Terms of Service

Please read these Terms of Service carefully before using CLOSR. By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, you may not use the Service.

1. Definitions

  • “Service” refers to the CLOSR customer relationship management platform, including all websites, applications, APIs, and related services provided by [Company Legal Name] (“Company,” “we,” “us,” or “our”).
  • “Customer,” “you,” or “your” refers to the individual or legal entity that registers for or uses the Service.
  • “User” means any individual authorized by the Customer to access and use the Service under the Customer's account.
  • “Customer Data” means all information, files, contacts, communications, and other content uploaded to or processed by the Service on behalf of the Customer.
  • “Subscription Plan” means the paid tier selected by the Customer, including any limits on Users, features, or usage.

2. Account Registration

To use the Service, you must create an account and provide accurate, complete, and current information. You are responsible for:

  • Maintaining the confidentiality of your account credentials;
  • All activity that occurs under your account, including actions by your Users;
  • Notifying us promptly of any unauthorized access or security breach.

You must be at least 18 years old and have the legal authority to enter into these Terms on behalf of yourself or the entity you represent. We reserve the right to refuse registration or terminate accounts at our sole discretion.

3. Free Trial

We may offer a free trial of the Service for a limited period (the “Trial Period”). During the Trial Period:

  • You may access selected features at no cost, subject to any usage limits we specify;
  • Certain advanced features may be unavailable or restricted;
  • We may modify, suspend, or discontinue the trial offering at any time.

At the end of the Trial Period, your account will either (i) automatically convert to a paid Subscription Plan if you have provided payment information and agreed to such conversion, or (ii) be downgraded to a free tier or suspended. We will provide reasonable notice before any automatic conversion to a paid plan. Trial accounts are provided “as is” without warranty of any kind.

4. Subscriptions, Plans & Billing

4.1 Subscription Plans

The Service is offered through tiered Subscription Plans, each with its own pricing, feature set, User limits, and usage caps. Current plan details are published on our pricing page and may be updated from time to time.

4.2 Fees and Payment

  • Fees are billed in advance on a monthly or annual basis, depending on the plan you select;
  • All fees are non-refundable except as expressly stated in these Terms or required by applicable law;
  • You authorize us (or our payment processor) to charge your designated payment method for all fees due;
  • If a payment fails, we may suspend or downgrade your account until payment is received.

4.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing cycle at the then-current rates unless you cancel before the renewal date. You may cancel renewal at any time through your account settings.

4.4 Upgrades, Downgrades & Overages

You may upgrade or downgrade your plan at any time. Upgrades take effect immediately and are prorated; downgrades take effect at the next billing cycle. If your usage exceeds the limits of your current plan, we may charge overage fees or require an upgrade.

4.5 Taxes

Fees are exclusive of taxes, duties, and similar government charges. You are responsible for all such taxes associated with your purchase, except for taxes based on our net income.

5. Acceptable Use

You agree not to:

  • Use the Service for any unlawful, fraudulent, or harmful purpose;
  • Send spam, unsolicited messages, or any communications that violate applicable anti-spam, telemarketing, or data protection laws;
  • Upload or transmit viruses, malware, or any malicious code;
  • Attempt to gain unauthorized access to the Service, other accounts, or our systems;
  • Reverse engineer, decompile, or attempt to extract the source code of the Service;
  • Resell, sublicense, or otherwise commercially exploit the Service without our written consent;
  • Use the Service to build a competing product or to benchmark performance for publication without our permission;
  • Interfere with or disrupt the integrity or performance of the Service or the data contained therein.

We may investigate any suspected violation and take appropriate action, including suspension or termination of your account.

6. Customer Data & Privacy

You retain all rights to your Customer Data. You grant us a limited, non-exclusive, worldwide license to host, process, transmit, and display Customer Data solely to provide and improve the Service.

You represent and warrant that:

  • You have all necessary rights and consents to upload and process Customer Data through the Service;
  • Your collection and use of personal data complies with applicable data protection laws;
  • You will provide appropriate notices and obtain any required consents from data subjects (such as your customers and prospects).

Our handling of personal data is governed by our Privacy Policy and, where applicable, a Data Processing Agreement available upon request.

7. AI Features

The Service may include features powered by artificial intelligence and machine learning (“AI Features”), such as lead scoring, automated email drafting, sales forecasting, conversation summaries, and similar functionality.

7.1 Nature of AI Output

AI Features generate output based on probabilistic models and may produce results that are inaccurate, incomplete, biased, or unsuitable for your specific use case. AI Output is provided for informational and productivity purposes only and should not be relied upon as the sole basis for business, legal, financial, or other consequential decisions. You are responsible for reviewing, verifying, and exercising independent judgment over any AI Output before acting on it.

7.2 Use of Customer Data for AI

We will not use your Customer Data to train shared or foundation AI models that benefit other customers unless you expressly opt in. AI Features may process Customer Data solely to generate output for your account. Where AI functionality is delivered through third-party providers, the data sent to those providers is limited to what is necessary to fulfill the requested function and is governed by contractual safeguards.

7.3 Restrictions

You may not use AI Features to:

  • Generate content that is unlawful, defamatory, harassing, or infringing;
  • Make automated decisions about individuals that produce legal or similarly significant effects without appropriate human review;
  • Develop competing AI products or train external models on AI Output.

8. Third-Party Integrations

The Service may offer integrations with third-party applications, services, and platforms (“Third-Party Services”) such as email providers, calendars, communication tools, marketing platforms, and analytics services.

  • Third-Party Services are provided by their respective owners and are subject to their own terms and privacy policies;
  • By enabling an integration, you authorize us to exchange data between the Service and the Third-Party Service as necessary to deliver the integration;
  • We are not responsible for the availability, accuracy, security, or performance of any Third-Party Service;
  • A Third-Party Service may modify or discontinue its API or functionality at any time, which may affect the integration. We will use reasonable efforts to maintain integrations but make no guarantee of continued compatibility.

If a Third-Party Service ceases to support our integration, we may disable the affected integration without liability to you.

9. Intellectual Property

The Service, including all software, designs, text, graphics, logos, and underlying technology, is owned by us or our licensors and is protected by intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription term.

Feedback, suggestions, or ideas you provide about the Service may be used by us without restriction or obligation to you.

10. Confidentiality

Each party may have access to information of the other party that is confidential (“Confidential Information”). Each party agrees to (i) use Confidential Information only for purposes of these Terms, (ii) protect it with reasonable care, and (iii) not disclose it to third parties except to employees, contractors, or advisors with a need to know and bound by similar obligations.

Confidential Information does not include information that is publicly known, independently developed, or rightfully received from a third party without restriction.

11. Term, Suspension & Termination

These Terms remain in effect while you use the Service. Either party may terminate the agreement as follows:

  • By you: You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing cycle;
  • By us for cause: We may suspend or terminate your access immediately if you breach these Terms, fail to pay fees, or engage in conduct that we reasonably believe poses a risk to the Service or other users;
  • By either party for convenience: Either party may terminate a subscription at the end of the current term by providing notice before renewal.

Upon termination, your access to the Service will cease. We will make Customer Data available for export for a limited period (typically 30 days) after termination, after which we may delete it in accordance with our data retention policies.

12. Warranties & Disclaimers

We will provide the Service with reasonable skill and care and will use commercially reasonable efforts to maintain availability.

EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR UNINTERRUPTED OPERATION. WE DO NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR THAT AI OUTPUT WILL BE ACCURATE OR RELIABLE.

13. Limitation of Liability

To the maximum extent permitted by applicable law:

  • Neither party will be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, lost data, or business interruption, even if advised of the possibility of such damages;
  • Our total aggregate liability arising out of or related to these Terms will not exceed the fees you paid us for the Service during the twelve (12) months preceding the event giving rise to the claim.

These limitations do not apply to liabilities that cannot be excluded under applicable law.

14. Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, and their respective officers, directors, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (i) your use of the Service; (ii) your Customer Data; (iii) your violation of these Terms or applicable law; or (iv) your infringement of any third-party rights.

15. Changes to the Service or Terms

We may modify the Service at any time, including by adding, changing, or removing features. We may also update these Terms from time to time. Material changes will be communicated by email or through the Service at least 30 days before they take effect, where reasonably practicable. Your continued use of the Service after changes become effective constitutes acceptance of the updated Terms.

16. Governing Law & Dispute Resolution

These Terms are governed by the laws of [Insert Jurisdiction], without regard to its conflict-of-law principles. The parties will attempt to resolve any dispute informally through good-faith negotiation. If a dispute cannot be resolved within 30 days, it will be submitted to [binding arbitration / the exclusive jurisdiction of the courts of [Insert Venue]], except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

17. General Provisions

  • Entire Agreement: These Terms, together with any referenced policies and order forms, constitute the entire agreement between the parties and supersede all prior agreements on the subject.
  • Severability: If any provision is found unenforceable, the remaining provisions will continue in full force and effect.
  • Waiver: A failure to enforce any provision does not constitute a waiver of future enforcement.
  • Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Force Majeure: Neither party will be liable for delays or failures caused by events beyond its reasonable control.
  • Notices: Notices to us must be sent to the contact address below. Notices to you may be sent to the email associated with your account.

18. Contact

If you have questions about these Terms, please contact us at:

[Company Legal Name]
[Street Address]
[City, Region, Postal Code, Country]
Email: legal@yourcompany.com

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