Terms and Conditions

Last updated October 03, 2024

Welcome to CLOS, a service provided by CLOS Inc. (”CLOS,” “we,” “us,” or “our”). These Terms and Conditions (”Terms”) govern your use of our website at https://closapp.space, our web application at https://web.closapp.space, our mobile application (CLOS) (collectively, the “Application”), and any other related services (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms.

Please read these Terms carefully before using our Services. If you do not agree with these Terms, please do not use our Services.

1. Acceptance of Terms

By downloading, accessing, or using our Services, you:

• Acknowledge that you have read and understood these Terms.

• Agree to comply with all applicable laws and regulations.

• Confirm that you are at least 18 years old or have reached the age of majority in your jurisdiction.

Apple App Store and Google Play Store: By downloading the mobile Application from the Apple App Store or Google Play Store (collectively, the “App Stores”), you acknowledge that you have reviewed and agree to comply with all applicable App Store terms and conditions. You acknowledge that these Terms are between you and CLOS Inc., not with Apple Inc. or Google LLC.

2. The Application

CLOS is a platform that allows users to organize remote photoshoots through our web application, mobile application, and website. During CLOS calls, you can access the camera of another user (with their consent) and take pictures as if you are in the same room.

Important Notice:

• The Application is not tailored to comply with industry-specific regulations (e.g., Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA)). If your interactions are subject to such laws, you may not use this Application.

• You may not use the Application in any way that would violate the Gramm-Leach-Bliley Act (GLBA) or any other applicable laws.

3. Scope of License

We grant you a non-transferable, non-exclusive, non-sublicensable license to access and use the Services on devices that you own or control, as permitted by these Terms and, where applicable, the Usage Rules set forth in the App Stores’ Terms of Service.

3.1 License Restrictions

You agree not to:

• Share or Redistribute: Share, rent, lease, lend, sell, transfer, redistribute, or sublicense the Application or any portion of the Services to any third party.

• Reverse Engineering: Copy, decompile, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Application or any part thereof.

• Unauthorized Use: Use the Application for any purpose other than as permitted under these Terms.

• Access Restrictions: Circumvent or attempt to circumvent any access or use restrictions, data encryption, or content protection related to the Services.

Violations of these restrictions may result in termination of your license to use the Application and may subject you to legal action.

4. Maintenance and Support

• Our Responsibility: We are solely responsible for providing any maintenance and support services for the Application. You can contact us at hi@clos.vc for any support inquiries.

• App Stores’ Responsibility: You acknowledge that Apple and Google have no obligation whatsoever to furnish any maintenance and support services with respect to the mobile Application.

5. User Content and Data

5.1 Use of Data

You acknowledge that we may access, collect, and use your personal information as described in our Privacy Policy. By using the Services, you consent to such collection and use.

5.2 User Content

By submitting, uploading, or otherwise making available any content (e.g., photos, videos) through the Services, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display such content solely for the purpose of providing and improving the Services.

You represent and warrant that:

• You own or have the necessary rights to the User Content.

• The User Content does not violate any third-party rights, including intellectual property and privacy rights.

• The User Content does not contain any unlawful or harmful material.

6. Intellectual Property Rights

All intellectual property rights in the Application and Services are owned by CLOS Inc. or its licensors. This includes, but is not limited to, all software, text, displays, images, video, and audio. You are granted a limited license to use the Application and Services as outlined in these Terms.

You may not:

• Remove any copyright, trademark, or other proprietary notices from any material.

• Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.

7. Third-Party Terms and Beneficiaries

7.1 Compliance with Third-Party Terms

You agree to comply with applicable third-party terms of agreement when using the Application and Services (e.g., your wireless data service agreement).

7.2 Third-Party Beneficiary

You acknowledge and agree that Apple and Apple’s subsidiaries, as well as Google and its subsidiaries, are third-party beneficiaries of these Terms as they relate to the mobile Application. Upon your acceptance of these Terms, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as third-party beneficiaries.

8. Warranty and Disclaimers

8.1 Limited Warranty

We warrant that the Application is free of spyware, trojan horses, viruses, or any other malware at the time of your download. We warrant that the Application functions as described in the user documentation.

8.2 Disclaimer of Warranties

To the maximum extent permitted by applicable law:

• The Application and Services are provided “as is” and “as available,” with all faults and without warranty of any kind.

• We disclaim all other warranties, either express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

8.3 No Warranty by App Stores

You acknowledge that Apple and Google are not responsible for warranting the Application in any way. Any claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be our sole responsibility.

9. Product Claims

You acknowledge that CLOS Inc., not Apple or Google, is responsible for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including but not limited to:

• Product liability claims.

• Any claim that the Application fails to conform to any applicable legal or regulatory requirement.

• Claims arising under consumer protection, privacy, or similar legislation.

10. Legal Compliance

You represent and warrant that:

• You are not located in a country that is subject to a U.S. Government embargo or has been designated by the U.S. Government as a “terrorist-supporting” country.

• You are not listed on any U.S. Government list of prohibited or restricted parties.

11. Limitation of Liability

To the fullest extent permitted by applicable law:

• In no event shall CLOS Inc. or its affiliates be liable for any indirect, incidental, special, consequential, or punitive damages arising out of your access to or use of, or inability to access or use, the Application or any materials or content on the Application.

• Our total liability to you for all claims arising from or related to the Application is limited to the amount you paid to us for the Application or Services.

12. Indemnification

You agree to indemnify, defend, and hold harmless CLOS Inc., its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses arising out of or in any way connected with your violation of these Terms or your use of the Application and Services.

13. Termination

These Terms are effective until terminated by you or us.

• By You: You may terminate these Terms by discontinuing use of the Application and Services and deleting all copies from your devices.

• By Us: We may terminate or suspend your access immediately, without prior notice, if you fail to comply with any term or condition of these Terms.

Upon termination, you must cease all use of the Application and Services and destroy all copies on your devices.

14. Technical Requirements

• Updates: We may develop and provide updates to the Application and Services. Based on your device settings, when your device is connected to the internet, the Application may automatically download and install available updates or prompt you to do so.

• Your Responsibility: You acknowledge that it is your responsibility to ensure that your device meets the necessary technical specifications to use the Application and Services.

We reserve the right to modify the technical specifications as we see appropriate at any time.

15. Maintenance and Support

While we strive to provide a high-quality experience, we are solely responsible for providing any maintenance and support services for the Application and Services. Apple and Google have no obligation to furnish any maintenance and support services with respect to the mobile Application.

16. Contact Information

For general inquiries, complaints, questions, or claims concerning the Application and Services, please contact:

Dmitry

CLOS Inc.

264 Webster ave 409

Brooklyn 11230

NY

Email: hi@clos.vc

17. Miscellaneous

17.1 Governing Law

These Terms are governed by and construed in accordance with the laws of Estonia, excluding its conflicts of law rules.

17.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.

17.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.

17.4 Entire Agreement

These Terms constitute the entire agreement between you and CLOS Inc. egarding the Application and Services and supersede all prior agreements.

17.5 Amendments

Collateral agreements, changes, and amendments are only valid if laid down in writing. The preceding clause can only be waived in writing.

18. Changes to the Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days’ notice prior to any new terms taking effect. Your continued use of the Application and Services after any such changes constitutes your acceptance of the new Terms.