Terms of Service

These Terms of Service ("Terms") govern your access to and use of the website at dearbornlabs.com (the "Website" or "Application") operated by Dearborn Labs, the technology consulting division of Clearcover, Inc. (collectively, "Dearborn Labs," "Clearcover" "we," or "us"). Please read these Terms carefully before using the Website.

BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE WEBSITE. BY USING OR ACCESSING THE WEBSITE, YOU ALSO ACCEPT OUR PRIVACY POLICY.

IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE FULL AUTHORITY TO ACT FOR AND TO BIND THAT ENTITY, IN WHICH CASE THE TERM "YOU" REFERS TO THAT ENTITY.

The Website is intended for users who are at least 13 years of age. By accessing or using the Website, you represent that you are at least 13 years old. If you are under the age of 18, you may use the Website only with the involvement and consent of a parent or legal guardian.

If Dearborn Labs provides you with account credentials or login information to access any portion of the Website, you agree to keep such credentials confidential and not to share them with any other person. You are responsible for all activity that occurs under your account. You agree to notify us immediately at the contact information provided below if you suspect unauthorized use of your account.

Subject to your compliance with these Terms, Dearborn Labs grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Website solely for your personal or internal business purposes. You may use the Website to learn about our technology consulting services, submit inquiries, and access any content we make available through the Website.

You agree that you will not:

• Misuse the Website. Use the Website in any way that violates applicable federal, state, local, or international laws or regulations.
• Interfere with the Website. Attempt to probe, scan, or test the vulnerability of any system or network, or to breach or circumvent any security or authentication measures.
• Transmit harmful content. Upload, post, or transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable.
• Use automated tools. Use any robot, spider, scraper, or other automated means to access the Website for any purpose without our express written permission.
• Impersonate others. Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
• Collect user data. Collect or harvest any personally identifiable information from the Website, including account names or email addresses, without authorization.
• Reverse engineer. Attempt to decompile, disassemble, reverse engineer, or otherwise derive the source code of any software or technology underlying the Website.

The Website and all of its content, features, and functionality—including but not limited to text, graphics, logos, icons, images, data compilations, software, and the selection and arrangement thereof—are the exclusive property of Clearcover, Inc. or its affiliates and their licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

These Terms do not grant you any right, title, or interest in or to the Website or its content beyond the limited license set forth in Section 2. You may not copy, reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from the Website except as expressly permitted by these Terms or with our prior written consent.

The Dearborn Labs name, the Clearcover name, and all related logos, product and service names, designs, and slogans are trademarks of Clearcover, Inc. or its affiliates. You may not use such marks without the prior written permission of Clearcover, Inc.

The Website may allow you to submit information to us, including through inquiry forms or other contact mechanisms ("Submissions"). By making a Submission, you grant Dearborn Labs a non-exclusive, worldwide, royalty-free, perpetual license to use, reproduce, and process your Submission for the purposes of responding to your inquiry and providing our services.

You represent and warrant that: (i) you own or control all rights in and to your Submission; (ii) your Submission does not violate the rights of any third party; and (iii) your Submission complies with these Terms and all applicable laws.

Dearborn Labs does not claim ownership of any information you submit, and nothing in these Terms will be deemed to restrict any rights you may have to use your own Submissions.

The Website may include links, gateways, or other functionality that allow you to access third-party websites or services ("Third-Party Services") and third-party content or materials ("Third-Party Materials"). Neither Dearborn Labs nor Clearcover supplies or controls any Third-Party Services or Third-Party Materials, which may be subject to their own licenses, end-user agreements, privacy policies, and terms of service.

We provide these links only as a convenience and do not endorse, sponsor, or recommend any Third-Party Services or Third-Party Materials, nor do we make any representations regarding their content, quality, or accuracy. Your access to and use of Third-Party Services and Third-Party Materials is at your own risk, and neither Dearborn Labs nor Clearcover is responsible for any loss or damage arising from your use of or reliance on any Third-Party Services or Third-Party Materials.

Our Website uses the following third-party services that may process data in connection with your use of the Website: Vercel (hosting and analytics) and Google Analytics (website usage analytics). Each of these services is subject to its own terms and privacy policy.

Your use of the Website is also governed by our Privacy Policy, which is incorporated into these Terms by this reference. By using the Website, you consent to the collection, use, and disclosure of information as described in the Privacy Policy. Please review our Privacy Policy to understand our practices.

THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, DEARBORN LABS AND CLEARCOVER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

DEARBORN LABS AND CLEARCOVER DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR HARMFUL COMPONENTS. DEARBORN LABS AND CLEARCOVER MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE CONTENT AVAILABLE ON OR THROUGH THE WEBSITE.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DEARBORN LABS, CLEARCOVER, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL THE TOTAL LIABILITY OF DEARBORN LABS OR CLEARCOVER TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE WEBSITE EXCEED ONE HUNDRED DOLLARS ($100.00). THE LIMITATIONS OF THIS SECTION WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

You agree to defend, indemnify, and hold harmless Dearborn Labs, Clearcover, and their respective officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to: (i) your violation of these Terms; (ii) your use of the Website; (iii) your Submissions; or (iv) your violation of any applicable law or the rights of a third party.

We reserve the right to revise and update these Terms from time to time at our sole discretion. All changes are effective immediately when we post them. Your continued use of the Website following the posting of revised Terms means that you accept and agree to the changes.

If we make material changes to these Terms, we will provide notice through the Website or through other reasonable means. Any changes to the dispute resolution provisions set out in Section 11 will not apply to any disputes for which the parties have actual notice before the date the change is posted.

These Terms and any dispute or claim arising out of or related to these Terms, their subject matter, or their formation (in each case, including non-contractual disputes or claims) will be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to any choice or conflict of law provision or rule.

Before filing any formal legal claim, you agree to contact Dearborn Labs at legal-notices@clearcover.com and provide a written description of the dispute, the relief sought, and your contact information. You and Dearborn Labs will attempt in good faith to resolve the dispute informally for at least thirty (30) days from the date notice is received. If the dispute is not resolved within that period, either party may proceed to binding arbitration as set forth below.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Except as provided below, any dispute, controversy, or claim arising out of or relating to these Terms, the Website, or any products or services provided by Dearborn Labs or Clearcover—including any consulting agreements or paid engagements—or the breach, termination, or validity thereof, will be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules (available at www.adr.org), as modified by these Terms. The arbitration will be conducted in Cook County, Illinois, unless you and Dearborn Labs/Clearcover agree otherwise. The arbitrator's decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction.

The arbitrator will have authority to award any relief that would be available in a court, subject to the limitations set forth in Section 8. The arbitrator will also have authority to award fees and costs in accordance with applicable law. The parties will share equally the AAA administrative fees and arbitrator's fees, unless the arbitrator determines that requiring you to pay your share would be unconscionable, in which case Dearborn Labs/Clearcover will pay those fees on your behalf.

YOU AND DEARBORN LABS/CLEARCOVER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE ACTION.

Unless both parties agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding. If this class action waiver is found to be unenforceable with respect to a particular claim, that claim will be severed from arbitration and brought in court, while all other claims proceed in arbitration.

Notwithstanding the foregoing, either party may: (i) bring an individual action in small claims court for disputes within that court's jurisdiction; or (ii) seek emergency injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information, pending final resolution by arbitration. In any such case, you consent to the exclusive jurisdiction and venue of the federal and state courts located in Cook County, Illinois.

You may opt out of the arbitration and class action waiver provisions in this Section 11 by sending written notice to legal-notices@clearcover.com within thirty (30) days of the date you first agree to these Terms. Your notice must include your name, mailing address, and a clear statement that you wish to opt out of arbitration. If you opt out, all other provisions of these Terms will continue to apply, and any disputes will be resolved in accordance with the venue provisions of this Section 11.

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and Dearborn Labs/Clearcover with respect to the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.

No waiver by Dearborn Labs/Clearcover of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Dearborn Labs/Clearcover to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. Dearborn Labs/Clearcover may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

These Terms do not and are not intended to confer any rights or remedies upon any person or entity other than you and Dearborn Labs/Clearcover.

Questions, comments, or requests regarding these Terms should be addressed to legal-notices@clearcover.com or the following address:

Clearcover, Inc.
Attn: Dearborn Labs
33 W. Monroe St.
Suite 1350
Chicago, IL 60603

Please include your name, address, and any other information necessary to respond to you.