalf of Clockdiary in compliance with these Terms and the Privacy Policy. These third parties may assist in: 

  • Processing payments 
  • Providing technical support 
  • Hosting services 
  • Improving the functionality of the Service 

Clockdiary reserves the right to disclose your information if: 

  1. Required by Law: Disclosure is required by law, regulation, or legal process. 
  1. To Protect Users or the Public: Disclosure is necessary to detect, prevent, or remedy violations of these Terms, fraud, security issues, or harm to the public. 
  1. In Case of Change of Control: If Clockdiary undergoes a change of control through a sale, merger, or transfer of assets, you will be notified before your Personal Data is transferred or becomes subject to a new privacy policy. 

By using the Service, you consent to the collection, use, processing, and disclosure of your data as outlined in this section and the accompanying Privacy Policy. 

9. Content and Linking to Other Websites 

The Service may provide access to Clockdiary’s platform, as well as third-party websites, applications, or services (collectively referred to as the “Websites”). These Websites may display, include, or make available content, data, information, applications, or materials from third parties, including content you provide or upload (“Data and Materials”). 

By using the Service, you acknowledge and agree that Clockdiary: 

  1. Is Not Responsible for Third-Party Content: Clockdiary does not evaluate or guarantee the content, accuracy, completeness, timeliness, validity, copyright compliance, trademark compliance, legality, decency, quality, or any other aspect of the Websites. 
  1. Provides No Warranties or Endorsements: Clockdiary does not warrant or endorse, and will not be liable or responsible for, any Data and Materials provided by third parties on the Websites. 

Accessing and using third-party Websites is done at your sole discretion. You are solely responsible for ensuring compliance with all applicable laws, including local laws, when accessing or using such Websites. 

Clockdiary’s Rights Regarding Website Access 

Clockdiary reserves the right to: 

  • Modify, suspend, remove, or disable access to any third-party Websites at any time without prior notice. 
  • Impose limits on the use of or access to certain Websites or features without notice or liability. 

Clockdiary will not be held liable for the removal or disabling of access to any third-party Websites, regardless of the reason. 

User Responsibility and Risk 

By using the Websites, you agree: 

  1. To Use at Your Own Risk: You acknowledge that Clockdiary is not responsible for any content you may find objectionable, offensive, or indecent on the Websites. 
  1. No Liability for Third-Party Content: Clockdiary will not assume liability for any damages, loss, or issues resulting from your use of or reliance on content from third-party Websites. 

These terms are intended to clarify that while the Service may provide access to third-party content or websites, Clockdiary is not responsible for their content, functionality, or compliance with applicable laws. 

10. User Content 

You acknowledge and agree that all information, data, text, sound, photographs, graphics, video, software, or other materials submitted, posted, or displayed by you on or through the Service (collectively referred to as “User Content”) is your sole responsibility. Clockdiary does not claim ownership or control over any User Content submitted by Users. However, by using the Service, you grant Clockdiary certain rights to facilitate the functionality and improvement of the platform. 

Licenses Granted to Clockdiary 

  1. Service Use License: By submitting, posting, or displaying User Content on or through the Service, you grant Clockdiary a worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, adapt, modify, and process such User Content for the purposes of: 
  • Providing, maintaining, and improving the Service. 
  • Customizing user experiences based on the content provided. 
  • Facilitating functionality within the Service as outlined in these Terms. 
  1. Public Sharing License: If you submit User Content intended for public sharing or visibility (e.g., in public profiles, comments, or other community features), you grant Clockdiary a worldwide, non-exclusive, royalty-free license to reproduce, adapt, distribute, publish, and display such content for the purposes of promoting the platform, enabling user collaboration, or providing similar public features. 

These licenses enable Clockdiary to operate the Service effectively while respecting your ownership of the content. 

Your Responsibilities for User Content 

As the sole owner and creator of User Content, you agree to: 

  • Only post content for which you have the necessary rights and permissions to grant Clockdiary the licenses mentioned above. 
  • Ensure that your content does not violate any laws, infringe on third-party intellectual property rights, or include defamatory, offensive, or harmful material. 
  • Take full responsibility for the accuracy, legality, and quality of the content you submit. 

Clockdiary’s Rights Regarding User Content 

Clockdiary reserves the right to: 

  1. Review and Moderate Content: Clockdiary may review, refuse to accept, or remove any User Content at its sole discretion if it: 
  • Violates these Terms or applicable laws. 
  • Contains inappropriate, harmful, or illegal material. 
  • Poses a risk to the platform’s functionality, security, or reputation. 
  1. Prevent Violations: Clockdiary may take any necessary action if it believes User Content: 
  • Creates liability for Clockdiary. 
  • Harms Clockdiary’s public image or business operations. 
  • Violates intellectual property or other rights of third parties. 

Enforce Penalties: Clockdiary may terminate or suspend accounts of Users who repeatedly violate these Terms or infringe intellectual property rights, including copyrights Intellectual Property Assurance.  

By posting User Content, you represent and warrant that: 

  1. You have the legal right and authority to grant the licenses outlined in this section. 
  1. Any holder of moral or intellectual property rights in such content has irrevocably waived those rights or granted you the authority to grant these licenses. 
  1. Your content does not infringe upon the intellectual property, privacy, or other rights of any third party. 
  1. If you post User Content in a public area of the Service, you also grant other Users permission to access, view, store, and reproduce such content for personal use, subject to these Terms. 

Profiles and Derived Content 

If you create a profile on the Service, it must accurately represent you as an individual, agency, or organization that you are authorized to represent. Any profile you submit is considered User Content. 

Clockdiary may derive additional profiles or summaries based on User Content for use within the platform (e.g., public-facing user profiles or task summaries). However, Clockdiary does not guarantee the accuracy or completeness of such derived content, which may differ from the original User Content you provided. 

Disclaimer and User Risks 

You acknowledge that User Content shared publicly or with others on the Service may be accessed, viewed, and used by other Users. Clockdiary is not liable for any misuse, unauthorized access, or reliance on publicly shared content. By using the platform, you agree that: 

  1. Any User Content submitted is done at your own risk. 
  1. Clockdiary is not responsible for maintaining the confidentiality of publicly shared content. 
  1. You retain ownership of your User Content but grant the rights necessary for Clockdiary to operate and improve the platform. 

Consequences of Violations 

Clockdiary reserves the right to take any of the following actions if User Content violates these Terms: 

  • Remove the offending content from the platform. 
  • Suspend or terminate your account without prior notice. 
  • Pursue legal remedies or cooperate with law enforcement to address violations. 

Clockdiary aims to provide a collaborative and respectful environment for all Users. To maintain this, you must comply with these guidelines when submitting User Content. 

11. Intellectual Property Rights 

Trademarks 

The trademarks, trade names, trade dress, logos, and service marks (collectively, the “Trademarks”) displayed on www.Clockdiary.com or associated with Clockdiary are the registered and/or unregistered Trademarks of Clockdiary Solutions Private Limited, or such other third party that may own the displayed Trademarks. 

Nothing in these Terms or on the Service grants you, by implication or otherwise, any license or right to use any Trademarks displayed on the Website or Service without the prior written permission of Clockdiary Solutions Private Limited or the respective third-party owner. Any unauthorized use of the Trademarks is strictly prohibited. 

Site Contents and Copyright 

All text, Trademarks, logos, images, graphics, photos, video files, application functionality, and any other digital media, including their arrangement on the Clockdiary website and platform (“Website Content”), are subject to copyright, trademark, patent, and other intellectual property protections. 

You are permitted to: 

  • Access and use the Website and Service solely for the purpose of evaluating or purchasing services or for personal, non-commercial use. 
  • Download, copy, or print specific portions of Website Content for personal, non-commercial use only. 

However, you may not: 

  1. Copy, reproduce, or redistribute Website Content for commercial purposes. 
  1. Modify, process, or repost Website Content to other websites, platforms, or mediums without express written consent. 
  1. Use Website Content in a manner that infringes upon Clockdiary’s intellectual property rights. 

Access to the Website does not transfer any right, title, or interest in any intellectual property of Clockdiary to you. All rights not explicitly granted under these Terms are reserved by Clockdiary Solutions Private Limited. 

Reporting Copyright or Trademark Infringement 

If you believe that your copyrighted work or trademark has been uploaded, posted, or copied to the Service in a manner that constitutes infringement, please notify us immediately by contacting Clockdiary at: 

Email: support@clockdiary.com 
Postal Address: 
Clockdiary Solutions Private Limited 
1059, K S M Road Town 
KSM Rajpura, Rajpura 
Patiala- 140401, Punjab 

In your notification, please provide: 

  1. A description of the copyrighted work or trademark you believe has been infringed. 
  1. The specific location or link where the alleged infringement is visible on our platform. 
  1. Your contact details, including your name, email address, and phone number. 
  1. A statement affirming that you have a good-faith belief that the use of the material is not authorized by the copyright or trademark owner, its agent, or the law. 
  1. A declaration that the information provided in your notification is accurate and that you are the copyright or trademark owner or authorized to act on their behalf. 

Clockdiary takes intellectual property rights seriously and will promptly review all claims. We reserve the right to remove any content found to infringe upon the intellectual property rights of others or take other actions as required by law. 

12. Disclaimer of Warranty 

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. CLOCKDIARY DOES NOT GUARANTEE THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, THAT IT WILL OPERATE WITHOUT INTERRUPTION OR ERRORS, OR THAT ANY DEFECTS OR ISSUES WILL BE IDENTIFIED OR CORRECTED PROMPTLY. AS SUCH, YOU SHOULD NOT RELY EXCLUSIVELY ON THE SERVICE FOR CRITICAL OPERATIONS OR DECISIONS. 

THE SERVICE, INCLUDING ALL FEATURES, FUNCTIONALITY, AND CONTENT, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. CLOCKDIARY HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO: 

  • IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, 
  • FITNESS FOR A PARTICULAR PURPOSE, 
  • ACCURACY OF DATA OR RESULTS, 
  • SATISFACTORY QUALITY, 
  • QUIET ENJOYMENT, AND 
  • NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. 

NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY CLOCKDIARY OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE ANY WARRANTY. CLOCKDIARY EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR DAMAGES, LOSSES, OR INCONVENIENCES ARISING FROM THE USE OF OR RELIANCE ON THE SERVICE. 

By using the Service, you acknowledge and accept that Clockdiary is not liable for any interruptions, errors, inaccuracies, or issues you may encounter and that all risks associated with using the Service remain with you. 

13. Privacy and Cybersecurity Indemnification 

You acknowledge and agree that the Clockdiary Services and Platform are used to process information and Personal Data that you provide on an individual basis or through transfer by a business entity, as governed by these Terms. For the purposes of these Terms: 

  • You (or your organization) are designated as the Data Controller, responsible for determining the purposes and means of processing Personal Data. 
  • Clockdiary is designated as the Data Processor, responsible for processing Personal Data on your behalf in accordance with applicable agreements and legal requirements. 

You also acknowledge your obligations as the Data Controller under Clockdiary’s Data Processing Agreement (DPA), which outlines specific terms and responsibilities related to the handling of Personal Data. 

Indemnification Obligations 

To the fullest extent permitted by law, for all Personal Data that you collect, process, or maintain via the Services or Platform, you agree to indemnify and hold Clockdiary, its Affiliates, and their respective officers, directors, trustees, shareholders, employees, and agents (each an “Indemnified Party”) harmless from and against any and all damages, liabilities, claims, losses, costs, or expenses of any kind, including: 

  1. Penalties: Any penalties imposed by law, regulatory authorities, or enforcement agencies. 
  1. Legal Costs: Court costs, regulatory fees, and reasonable attorneys’ fees. 
  1. Claims: Any third-party claims, damages, or liabilities arising out of:  
  • Non-compliance with applicable data protection and cybersecurity laws, including Articles 5 to 21 and Articles 32 to 37 of the General Data Protection Regulation (EU) 2016/679 (GDPR). 
  • Breach of privacy or cybersecurity obligations set forth in these Terms or the DPA. 
  • Negligence, gross negligence, wilful misconduct, or omission by you or your representatives. 

Your Responsibilities as Data Controller 

As the Data Controller, you are solely responsible for ensuring compliance with privacy and cybersecurity regulations applicable to your use of the Services, including but not limited to: 

  1. Obtaining all necessary consents from individuals whose Personal Data is processed through the Platform. 
  1. Ensuring that Personal Data is processed in accordance with GDPR and other applicable data protection laws. 
  1. Taking appropriate measures to safeguard Personal Data against unauthorized access, loss, or breach. 

Failure to fulfill these responsibilities, or any breach or non-compliance, may result in liability for damages, penalties, and other legal consequences for which you agree to indemnify Clockdiary and its Indemnified Parties. 

Limitation of Liability 

Clockdiary processes data in accordance with these Terms, the DPA, and its Privacy Policy. However, Clockdiary is not liable for your failure to comply with privacy and cybersecurity requirements or for any claims resulting from your misuse, negligence, or unauthorized use of the Services or Platform. 

By agreeing to these Terms, you acknowledge and accept the responsibilities and potential liabilities associated with the collection, processing, and safeguarding of Personal Data. 

14. Limitation of Liability 

Clockdiary shall not be held responsible for any loss, damage, or harm caused to you or any third parties arising out of or related to your use of the Service or the information provided through the Service. By using the Service, you expressly waive any and all claims you may have against Clockdiary arising from the performance or nonperformance of the Service, including any inaccuracies, errors, or changes in the content made by you or others. 

Exclusion of Damages 

Clockdiary shall not be liable for any direct, indirect, special, incidental, punitive, or consequential damages, regardless of the legal theory under which the claim is brought (contract, tort, negligence, strict liability, or otherwise). This includes, but is not limited to: 

  • Loss of profits or revenue. 
  • Loss of data or business opportunities. 
  • Business interruptions or downtimes. 
  • Any other commercial damages or losses arising out of your use or inability to use the Service. 

Even if Clockdiary has been advised of the possibility of such damages, it will not be liable for such claims. 

Cap on Liability 

In no event shall Clockdiary’s total liability to you for all damages, losses, and causes of action exceed the amount you have paid to Clockdiary for the Service during the 365 days immediately preceding the date on which you notify Clockdiary in writing of your claim. This limitation shall apply even if the stated remedy fails to achieve its essential purpose. 

Acknowledgment of Risk 

By using the Service, you acknowledge that: 

  1. Clockdiary provides the Service on an “as is” and “as available” basis. 
  1. The risks associated with using the Service, including potential errors, inaccuracies, or disruptions, are accepted by you. 
  1. Clockdiary’s liability is limited to the fullest extent permitted by law, and you are solely responsible for any damages, losses, or interruptions resulting from your use of the Service. 

Exceptions 

The foregoing limitations of liability do not apply to damages resulting from: 

  • Personal injury or death caused by Clockdiary’s negligence. 
  • Any other liability that cannot be excluded or limited under applicable law. 

By agreeing to these Terms, you accept and agree to the limitations and exclusions of liability outlined above. 

By registering for or using the Clockdiary Service or Platform, or by contacting us via email, text, fax, push notification, or voice message, you expressly consent to receive communications from us electronically. These communications may include: 

  • Emails 
  • Push notifications 
  • Text messages (including pre-recorded or auto-dialed messages) 
  • Voice messages 
  • Notices posted on the Services or Platform 

You agree that all agreements, notices, disclosures, and other communications provided to you electronically satisfy any legal requirements for such communications to be in writing. By using the Service, you acknowledge and accept that these electronic communications have the same legal effect as written communications delivered in physical form. 

For services or features involving mobile functionality, your carrier’s standard messaging, data, or other rates may apply. By continuing to use the Service, you accept and consent to receiving these communications via electronic means. 

If you are located outside of India, you acknowledge and consent to Clockdiary’s processing and use of your Personal Data to deliver the Services. You further agree that: 

  1. Processing and Accessibility: The processing of your Personal Data is essential for the functionality of the Services or Platform. Your Personal Data may be accessed by authorized personnel worldwide, including in countries or regions that may not offer the same level of data protection as your own jurisdiction. 
  1. Jurisdictional Requirements: Your Personal Data may be subject to access by courts, law enforcement agencies, or national security authorities in the countries where it is processed, stored, or transferred. 
  1. Global Data Transfers: Your Personal Data may be transferred across international boundaries, even to jurisdictions not recognized as providing equivalent data protection standards by authorities such as the European Commission or similar governing bodies. 

By providing your Personal Data to Clockdiary, you expressly consent to: 

  • The collection, storage, processing, and transfer of your data as required to provide the Services in accordance with these Terms. 
  • The transfer of your Personal Data to jurisdictions outside your home country, subject to Clockdiary implementing appropriate safeguards to protect your data. 

Clockdiary is committed to safeguarding your Personal Data, but by using the Service, you accept these terms and acknowledge the inherent risks associated with global data transfers. 

17. No Rights Granted; Non-Assignability 

These Terms do not constitute a transfer, grant, or intention to transfer or grant any right, title, or interest in the Service, its underlying technology, intellectual property, trade secrets, or any proprietary components of Clockdiary to you. The Service, along with all associated materials, tools, designs, and proprietary elements, remains the exclusive property of Clockdiary. 

You are expressly prohibited from selling, licensing, sublicensing, assigning, transferring, leasing, renting, or distributing any portion of the Service to any third party, whether for profit or otherwise. Any attempt to do so without prior written consent from Clockdiary shall be considered a violation of these Terms and is null and void. Additionally, you shall not misrepresent or suggest that the Service originates from any source other than Clockdiary, nor shall you use Clockdiary’s trademarks, branding, or name without prior approval. 

The rights and obligations outlined in these Terms are personal to you. You may not assign, delegate, or transfer these Terms, or any rights or obligations herein, to any third party without prior written consent from Clockdiary. Any attempted assignment or transfer in violation of this provision will result in the immediate termination of your rights under these Terms. Clockdiary reserves the right to enforce this provision to protect its intellectual property, proprietary technology, and overall brand integrity. 

18. Miscellaneous Provisions 

Choice of Law 

These Terms and any disputes or claims arising from or in connection with them (whether contractual or non-contractual) shall be governed by and construed in accordance with the laws of the State of Indiana, United States of America, without regard to its conflict of law principles. The parties agree that any disputes arising under these Terms shall not be subject to any laws or rules that would result in applying the substantive law of any other jurisdiction. 

Jurisdiction 

You irrevocably agree that any legal suit, action, or proceeding arising out of or related to these Terms or the Service shall be exclusively submitted to the state courts located in Hamilton County, Indiana, United States of America. By agreeing to these Terms, you consent to the personal jurisdiction of these courts and waive any objection to jurisdiction or venue in such courts based on inconvenience or other grounds. Clockdiary reserves the right to enforce its rights or seek remedies in any jurisdiction deemed appropriate for the protection of its interests. 

General Indemnity 

You agree to indemnify, defend, and hold harmless Clockdiary, its Affiliates, and their respective officers, directors, agents, employees, and representatives (each an “Indemnified Party”) from and against any and all claims, demands, proceedings, damages, liabilities, losses, or expenses (including, but not limited to, reasonable attorney fees and court costs) that arise out of, relate to, or result from: 

  • Your breach or alleged breach of these Terms. 
  • Your violation of any applicable laws, regulations, or third-party rights. 
  • Any unauthorized or improper use of the Service by you or any individual or entity acting on your behalf. 
  • Any claims or disputes arising from the content or data you submit, process, or distribute through the Service. 

Clockdiary reserves the right to assume control of any matter subject to indemnification at your expense, and you agree to cooperate fully in any such defense. 

Attorney Fees and Expenses 

In the event of any dispute or claim arising out of or related to these Terms, Clockdiary shall be entitled to recover from you all reasonable attorney fees, court costs, and other expenses incurred in enforcing its rights or defending against claims under these Terms. This includes, but is not limited to, costs incurred before litigation, during litigation, or as part of any settlement or judgment enforcement. 

Severability 

If any provision of these Terms is deemed to be invalid, unlawful, or unenforceable by a court of competent jurisdiction, that provision shall be severed from these Terms. The remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced by a valid and enforceable provision that most closely reflects the intent of the original provision. 

Effect of Waiver 

Failure by Clockdiary to enforce any provision or exercise any right under these Terms shall not be deemed a waiver of that provision or right. Any waiver must be expressly made in writing and signed by an authorized representative of Clockdiary. A waiver of any breach or default shall not constitute a waiver of any other breach or default, whether similar or different in nature. 

Entire Agreement 

These Terms, along with Clockdiary’s Privacy Policy and any other applicable agreements referenced herein, constitute the entire agreement between you and Clockdiary concerning the subject matter herein. These Terms supersede all prior and contemporaneous agreements, communications, and understandings, whether oral or written, relating to the subject matter. 

Survival 

The provisions of these Terms that by their nature extend beyond termination (including, but not limited to, provisions regarding indemnity, limitation of liability, intellectual property, and choice of law) shall survive the termination of your access to or use of the Service. 

Force Majeure 

Clockdiary shall not be held liable for any failure or delay in its performance under these Terms resulting from events beyond its reasonable control, including but not limited to acts of God, natural disasters, government actions, labor disputes, pandemics, internet or telecommunication failures, or other unforeseen circumstances. 

19. Suggestions and Feedback 

Clockdiary highly values feedback and suggestions from its users as part of our commitment to continuous improvement. By providing any feedback, suggestions, ideas, or comments about the Service, you acknowledge and agree that: 

  1. Ownership of Feedback: All feedback and suggestions submitted by you shall become the sole and exclusive property of Clockdiary. 
  1. Usage Rights: Clockdiary reserves the right to use, implement, adapt, modify, reproduce, distribute, or commercialize such feedback for any purpose, in any manner, and in any medium, without restriction, compensation, or attribution to you. 
  1. Voluntary Submission: You understand that providing feedback is entirely voluntary and does not create any obligation or confidential relationship between you and Clockdiary. 
  1. No Obligation to Act: While we appreciate your input, Clockdiary is under no obligation to act upon or incorporate your feedback into the Service. 

We encourage users to share their thoughts to help us refine and enhance the user experience. 

20. Refund Policy 

Clockdiary strives to provide the best possible experience to its users. However, we understand that situations may arise where cancellations are necessary. Please note the following terms regarding refunds: 

  1. Cancellation Process: You can cancel your account at any time by visiting your organization settings page on the Service or by sending an email to support@clockdiary.com with the subject line, “Cancel.” Our support team will guide you through the cancellation process if needed. 
  1. Refund Eligibility: Refunds are not guaranteed and will only be issued in specific cases at the discretion of the Clockdiary support team. Refunds may apply in circumstances such as billing errors or service outages that are attributable to Clockdiary. 
  1. No Refunds for Change of Mind: Refunds will not be provided for unused portions of subscription terms or for situations where the Service was no longer required by the user. 
  1. Further Details: For additional information on eligibility or processing, please refer to Clockdiary’s Refund Policy or contact our support team. 

All decisions regarding refunds are final and made at Clockdiary’s sole discretion. 

Modification of Terms 

Clockdiary reserves the right to modify these Terms or any associated policies at any time. You will be notified of such modifications via email to the email address provided during registration or through a prominent notice within the Service. Any modifications will take effect immediately upon notification. By continuing to use the Service after such changes, you accept and agree to be bound by the updated Terms. If you do not agree with the modifications, you must discontinue your use of the Service. 

No Implied Legal Notice 

Any communication or interaction through Clockdiary’s website, email, or contact links provided on the Service shall not constitute legal notice to Clockdiary, its officers, employees, agents, or representatives unless explicitly required by a contractual agreement or applicable federal, state, or local laws. Legal notices must be delivered explicitly as outlined below. 

Official Notices 

All legal notices, claims, or concerns should be addressed to Clockdiary at: 

Clockdiary Solutions Private Limited 
1059, K S M Road Town, KSM Rajpura, 
Rajpura, Patiala-140401, 
Punjab, India 

Alternatively, you may email us at: privacy@clockdiary.com 

For users outside India, please be aware that Clockdiary operates under the jurisdiction and governance of Indian laws and any related legal matters will adhere to those frameworks. 

22. Eligibility 

To access and use the Clockdiary Service, you must meet the following eligibility criteria: 

  1. Minimum Age Requirement: You must be at least eighteen (18) years of age or the age of legal majority in your jurisdiction, whichever is higher, and capable of entering into legally binding contracts. 
  1. Account Registration: You must complete the account registration process by providing accurate, current, and complete information. 
  1. Acceptance of Terms: You must agree to abide by these Terms, the Privacy Policy, and the Agreement in their entirety. 
  1. Accurate Information: You must provide truthful, complete, and up-to-date contact, billing, and registration details throughout your use of the Service. 
  1. Prohibited Territories: You must not be located in or operating from any country subject to embargoes or sanctions imposed by the U.S. government, including but not limited to Cuba, Iran, North Korea, Syria, or any other jurisdiction designated as “terrorist-supporting.” 
  1. Prohibited Persons List: You must not be listed on any U.S. government or international list of restricted or prohibited individuals or entities, including those maintained by the Office of Foreign Assets Control (OFAC) or any similar authority. 

By accessing or using the Service, you represent and warrant that you meet all of the above eligibility requirements. You also agree that your use of the Service will not violate any applicable laws, regulations, or third-party rights. By making these representations and warranties, you are entering into a legally binding agreement with Clockdiary. 

Clockdiary reserves the right to: 

  • Refuse service to any individual or organization. 
  • Suspend or terminate accounts that do not meet these eligibility requirements. 
  • Amend eligibility criteria at any time without prior notice. 

If you do not meet these requirements or cannot agree to these Terms, you are prohibited from using the Service. 

23. Compliance with Laws 

As a user of Clockdiary, you represent and warrant that your use of the Service will comply with all applicable local, national, and international laws, regulations, and guidelines, including but not limited to: 

  1. Data Protection Laws: You agree to comply with all applicable data protection and privacy regulations, including the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), and any other data protection laws relevant to your jurisdiction. 
  1. Industry-Specific Laws: You are responsible for ensuring compliance with laws specific to your industry, including but not limited to:  
  • HIPAA (Health Insurance Portability and Accountability Act): If you process health-related data. 
  • GLBA (Gramm-Leach-Bliley Act): If you process financial data. 
  • Export Control and Sanctions Laws: Including U.S. export controls and economic sanctions regulations. 
  1. Fair Practices and Anti-Discrimination Laws: You may not use the Service for any unlawful, fraudulent, discriminatory, or prohibited activities, including violations of the Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, or Children’s Online Privacy Protection Act. 

Your Obligations 

You further agree to the following obligations: 

  • Legal Basis for Data Processing: You warrant that you have obtained valid consent or another lawful basis for all Personal Data that you collect, upload, or process using the Service. 
  • Permissions for Data Transfer: You must ensure that you have all necessary permissions, consents, or other legal authorizations required to transfer data to Clockdiary for processing, storage, or analysis. 
  • Compliance with Data Processing Agreement (DPA): To the extent that Clockdiary processes Personal Data on your behalf, you agree to comply with Clockdiary’s Data Processing Agreement (DPA), which outlines the respective responsibilities of you (as Data Controller) and Clockdiary (as Data Processor) concerning data protection and security. 
  • Accuracy of Information: You are responsible for determining whether the Service meets your legal and regulatory requirements, including those related to data storage, processing, and transmission. 

Clockdiary’s Role 

Clockdiary serves as a Data Processor in relation to your use of the Service, meaning that we process Personal Data solely based on your instructions and for the purposes outlined in these Terms and the DPA. As the Data Controller, you retain full responsibility for ensuring that your data collection and processing activities comply with applicable laws. 

Indemnification 

You agree to indemnify, defend, and hold Clockdiary, its Affiliates, and their respective officers, directors, employees, and agents harmless from and against any claims, damages, losses, liabilities, or expenses (including reasonable attorney fees and court costs) arising out of or related to: 

  1. Your failure to comply with any applicable laws, regulations, or obligations under these Terms. 
  1. Any breach of your obligations under this section, including failure to obtain necessary consents for data processing or data transfers. 
  1. Any unauthorized or unlawful use of the Service by you or your representatives. 

Clockdiary assumes no liability for your failure to comply with laws applicable to your use of the Service or any consequences arising from such non-compliance. 

By using the Service, you acknowledge and agree to these compliance obligations and indemnification requirements.