Terms & Conditions
Last updated: December 3, 2024
1.Definitions
1.1 Agreement: By accessing the CleverApply Platform, clicking “Accept,” or signing an order form that incorporates these Terms and Conditions by reference, you acknowledge that you are entering into an agreement with CleverApply Inc. (“CleverApply,” “us,” “we,” “our”). This agreement governs your use of the CleverApply Platform and services. You agree to abide by these Terms and Conditions, which include any Recruitment Partner/Counsellor Services Agreement, CleverApply Partner Agreement, or any other agreement between you and us. These terms also encompass the Privacy Policy and other referenced documents (collectively, the “Agreement”), and we may update them periodically. If you do not consent to these Terms and Conditions, you must discontinue your access to the CleverApply Platform. In the event of a conflict between these Terms and Conditions and any Recruitment Partner/Counsellor Services Agreement or CleverApply Partner Agreement, that agreement shall take precedence. By agreeing, you confirm that you have reached the age of majority in your jurisdiction, have the capacity to enter into binding obligations, and assert that all information provided to us is true, accurate, current, and complete. Contact us at info@cleverapply.com with any questions.
1.2 Customer Content: Any data, information, text, images, photos, videos, or other content provided by Customer to CleverApply in connection with the Agreement.
1.3 Applicable Law: Any domestic or foreign law, rule, statute, regulation, order, ordinance, treaty, policy, directive, or other requirement published or in force during the term of this Agreement which applies to any party, property, transaction, or activity.
1.4 CleverApply Parties: CleverApply Inc., its affiliated entities, successors, assignees, and their respective directors, officers, shareholders, employees, and authorized representatives or contractors.
1.5 School: Any institution which educates attendees.
1.6 CleverApply Platform: CleverApply's website and comprehensive suite of services — an online platform accessible to Recruitment Partners, Counsellors, CleverApply Partners, Students, Third-Party Providers, and other participants, designed to simplify connections and foster collaboration for the recruitment of international students.
1.7 Governmental or Regulatory Authority: Any entity at the national, provincial, state, county, municipal, or self-regulatory level responsible for making or enforcing laws, rules, or regulations related to CleverApply, you, or any matter connected to this Agreement.
1.8 Personal Information: Data that, either independently or when combined with other data, has the potential to identify an individual.
1.9 Recruitment Partner / Counsellor: An individual or entity that assists prospective students with international school applications and immigration matters, offering guidance and support for overseas education opportunities.
1.10 User: Individuals utilizing the CleverApply Platform, including personnel, representatives, advisors, contractors, or authorized agents acting on your behalf.
1.11 Content: All information, materials, or content accessible on or through the CleverApply Platform, including designs, graphics, images, software, artwork, videos, music, logos, trademarks, and trade names.
1.12 You / Your: The individual or entity accessing the CleverApply Platform and/or receiving the Services.
1.13 Recruitment Partner / Counsellor Services Agreement: The commitments entered into by Recruitment Partners or Counsellors when they sign up for and use the platform's services.
1.14 Program: Any educational offering — study programs, language courses, summer camps, pathway programs, or similar offerings made available by Schools or Third-Party Providers.
1.15 CleverApply Content: Data Customer may access in connection with the Services, including public data compiled by CleverApply, profile information, reviews, scores, survey responses, and statistical/analytical data.
1.16 CleverApply Partner: Any entity or individual with a formal agreement with CleverApply for utilizing, endorsing, or facilitating the CleverApply Platform.
1.17 CleverApply Partner Agreement: The executed agreement between a CleverApply Partner and CleverApply, including any schedules or exhibits attached thereto.
1.18 Service Agreement: One or more agreements for services between the parties that may reference these Terms and Conditions.
1.19 Services: A comprehensive range of digital offerings including web-based applications, tools, platforms, and other provisions provided through the CleverApply Platform or via contractual agreements, accessible at cleverapply.com.
1.20 Terms and Conditions: These terms and conditions governing the relationship between the parties and Customer's use of the Services.
2.Modifications
We retain the authority to revise these Terms and Conditions as needed. Updates will be made accessible through the CleverApply Platform. Your continued use following any alterations demonstrates your acceptance. We also maintain the right to adjust, temporarily suspend, or terminate the operation of the CleverApply Platform at our discretion, including for scheduled maintenance, in response to violations, or to address urgent security concerns.
3.Registration and Account Information
To utilize the CleverApply Platform, you may need to register for a user account. You are responsible for providing accurate, up-to-date, and complete information and for maintaining the confidentiality of your password and account credentials. CleverApply retains the right to suspend or terminate your account if information is inaccurate, outdated, or incomplete, and reserves sole discretion to accept or decline your registration.
4.Application of Terms
These Terms and Conditions govern your use of the CleverApply Platform and Services. CleverApply pledges to make commercially reasonable efforts to maintain accessibility and functionality. Any documentation or guidelines provided by CleverApply are integral parts of this agreement.
5.Engagement
Subject to these Terms and Conditions and the Agreement, Customer hereby engages CleverApply to provide the Services.
6.Compensation
Customer will pay all fees, reimbursements, and other amounts listed in the applicable Service Agreement (“Fees”) within 30 days of invoice. Failure to pay overdue amounts within 20 days of notice may result in collection costs, including attorney fees. Payment obligations are non-cancelable, and Fees paid are non-refundable. Customer is responsible for all applicable taxes except taxes based on CleverApply's net income. CleverApply reserves the right to change Fees upon thirty (30) days prior notice.
7.Confidentiality
Each party agrees to use at least reasonable care to protect Confidential Information, limit disclosure to authorized personnel under similar confidentiality obligations, and not use Confidential Information except for purposes of the Agreement. Exceptions apply to information that was previously possessed, received from a non-restricted third party, publicly known, or independently developed.
8.Intellectual Property
8.1 IP Ownership: All right, title, and interest in the Website, Services, CleverApply Content, and related materials are the intellectual property of CleverApply. Customer grants CleverApply a perpetual, irrevocable, worldwide, royalty-free, non-exclusive right to use aggregate de-identified data, modify Customer Content for service performance, and provide access to third parties as necessary.
8.2 Content: By providing Content through the platform, you grant CleverApply a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to use that Content. Where CleverApply pays for or facilitates creation of Content, CleverApply owns that Content.
8.3 License: We grant you a personal, non-exclusive, revocable, non-transferable license to access the CleverApply Platform solely for accessing or using the Services and Content available to you.
9.Student Enrollment Verification
If Customer is an educational institution, Customer grants permission to use provided data for generating reports and performing Services.
10.Aggregate Data Collection
Customer acknowledges CleverApply may collect, process, and use aggregated, anonymized data to improve Services, develop new offerings, understand industry trends, and investigate potential unlawful activity.
11.Warranty & Disclaimer
11.1 CleverApply Warranty: CleverApply shall use reasonable efforts consistent with prevailing industry standards to maintain the Services and perform implementation in a professional manner. Services may be temporarily unavailable for maintenance.
11.2 Customer Warranty: Customer warrants that all information is accurate and up-to-date; only authorized users access the platform; usage complies with all Applicable Laws; no unauthorized commercial use; compliance with FERPA and privacy regulations; and no use for criminal or tortious activity.
12.Restrictions and Limitations
You shall not, and shall not authorize others to:
- Duplicate, reverse engineer, disassemble, or transform the CleverApply Platform
- Share, license, rent, lease, or sell access to the platform
- Remove or obscure proprietary notices
- Overload, disable, or disrupt servers or networks
- Make unauthorized access attempts
- Build competing products using the platform
- Frame, mirror, or integrate any part of the platform
- Hack, circumvent security, or intercept communications
- Upload viruses, malicious code, or misleading content
- Use bots, spiders, or data mining tools
- Deep-link to any part of the platform
- Create derivative works from the platform or Content
12.6 Suspension or Termination: We may limit, terminate, or restrict your access to the platform without liability for abusive conduct, fraudulent usage, or breach of this Agreement.
12.7 Student Authorization: Recruitment Partners must have explicit written authorization from students, disclose all relevant school terms, provide accurate information, and ensure student understanding. The original submitting agent remains the agent of record.
12.8 FERPA Compliance: All parties agree to comply with FERPA and applicable student data privacy laws. Recruitment Partners must obtain necessary student consents prior to collecting or sharing student information.
12.9 Responsibility & Enforcement: Customer is responsible for all user activities. CleverApply reserves the right to restrict, suspend, or block access for non-compliance. Additional fees may apply for non-compliant onboarding or remediation efforts.
13.Your Obligations
When using the CleverApply Platform, you commit to:
- Promptly notifying us of any unauthorized activity or security breach
- Making reasonable efforts to prevent unauthorized access
- Adhering to all Applicable Laws, including intellectual property, data, and privacy regulations
- Informing us of any security incidents connected to the platform
- Providing feedback regarding errors, problems, or bugs you encounter
14.Submissions
Suggestions, bug reports, or other communications regarding platform functionality are considered non-confidential. We may freely use such submissions to improve the platform. By providing a submission, you grant us a perpetual, worldwide, non-exclusive, royalty-free license to use, reproduce, and develop any submission.
15.Disclaimers
- We do not control and are not obligated to intervene in user actions or decisions
- Third Party Content is your responsibility to evaluate
- Third-party links are provided for convenience only and are not endorsed by us
- We are not responsible for service provider actions regarding stored data
- We hold no responsibility for unauthorized use of your Access Information
- We are not liable for claims related to time-sensitive usage or platform availability
- Downloading Content is at your own risk; we cannot guarantee virus-free operation
- We cannot ensure confidentiality of communications over the internet
16.Indemnification & Limitations of Liability
16.1 Indemnification: Customer agrees to defend and indemnify CleverApply Parties from all losses, costs, damages, and liabilities relating to: misuse of the platform, reliance on Content, breach of these Terms, IP infringement, and any data or materials provided by Customer.
17.Term and Termination
These Terms begin on acceptance or first use and remain in effect until terminated. We may terminate at our discretion by delivering written notice.
18.Effect of Termination
Upon termination, you must discontinue all use. Termination does not release obligation to pay accrued fees. Provisions intended to survive termination will remain in force.
19.General Provisions
- Entire Agreement: The Agreement constitutes the entire understanding and may only be amended in writing signed by both parties.
- Independent Contractors: The parties are independent; nothing creates a partnership, joint venture, or employment relationship.
- Force Majeure: Neither party is liable for delays beyond reasonable control, excluding lack of funds.
- Assignment: You may not transfer without prior written consent. We may transfer without your consent.
- Severability: If any provision is held invalid, the remainder is not affected.
- Governing Law: Governed by the laws of the Commonwealth of Pennsylvania. Disputes are subject to exclusive jurisdiction of courts in the Eastern District of Virginia.
- Publicity: Customer agrees CleverApply may use Customer's name and logo in marketing materials.
- Electronic Agreement: By clicking “I Agree,” you enter into a legally binding contract and consent to electronic communication.
20.Contact CleverApply
If you have any questions about this agreement, contact us at info@cleverapply.com. We are always glad to hear your questions and comments.