Terms of Service

1.1. Agreement: These Terms of Service ("Terms") govern your access to and use of the Klozo website, the Klozo Dashboard auditing suite, "The Klozo Brief" newsletter, and all related tools, features, and services (collectively, the "Services") provided by Klozo ("we," "us," or "our").

1.2. Binding Nature: By creating an account, accessing the Services, or subscribing to our newsletter, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must immediately cease all use of the Services.

1.3. Authority: If you are using the Services on behalf of a company or other legal entity, you represent and warrant that you have the legal authority to bind that entity to these Terms. In such cases, "you" and "your" will refer to that entity.

2.1. Nature of Services: Klozo is an artificial intelligence-powered productivity and analysis tool designed to assist in contract review. Klozo IS NOT A LAW FIRM and does not provide legal advice, legal opinions, or legal representation.

2.2. No Attorney-Client Relationship: Use of the Services does not create an attorney-client relationship between you and Klozo. The outputs generated by our AI models (the "Insights") are for informational purposes only.

2.3. AI Probabilistic Nature: You acknowledge that AI models are probabilistic and may occasionally produce inaccurate, incomplete, or misleading information (sometimes referred to as "hallucinations"). The Insights should never be used as the sole basis for legal or business decisions.

2.4. Mandatory Professional Review: You are solely responsible for verifying all Insights, "Red Flags," and summaries provided by Klozo with a qualified legal professional before taking any action. Klozo is a co-pilot intended to augment, not replace, human legal expertise.

3.1. Eligibility: You must be at least 18 years of age to use the Services. By using Klozo, you represent that you meet this requirement.

3.2. Account Accuracy: You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate.

3.3. Credentials: You are responsible for safeguarding your password and for any activities or actions under your account. You must notify us immediately of any unauthorized access or security breaches.

3.4. Individual Use & Seat Attribution: Solo accounts and individual "Creator Slots" within Agency plans are strictly for the use of the specific individual registered to that seat. You are prohibited from using your account or allocated slots to scan contracts, generate insights, or provide auditing services for third parties, clients, or any individuals not registered as the primary user of that account. Each seat is for one human user only; sharing credentials or utilizing a single seat to service external parties is a material breach of these Terms.

3.5. Termination of Access: We reserve the right to suspend or terminate accounts that provide false information or violate these security standards.

4.1. Pricing & Modifications: Access to certain features of the Dashboard auditing suite requires a paid subscription. Klozo reserves the right to modify its pricing, subscription plans, and feature sets at any time. Any price changes for existing subscriptions will be applied to future billing cycles following at least thirty (30) days' notice via the email associated with your account.

4.2. Founding Member Price Lock: Accounts designated as "Founding Members" are granted a lifetime price guarantee. Klozo commits that the subscription rate for your chosen plan at the time of signup will remain unchanged for the life of the account, provided the subscription remains active and continuous. This guarantee is immediately and permanently nullified if your subscription is cancelled for any reason, including but not limited to manual unsubscription, late payment, or payment failure. Any subsequent re-subscription following a lapse will be billed at the then-current regular market rate.

4.3. Taxes: All fees are exclusive of taxes, levies, or duties imposed by taxing authorities. You are responsible for payment of all such taxes, excluding taxes based on Klozo's net income.

4.4. Right of Withdrawal & Non-Refundability: In accordance with the TRLDCU, EU consumers generally have a 14-day right of withdrawal for online contracts. However, because Klozo provides immediate access to digital services, you acknowledge that by utilizing the Services to scan documents, upload contract data, or generate AI Insights, you are requesting immediate performance of the contract. You agree that once you have performed your first scan, uploaded data, or accessed proprietary AI analysis, you lose your statutory right of withdrawal and any entitlement to a refund. If you have not yet utilized these core features, you may exercise your right to withdraw within 14 days by notifying us via the support channels listed on our website.

5.1. Klozo IP: Klozo retains all right, title, and interest in and to the Services, including but not limited to software, algorithms, auditing logic, branding, user interface design, and the editorial content of "The Klozo Brief."

5.2. User Content Ownership: You retain 100% ownership of all contracts, documents, and data you upload to the Services ("User Content"). We claim no ownership over your proprietary legal documents.

5.3. License to Process: You grant Klozo a limited, worldwide, non-exclusive license to process, host, and analyze your User Content solely for the purpose of providing the Services to you. This license terminates when your account is deleted or content is removed.

5.4. Feedback: If you provide suggestions or feedback, you grant Klozo a perpetual, irrevocable, royalty-free license to use such feedback to improve our Services without compensation to you.

6.1. Privacy Commitment: We process your data in accordance with the GDPR and Spanish Organic Law 3/2018 (LOPDGDD).

6.2. No Training on Private Data: Klozo does not use your private contracts or sensitive User Content to train public, generative AI models. Your proprietary information remains siloed within your account context.

6.3. Aggregated Data: You agree that Klozo may collect and use anonymized, de-identified, and/or aggregated information derived from your use of the Services ("Aggregated Data"). This data does not identify you or reveal specific contract terms. Klozo owns this Aggregated Data and uses it for industry benchmarking, improving our internal auditing algorithms, and providing comparative market insights to other users, provided such insights do not disclose your identity or proprietary information.

You agree not to, and will not permit others to:

a) Reverse engineer, decompile, or attempt to extract the source code or proprietary logic of the Klozo platform.

b) Use automated systems (robots, spiders, or scrapers) to extract data from the Services or the "The Klozo Brief" newsletter.

c) Use Klozo to build a competing product or service.

d) Upload malicious code, viruses, or illegal content to the platform.

e) Bypass or attempt to bypass any security measures or rate limits implemented by us.

f) Fair Use Policy: Klozo reserves the right to implement rate limits or temporary suspensions if your usage patterns (e.g., scan frequency or data volume) are determined, in our sole discretion, to be abusive, automated, or outside the scope of normal individual or agency usage. Such 'industrial-scale' use may require a custom enterprise agreement.

8.1. "As Is" Basis: The Services are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind, whether express or implied.

8.2. Liability Cap: To the maximum extent permitted by Spanish law, Klozo's total liability for any claim arising out of these Terms shall not exceed the total amount paid by you to Klozo in the twelve (12) months preceding the event giving rise to the claim.

8.3. Exclusion of Damages: In no event shall Klozo be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities, even if advised of the possibility of such damages.

You agree to indemnify, defend, and hold harmless Klozo and its affiliates, agents, and employees from and against any and all claims, liabilities, damages, and expenses (including reasonable legal fees) arising out of (a) your use of the Services, (2) your violation of these Terms, or (3) your infringement of any third-party intellectual property or privacy rights.

10.1. By You: You may cancel your subscription or request account deletion at any time through the Dashboard settings.

10.2. By Us: We may suspend or terminate your access to the Services immediately, without prior notice, for conduct that we believe violates these Terms or is harmful to other users or our business interests.

10.3. Survival: Sections 2, 5, 8, 9, 11, and 14 shall survive any termination of these Terms.

11.1. Governing Law: These Terms are governed by and construed in accordance with the laws of Spain, without regard to its conflict of law principles.

11.2. Dispute Resolution: Any dispute, controversy, or claim arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the courts of Málaga, Spain.

11.3. Consumer Protection: If you are a consumer residing in the EU, you may also have the right to bring a claim in the courts of your country of residence.

12.1. No Guarantee of Uptime: While we strive for maximum availability, Klozo does not guarantee that the Services will be uninterrupted, timely, or error-free. Access may be temporarily suspended due to hardware failure, telecommunications issues, or peak demand.

12.2. Maintenance: We reserve the right to perform scheduled and emergency maintenance. We will endeavor to provide notice for significant downtime, but are not liable for any loss resulting from service interruptions.

13.1. External Providers: Klozo utilizes third-party providers for critical functions, including but not limited to payment processing (Stripe), email delivery (Resend), and large language models (e.g., OpenAI, Anthropic, or Google).

13.2. Limitation of Liability for Third Parties: Your use of the Services is subject to the availability and performance of these third parties. Klozo is not responsible for any failures, data breaches, or service disruptions caused by these external providers.

14.1. Definition: "Confidential Information" includes the User Content (for you) and the proprietary algorithms, dashboard UI/UX, and business strategies (for Klozo).

14.2. Obligations: Both parties agree to take reasonable measures to protect the other party's Confidential Information and not to disclose it to third parties except as required to provide the Services or by law.

Neither party shall be liable for any failure or delay in performance under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, or strikes.

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Date" at the top. Your continued use of the Services after such changes constitutes your acceptance of the new Terms.