These terms and conditions (the “Terms”) set out the basis on which Clear Commerce Limited (a company registered under the laws of England and Wales, having an address at 45 Fitzroy Street, London, W1T 6EB, (“we”, “us”, “our”) will provide you (“you” or “your”) with a Clear Utility Token you can use to purchase goods or services from a merchant accepting the Clear Utility Tokens as a means of payment (the “CLEAR Utility Token”).
The CLEAR Utility Token you purchase and use under these Terms can only be used in relation to a specific merchant (the merchant through which you accessed our checkout process and whose name appears on the screen you accessed these terms) (the “Merchant”) and to a specific purchase you are making through the website of that Merchant (the “Merchant’s Website”).
Please read these Terms carefully as they will apply to your purchase and the subsequent use of the CLEAR Utility Token. By deciding to proceed with paying for the goods or services from the Merchant using the CLEAR Utility Token, you agree to these Terms. Please note that these Terms only apply to your current purchase of the CLEAR Utility Token – and will end once the CLEAR Utility Token has been redeemed. If you make subsequent purchases through the Merchant’s Website and decide to use our services to pay for them, you will need to agree to a new set of terms and conditions each time.
These Terms and any matters arising from them shall be governed by, and construed in accordance with, the law of England and Wales and shall be subject to the exclusive jurisdiction of the courts of England and Wales. The law of England and Wales will also be the laws used as a basis any pre-contract relationship between you and us.
- Buying a Clear Utility Token
- When you select to pay for your specific purchase of goods or services from the Merchant’s Website (the “Transaction”) using our services, you are automatically redirected to our checkout process that will enable you to purchase the Clear Utility Token and then use that to pay for the Transaction (the “CLEAR Portal”).
- Through using our services you agree to buy the Clear Utility Token from us for a value equal to the value of the Transaction. Following the completion of the purchase we will issue the Clear Utility Token to you and it shall have a value equal to the value of your Transaction. The Clear Utility Token shall then be immediately redeemed with the Merchant in accordance with clause 2 to pay for the Transaction.
- You place the instruction to purchase the Clear Utility Token on the CLEAR Portal by pressing the “Purchase” button at the end of the checkout process. The CLEAR Portal will give you instructions on the information you need to provide, and what you need to do to finalise your purchase.
- The total price to be paid for the Clear Utility Token (including any costs and/or taxes you will pay via us) will be displayed on the CLEAR Portal. Depending on the nature of your Transaction, there may be other costs and/or taxes that are not paid via us and/or imposed by us. These additional costs may not be displayed on the CLEAR Portal, and we recommend you check the Merchant’s Website for details of such amounts.
- You may purchase the Clear Utility Token using any of the Approved Payment Methods, and by pressing the “Purchase” button at the end of the checkout process, you give authority for payment to be taken using your selected Approved Payment Method. Payment will be debited and cleared from your account as soon as possible under the relevant rules applicable to your selected Approved Payment Method.
- You must purchase the Clear Utility Token in the same currency as the Transaction. Please be aware that where you make a payment to purchase the Clear Utility Token using an Accepted Payment Method which is denominated in a different currency to that of the Transaction, the issuer/provider of the Accepted Payment Method will normally convert the currency at an exchange rate set by them and may apply various fees to this transaction. We have no responsibility for this conversion or the application of any fees.
- Redeeming a Clear Utility Token
- The Clear Utility Token can only be used to pay for the Transaction with the Merchant. It cannot be used to pay for goods and services being offered by another seller, nor can it be used to purchase different goods and services from the Merchant as part of a separate purchase.
- Your purchase of the Clear Utility Token shall also be deemed to be an instruction to conclude the Transaction and to transfer the Clear Utility Token to us (acting in our role as the Merchant’s agent) immediately following our issuing of the Clear Utility Token to you.
- Your transfer of the Clear Utility Token to us will act as settlement of your obligation to the Merchant to pay for the Transaction, but it will not result in you completing any other obligations you may have to the Merchant as part of the Transaction. You remain fully responsible for complying with any other obligations associated with the Transaction and agree and acknowledge that we cannot be held liable for any losses you may suffer as a result of you not complying with these.
- The provision of the goods and services under the Transaction will remain the responsibility of the Merchant. We are the Merchant’s agent solely for concluding the Transaction with you and receiving your payment, we are not responsible for, and have no liability in relation to, the performance of the Merchant’s obligations under the Transaction.
- Prohibiting your purchase/Use of a Clear Utility Token
- We have to comply with various laws relating to the prevention of financial crime, as a result, we must obtain certain information from entities buying/using Clear Utility Tokens in relation to their identity, the purpose of their purchase and the source of the funds they are using. We will capture any information about you that we require from the checkout process and from other sources we have access to, and use this to determine if there is a risk of financial crime.
- We may suspend or withdraw, at any time, your ability to purchase and/or use the Clear Utility Token if:
- there is insufficient information about you/your activities to allow us to make a decision regarding financial crime;
- we have a concern that we may be being used for the purposes of financial crime;
- we have reasonable grounds to believe that the Clear Utility Token is being bought/used in an unauthorised or fraudulent manner;
- we have not received sufficient payment from you for the Clear Utility Token;
- we have reasonable grounds to believe that you are acting in breach of these Terms; and/or
- we have a concern that carrying out the sale and purchase of the Clear Utility Token may lead us to break the law or breach any contract we are a party to.
If we do suspend or withdraw your ability to purchase and/or use the Clear Utility Token, you agree and acknowledge that we have the right to disclose this fact to the National Crime Agency and any other appropriate regulatory body.
- You may, access all information disclosed and relating to you, provided this right of access does not conflict with any applicable laws or contractual requirements which prohibit us from giving you this information.
- No Right to Cancel
- As your pressing of the “Purchase” button acts as an instruction to:
- immediately purchase a Clear Utility Token which is specific to the Transaction you are intending to complete, and
- then to redeem the Clear Utility Token,
- As your pressing of the “Purchase” button acts as an instruction to:
you will be treated as expressly requesting that the performance of these Terms will be fully completed instantaneously.
- As a result, you will have no right of cancellation in respect of these Terms and the services we provide under them. This does not affect any cancellation right you may have in relation to the Transaction, therefore you may still have a right of cancellation with the Merchant in relation to the goods or services you purchase using the Clear Utility Token.
- Service Availability
- We reserve the right to temporarily suspend access to the CLEAR Portal for technical, security, or maintenance reasons without these operations entitling you to any compensation. We undertake to limit these type of interruptions to those which are strictly required.
- To provide increased value to you, we may provide links to other websites or resources for you to access at your sole discretion. You acknowledge and agree that we are not responsible for the availability or content of these external sites or resources, and do not review or endorse them. As a result, we are not responsible or liable for:
- the privacy terms for such websites/resources,
- the use to which others make of these websites or resources, or
- any damage, loss or offence caused or alleged to be caused by, or in connection with, the use of, or reliance on, the content, services or availability of such external websites or resources.
- Data Protection
- The privacy of our customer’s personal information is very important to us. We process all personal information in line with applicable data protection laws (the “Data Protection Laws”). For the purposes of Data Protection Laws, we are the data controller in relation to any personal information that we hold about you.
- your obligations
- You shall pay for the Clear Utility Token in full in accordance with the provisions of clause 1.
- You undertake not to:
- impersonate the identity of another person or entity, falsify or conceal your identity, or create a false identity;
- disseminate any personal data or information, or any confidential information relating to a third party which you may acquire through the CLEAR Portal;
- use or interact with the CLEAR Portal in a manner which may:
- damage, disable, overload, or alter the CLEAR Portal;
- otherwise prevent us from carrying on our business; or
- result in us breaking any applicable law and/or any contract we are a party to.
- You will be liable for all losses, damages, fees, fines, penalties and claims that we or you may incur as a result of you:
- having acted fraudulently; or
- with intent or gross negligence failing to comply with these Terms or any applicable law.
- When using our service, you confirm to us that the Accepted Payment Method that is being used is yours or that you have been specifically authorised by the owner of the Accepted Payment Method to use it.
- Without prejudice to any legal action taken by third parties, we are entitled to begin legal action which is intended to repair any damage/loss that we may suffer due to your failure to respect your obligations under these Terms.
- You shall not be responsible for delays or failures in performance resulting from acts beyond our control. Such acts include (without limitation) natural disasters, labour conflicts, acts of war or civil disruption, and governmental regulations imposed after the fact. If a delay does occurs, then any applicable time period shall be automatically extended for a period equal to the time lost, provided you give us prompt notice of such delay and makes reasonable efforts to correct the reason for the delay.
- Our Liability
- If you have complaints relating to either the purchase of the Clear Utility Token or the transfer of it to the Merchant (via us), please contact [email protected] or write to 45 Fitzroy Street, London. W1T 6EB. If you have any complaints in relation to any element of the Transaction other than your payment, you should contact the Merchant.
- Subject to the other provisions in this clause 8, we will be liable to you for any losses, damages, additional costs and/or similar liabilities you suffer as a result of:
- any failure by us to issue the Clear Utility Token to you with the correct value in accordance with these Terms;
- any failure and/or delay in the transfer the Clear Utility Token from you to us (acting as the Merchant’s agent); and
- any breach of the other provisions of these Terms by us, our officers, our employees and/or any agent we use,
provided they naturally arise as a result of the issues in 8.2.1 to 8.2.3, and we knew or could have reasonably foreseen that you would suffer such losses, damages, additional costs and/or similar liabilities as a result of our actions.
- If the issuer/provider of your selected Approved Payment Method refuses to authorise payment to us, we will not be liable for any delay in the issuing of the Clear Utility Token, nor any delay/loss suffered in respect of the Transaction not completing.
- We will take all reasonable care, in so far as it is in our power to do so, to keep the details of your purchase of the Clear Utility Token, the Transaction and payment secure, but in the absence of negligence on our part we cannot be held liable for any loss you may suffer if a third party procures unauthorised access to any data you provide when accessing the CLEAR Portal. We shall also not be liable to you for any errors, omissions, interruptions, or delays in operations on the CLEAR Portal resulting from unauthorised access to the CLEAR
- We shall not be responsible for delays or failures in performance resulting from acts beyond our control. Such acts include (without limitation) natural disasters, labour conflicts, acts of war or civil disruption, and governmental regulations imposed after the fact. If a delay does occurs, then any applicable time period shall be automatically extended for a period equal to the time lost, provided we give you prompt notice of such delay and makes reasonable efforts to correct the reason for the delay.
- Nothing in these Terms shall exclude or limit our liability for death or personal injury resulting from our negligence or that of our officers, employees or agents.
- You may not be assign or transfer these terms to anybody else. We may assign the benefit of these Terms or transfer all/any of our rights and obligations to one or more of the companies within our group without your consent. Where we do this, we will notify you in writing.
- If any provision of these Terms is held to be invalid, unenforceable, or illegal for any reason, it will be removed from the Terms without affecting the validity or enforceability of any or all of the remaining portions.
- These Terms, and all other documents mentioned within, are the final, exclusive, and complete understanding and agreement between you and us, and they supersede all prior understandings and agreements.
- The headings in these Terms are for convenience only and shall not limit or otherwise affect any of the terms or provisions hereof.
- No act or omission by either of you or us will be treated as being a waiver of any rights or remedy either you or we may have under these Terms. A waiver of, or a consent to, any breach or default of these Terms will only be valid if it is expressly stated in writing.
- These Terms, any required pre-contract information and any communications we send to you will be communicated in English.
- If either you or we need to send a notice or communication to each other as part of these Terms, it will be treated as being received:
- where it is sent by a reputable postal service – three Business Days after it is posted
- where it is sent by an email before 5pm on a weekday that isn’t a public holiday – on the same day
- where it is sent by an email in any other circumstances – at 7am on the next weekday that isn’t a public holiday.
For the purposes of these Terms, the following terms shall have the following meanings:
Accepted Payment Methods means a payment transaction initiated through use of a payment instrument issued under the following card schemes: Visa, Mastercard, Maestro, Visa Debit, as well as any other payment method that is accepted by us as displayed on the CLEAR Portal from time to time.
Business Day means any weekday, other than a national holiday in England, when London based financial institutions are open for business.