Terms of Use
Kirkup Inc ("Kirkup", "we", "us", or "our") operates Clara Day and Clara Field (together, the "Services"). These Terms of Use ("Terms") govern your use of the Services. By using the Services, or by accessing an account that your organization has provisioned for you, you agree to these Terms and our Privacy Policy. You must be at least 18 years old to use the Services. If you cannot or do not agree to these Terms, do not use the Services.
Accounts are admin-provisioned by your organization. There is no self-serve registration.
1. The Services
Clara Day is a field-service operations platform for companies such as glass, window, and door shops (each a "Customer"). It provides tools to schedule jobs, assign crews, and communicate with the Customer's own clients about appointments.
Clara Field is the login-walled mobile application used by a Customer's field staff. Through Clara Field, Authorized Users may view jobs they are assigned, add notes, capture job-site photos, mark work complete or incomplete, receive push notifications, and use an offline cache of their assigned work.
Authorized User means a person whose account was admin-provisioned by a Customer: typically office staff on Clara Day, or field staff on Clara Field. You means the Customer or an Authorized User, as the context requires.
Features may change. We may modify, suspend, or discontinue any aspect of the Services at any time.
The Services are operations software. They do not provide professional advice of any kind, including legal, financial, or construction advice. Output depends on information the Customer and its Authorized Users enter. We do not assess the accuracy of that information. Evaluate it yourself. In an emergency, call 911 or local emergency services.
2. Your Responsibilities
Use of the Services is conditional on the following. You agree not to violate applicable law, the rights of others, or the operational and security mechanisms of the Services.
a) Keep your account credentials to yourself.
Do not permit anyone other than you to obtain access through your account. Choose a strong password, keep credentials secure, and keep the account confidential. You are responsible for consequences of failing to maintain that security. Sharing a login is a breach of these Terms.
b) Be responsible for your account usage.
You are responsible for activities undertaken through your account, including Content you post. Follow your employer's instructions and the role you have been given (office or field). Notify us or your Customer's administrator immediately of unauthorized use. If you are the Customer, you are responsible for your Authorized Users' compliance with these Terms and you agree to indemnify, defend, and hold harmless Kirkup Inc from claims arising out of their use or misuse of the Services or any breach of these Terms.
c) Use the Services in a legal manner.
Use the Services only in accordance with these Terms and applicable law. You represent that you have the right and authority to enter into these Terms and to use the Services.
d) Be truthful and accurate.
You are responsible for ensuring that information provided through the Services is true, accurate, current, and complete, and for updating it.
e) Respect the rights of others.
You must have the right, and any needed permissions, to provide information and Content you input — including client names, addresses, phone numbers, and job-site photos. Handle information you obtain about others through the Services in accordance with the privacy provisions of these Terms and the Privacy Policy.
f) Don't use the Services to harm anyone or to commit crimes.
Do not use the Services to harass, defame, defraud, or deceive; to promote hatred or harm; to engage in obscene or offensive activity; or to commit or facilitate any crime or tort, including infringement, fraud, impersonation, exploitation of children, or violation of privacy rights.
g) Use the Services only for their intended purpose.
Use the Services only for the Customer's field-service operations. You may not use the Services to provide a third party, for a fee, a product whose value derives from the functionality of the Services.
h) Don't harm any security or computer systems.
Do not interfere with, degrade, or adversely affect any software, system, network, or data used by Kirkup Inc or other users. Do not upload harmful code; impose an unreasonable load; bypass access controls; run auto-responders or spam; crawl or spider the Services; or harvest content from the Services.
i) Help to investigate.
Cooperate with Kirkup Inc and provide information reasonably requested to determine whether there has been a breach of these Terms or applicable law.
We may investigate and take action against users who violate these Terms, including suspension or termination of accounts.
3. Information That You Provide
You are solely responsible for all information, data, documentation, photos, notes, and other materials you make available through the Services ("Content"), including ensuring it is accurate, complete, and up-to-date. If you are the Customer, you are responsible for reviewing Content provided by Authorized Users.
Job-site photos, notes, and status updates are the Customer's business records.
By using the Services, you grant Kirkup Inc a worldwide, non-exclusive, transferable, royalty-free licence to collect, store, use, and process the Content to provide the Services, in accordance with the Privacy Policy, and to make Content available to Authorized Users of that Customer according to their role (field staff see only jobs they are assigned).
You represent that you own the Content or have all rights needed to grant this licence, and that neither the Content nor our use of it will infringe a third party's rights or violate law.
4. Authorized Users
If you are the Customer, you authorize the people whose accounts you provision to use the Services according to their role:
- Office staff may view and manage that Customer's jobs, crews, schedules, and client communications as permitted by the product.
- Field staff may view jobs they are assigned, add notes and job-site photos, and update completion status for those jobs.
- Field staff do not see another crew's work or another Customer's data.
You are responsible for who you provision, for deactivating people who should no longer have access, and for their compliance with these Terms. You may modify or revoke access at any time through the Customer's administrator tools. Kirkup Inc has no obligation respecting disputes among a Customer's staff.
A Customer's administrator creates, deactivates, and resets accounts. Clara Field supports per-device revocation. Password reset and deactivation sweep that employee's devices. There is no company-wide "revoke all devices" action.
5. Fees and Taxes
Use of the Services by a Customer is conditional upon payment of applicable fees as agreed with that Customer. Field staff and other Authorized Users are not billed by Kirkup Inc for using Clara Field or Clara Day.
Fees are based on Services purchased and not actual usage, unless we agree otherwise in writing. Payment obligations are non-cancellable and fees paid are non-refundable, except as required by law. We may modify fees upon sixty (60) days' written notice, which may be electronic. The Customer is responsible for taxes relating to the Services.
If we bill a Customer, we may collect billing contact details. We do not collect payment-card information from field staff. Security of any payment details handled by a third-party payment provider is subject to that provider's terms.
The Customer is responsible for reasonable costs, including legal fees, of collecting overdue amounts. We may charge interest on outstanding amounts at the lesser of 1.5% per month or the maximum rate permitted by law.
6. Account Provisioning and Deactivation
Accounts are admin-provisioned by the Customer. There is no self-serve registration and no in-app path to open an account.
The Customer is responsible for keeping its roster of Authorized Users current. When an employee leaves, the Customer's administrator should deactivate that account. Kirkup Inc may suspend or terminate access for breach of these Terms.
An Authorized User who wants their access ended should ask the Customer's administrator. Kirkup Inc will also honour a direct request as described in the Privacy Policy, subject to records the Customer must keep.
7. Privacy, Confidentiality and Data Protection
We are committed to protecting privacy and complying with applicable laws relating to personal information provided to Kirkup Inc, including PIPEDA.
Our practices are in the Privacy Policy, which is incorporated into these Terms by reference.
We treat Content as the Customer's confidential information and will not disclose it to third parties except as needed to provide the Services or as required by law.
8. Disclaimer of Warranties
The Services are provided "AS IS" without warranty or conditions of any kind, whether express or implied, including implied warranties or conditions of merchantability, fitness for a particular purpose, title, non-infringement, security, or accuracy. Kirkup Inc assumes no responsibility for errors, omissions, or inaccuracies in information provided through the Services. Under no circumstances will Kirkup Inc be liable for loss or damage caused by reliance on information obtained through the Services. It is your responsibility to evaluate that information. Use of the Services is solely at your own risk.
Kirkup Inc has no special relationship with or fiduciary duty to you, and no control over acts or omissions of you or other users, including who uses the Services, what Content is posted, how anyone interprets Content, or what actions anyone takes as a result. Kirkup Inc makes no representations concerning information available through the Services.
Kirkup Inc is not the employer of a Customer's crews.
9. Limitation of Liability
The only damages recoverable against Kirkup Inc arising from these Terms, including provision of the Services, shall be your direct damages, if any, arising from Kirkup Inc's gross negligence or wilful misconduct. Total liability for all claims arising from use of the Services shall not exceed the amount the Customer has paid us in the twelve (12) months preceding the claim. If the Customer has paid nothing in that period, that cap is CAD $100.
Except for those limited direct damages, to the maximum extent permitted by law, Kirkup Inc shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of data, loss of profits or business opportunities, service interruptions, errors in scheduling or communication, or actions taken based on information provided through the Services.
10. Termination
A Customer's administrator may deactivate Authorized User accounts at any time. A Customer may stop using the Services by contacting us. We may suspend or terminate accounts that violate these Terms, with or without notice.
Upon termination, access ceases, and we may delete accounts and data in accordance with our retention practices and the Privacy Policy.
There is no in-app account-deletion feature in Clara Field, because accounts are not opened in the app.
11. Data Retention and Deletion
Unless otherwise instructed or where deletion is mandated by law, we retain information for as long as the Customer maintains an active account.
Upon termination of a Customer account:
- Information may be retained as needed to close the account, resolve disputes, and meet legal obligations.
- Anonymized data may be retained for service improvement.
- Audit logs will be retained as required by Canadian law.
You may request deletion by contacting us. We will honour such requests within 30 days, subject to legal obligations and records the Customer must keep.
12. Changes to Terms
We may update these Terms to reflect changes in the Services, legal requirements, or business practices. We will notify you of material changes by posting the updated Terms on our website with a new effective date, and where we have an email address for the Customer, by sending notice to that address.
Continued use after changes become effective constitutes acceptance. If you do not agree, discontinue use.
13. Intellectual Property and Feedback
The Services, including Clara Day, Clara Field, the website, and back-end software, are owned by Kirkup Inc or validly licensed from third parties. You do not acquire any intellectual property or other proprietary rights under these Terms. Your only rights are those expressly granted. Any rights not expressly granted are reserved. You may not use Kirkup Inc's or Clara Day's name, trademark, logo, or other proprietary information without express written consent.
If you provide feedback on the Services, Kirkup Inc shall own that feedback and associated intellectual property, and you assign to Kirkup Inc all right, title, and interest therein, subject to your continued ownership of your Content and personal information.
14. Governing Law
These Terms are governed by the laws of Ontario, Canada, without regard to conflict of law principles. Disputes are subject to the exclusive jurisdiction of the courts of Ontario, Canada. Neither the United Nations Convention on Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act shall apply.
If any provision is found unenforceable, the remaining provisions remain in effect.
15. Entire Agreement and Acceptance of Terms
By using the Services, accessing our website, or accessing an account that your organization has provisioned for you, you agree to these Terms and our Privacy Policy, and you state that your use is legally permissible in your jurisdiction. You represent that (i) you are not located in a country subject to a Canadian or U.S. Government embargo, or designated as a "terrorist supporting" country; and (ii) you are not listed on any Canadian or U.S. Government list of prohibited or restricted parties.
These Terms are a legally binding agreement and the entire agreement between you and Kirkup Inc with respect to the Services. They cancel and supersede any prior understandings respecting the Services. If you cannot legally agree, or do not agree, you may not use the Services.
You must be at least 18 years old. By using the Services, you represent that you are at least 18 and have legal capacity to enter this agreement.
It is the express will of the parties that these Terms and all related documents have been drawn up in English.
16. Electronic Agreement
You agree to electronic communication in order to enter into contracts and to electronic delivery of notices, policies, and records of transactions initiated or completed through the Services. You waive any rights or requirements under laws which require an original (non-electronic) signature or non-electronic records, to the extent permitted by mandatory law. A printed version of these Terms and of any notice given in electronic form shall be admissible in proceedings to the same extent as other business documents originally generated in printed form.
Using the Services, or accessing an account provisioned for you, is acceptance of these Terms. There is no separate "I Accept" click during registration, because there is no self-serve registration.
17. Contact
For questions about these Terms or our legal practices:
Kirkup Inc
Waterloo, Ontario, Canada
Email: hello@claraday.ai
18. SMS Messaging Terms
Program name
Clara Day appointment messaging.
Program description
Clara Day may send transactional text messages and place voice calls to phone numbers a Customer has on file for its own clients, to schedule, confirm, remind, or follow up on field-service appointments. Messages are sent through Twilio and typically identify Clara and the Customer's shop by name. They are not a marketing program. Clara Field does not send marketing text messages to crews.
Message frequency
Frequency varies with the job. A client may receive several messages while an appointment is being arranged, then fewer once it is confirmed.
Message and data rates
Message and data rates may apply, based on the mobile carrier plan. Kirkup Inc does not charge the recipient for sending or receiving SMS; the carrier may.
Opt-out and support keywords
Reply STOP to an appointment text to unsubscribe from further appointment texts to that number. The opt-out is processed automatically and you will receive a one-time confirmation. Reply HELP for program information.
Opting out of texts does not cancel the underlying appointment and does not close any Clara Day account. The shop may still need to reach the client by another channel.
Support contact
For help with SMS messaging, including opt-out questions, email hello@claraday.ai.