Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the Closelio platform at closelio.ai and app.closelio.ai (the "Service"), operated by Closelio Inc. ("Closelio," "we," "our," or "us").

By creating an account or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Service.

2. Eligibility

You must be at least 18 years old and have the legal authority to enter into these Terms on behalf of yourself or the business you represent. Closelio is a business-to-business (B2B) platform intended for licensed insurance professionals and their agencies. By using the Service, you represent that you meet these requirements.

3. Account Registration

You must register for an account to use the Service. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your credentials confidential and not share them with others
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activity that occurs under your account

4. Subscription and Payment

Access to the Service requires a paid subscription. By subscribing, you authorize Closelio to charge your payment method on a recurring basis at the rates in effect at the time of your subscription.

• Subscription fees are billed in advance on a monthly or annual cycle
• All fees are non-refundable except as required by law or at our discretion
• We may change subscription pricing with 30 days' advance notice
• SMS usage fees are billed in addition to the base subscription at current per-message rates
• Payment is processed by Stripe. You agree to Stripe's terms of service

If payment fails, your account may be suspended after a reasonable cure period. Contact legal@closelio.ai for billing disputes.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You must not:

• Send SMS messages to individuals who have not provided valid consent under TCPA and applicable state laws
• Upload lead lists obtained through illegal, deceptive, or unauthorized means
• Use the Service to send spam, harass, threaten, or harm any person
• Impersonate any person or entity in your campaigns
• Use the Service to violate any applicable law or regulation
• Attempt to gain unauthorized access to our systems or other users' accounts
• Reverse engineer, decompile, or disassemble any part of the Service
• Use automated scraping or data extraction tools against the Service
• Resell or sublicense access to the Service without our written consent

We reserve the right to suspend or terminate accounts that violate these provisions without notice.

6. TCPA and Messaging Compliance

Closelio is a technology platform — not a party to your communications with leads. You are solely responsible for ensuring all SMS outreach conducted through the Service complies with:

• The Telephone Consumer Protection Act (TCPA) and FCC regulations
• The CAN-SPAM Act where applicable
• State telemarketing and consumer protection laws, including those in California, Florida, and Texas
• CTIA Messaging Principles and Best Practices

You represent that you have obtained all necessary consents before uploading lead data or initiating campaigns. Closelio automatically honors opt-out requests (STOP, UNSUBSCRIBE, CANCEL, QUIT, OPTOUT) and you must not attempt to circumvent this mechanism.

6a. SMS Program Terms

Program description: Closelio enables licensed insurance and mortgage agents to send conversational SMS messages to leads who have opted in. Messages include appointment reminders, follow-ups to inbound inquiries, quote delivery, and AI-generated responses. Recipients only receive messages after providing prior express written consent on the sending agent's website, by verbal confirmation during an inbound call, or by replying with an opt-in keyword.

Message frequency: Message frequency varies by campaign and recipient. A typical recipient receives 1–5 messages per week.

Msg & data rates may apply. Standard messaging rates set by your wireless carrier apply to all SMS sent and received.

To stop receiving messages, reply STOP to any message at any time. You will receive a confirmation reply and no further messages will be sent. You can also reply UNSUBSCRIBE, CANCEL, QUIT, or OPTOUT.

For help, reply HELP to any message or contact support@closelio.ai.

Carriers are not liable for delayed or undelivered messages.

7. Data and Privacy

Our collection and use of your data and your leads' data is governed by our Privacy Policy, incorporated herein by reference.

You retain ownership of all data you upload to the Service, including lead lists and campaign content. By uploading data, you grant Closelio a limited license to process that data solely to provide and improve the Service. We do not sell your data or your leads' data to third parties.

8. Intellectual Property

The Service, including its design, code, features, and content (excluding your data), is owned by Closelio and protected by intellectual property laws. These Terms do not transfer any ownership rights to you.

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during your subscription term.

9. Third-Party Services

The Service integrates with third-party providers including Twilio (SMS infrastructure), OpenAI (AI response generation), Stripe (payments), Google (calendar integration), and Neon (database hosting). Your use of these integrations is also subject to each provider's terms of service. Closelio is not liable for the acts, omissions, or service interruptions of third-party providers.

10. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Closelio does not warrant that the Service will be uninterrupted, error-free, or that any defects will be corrected. AI-generated responses are not guaranteed to be accurate and should be reviewed for suitability before use. You use AI-generated content at your own risk.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLOSELIO AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE.

IN NO EVENT SHALL CLOSELIO'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS EXCEED THE AMOUNTS PAID BY YOU TO CLOSELIO IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

12. Indemnification

You agree to indemnify, defend, and hold harmless Closelio and its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, and costs (including reasonable attorneys' fees) arising from: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any law or regulation, including TCPA; or (d) any claim by a lead or third party related to your SMS campaigns.

13. Termination

You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period; no partial refunds are issued.

Closelio may suspend or terminate your account immediately, without notice or liability, if you breach these Terms, violate applicable law, or engage in activity that poses a risk to other users or the integrity of the Service. Upon termination, your right to use the Service ceases and your data is retained per our Privacy Policy retention schedule.

14. Governing Law and Disputes

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any dispute arising from or relating to these Terms or the Service shall be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules, in San Francisco, California. You waive any right to participate in a class action lawsuit or class-wide arbitration.

Notwithstanding the above, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual property rights or confidential information.

15. Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes by email or by posting a notice in the app at least 14 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not agree, you must stop using the Service and cancel your subscription.

16. Contact Us

For questions about these Terms: