Updated April 12, 2022

 

By clicking a registration or new account submission button, or by otherwise using our websites, networks, mobile applications, or other services provided by the Closr, Inc. (collectively, “Closr”, “Provider”, “us”, “our” or “we”.) or accessing any content provided by us through the Services, you agree to be bound by the following terms of use, as updated from time to time (the “Terms of Use”).

 

This website, including all of its features and content (this “Web Site”) is a service made available by Closr and all content, information, services and software ordered or provided on or through this Web Site (“Content”) may be used solely under the following terms and conditions (“Terms of Use”).

 

1. Web Site Limited License. As a user of this Web Site you are granted a nonexclusive, non-transferable, revocable, limited license to access and use this Web Site and Content in accordance with these Terms of Use. Provider may terminate this license at any time for any reason.

1.1 App General Use Agreement. You agree that, in order to use services provided by Closr, you must be 18 years or older, and accurately input your information when creating the account. If you want to use certain features and services, you’ll have to register an account with us either through App’s native account creation process or through Apple or Google. By providing us with your information, you grant us permission to use that information as Closr sees fit.

 You acknowledge and agree that our Terms of use will be enforceable for as long as you are using our features and or services. Whether you are signed into an account or as a guest, that will be deemed as using Closr.

 A printed version of the Terms and of any electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in print.

 

2. Limitations on Use; Third Party Communications.

 

2.1. Limitations on Use. The Content on this Web Site is for your personal use only and not for commercial exploitation.   You may not use the Content to determine a consumer's eligibility for: (a) credit or insurance for personal, family, or household purposes; (b) employment; or (c) a government license or benefit. You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from this Web Site or the Content. Nor may you use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or users. You may not use any robot, spider, other automatic software or device, or manual process to monitor or copy our Web Site or the Content without Provider's prior written permission. You may not use this Web Site to transmit any false, misleading, fraudulent or illegal communications. You may not copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit or public purposes all or any portion of this Web Site, except to the extent permitted above. You may not use or otherwise export or re-export this Web Site or any portion thereof, or the Content in violation of the export control laws and regulations of the United States of America. Any unauthorized use of this Web Site or its Content is prohibited.

 

2.2. Third Party Communications. Provider disclaims all liability for any Third Party Communications you may receive or any actions you may take or refrain from taking as a result of any Third Party Communications. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any Third Party Communications. Provider assumes no responsibility for verifying, and makes no representations or warranties regarding, the identity or trustworthiness of the source or content of any Third Party Communications. As used herein, “Third Party Communications” means any communications directed to you from any third party, including but not limited to persons providing comments, service providers, professionals, or any persons or entities by or on behalf of any person or entity, directly or indirectly in connection with this Web Site.

 

3. No warranty is made as to advice regarding valuation of real property, value of professional services, performance of professional services by any contractor, materialman or other service provider advertised on this website, representations about the condition or value of real property advertised on this website.  Content is not intended to and does not constitute affirmative representations of fact. The accuracy, completeness, adequacy or currency of the Content is not warranted or guaranteed. Your use of Content on this Web Site or materials linked from this Web Site is at your own risk.

 

4. Intellectual Property Rights.

 

4.1 Except as expressly provided in these Terms of Use, nothing contained herein shall be construed as conferring on you or any third party any license or right, by implication, estoppel or otherwise, under any law (whether common law or statutory law), rule or regulation including, without limitation those related to copyright or other intellectual property rights. You agree that the Content and Web Site are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. For further information see Copyright. Closr and any symbols, usage descriptions, and Closr are trademarks of Closr, Inc. and used under license.

4.2A This Web site includes video and audio content, virtual walk-through of the properties depicted and presented, and suggestions and opinions about potential redesign, remodel or renovation, construction work and other types of design suggestions for the properties. 

4.2B For the entire period during which your video content is hosted on the Closr platform, You grant to Closr the non-exclusive worldwide, to reproduce, represent, stream, replay (including offline display without permanent download), exploit, exhibit, show, market, distribute and to technically modify and compress Your Content as is strictly necessary for the purposes of the viewing and/or streaming of Your Content on the Dailymotion Service.

 

4.2C By making your video content accessible on the Closr App, You agree to allow any Visitors of the Closr App to view and to share Your Content through our Video Player on or through any declination of the Closr Service, as accessible (online or offline) via any current or future device capable of distributing the Closr Service by any means of access, including but not restricted to computers, smartphones, tablets, TV devices, IPTV platforms and/or game consoles free-of-charge. Furthermore, you acknowledge that Your Content and/or any videos uploaded onto the Closr App by third-parties (the “Third-Party Video(s)”) available for embedding through our Video Player when on the Closr’s App) and/or when embedded elsewhere may include advertising. 

4.2D Information is presented in the form of images, photos, video, data text, listings, and other content, and as an advertisement for a property listing.  No guarantees or warranties as to any fact presented, which are intended as (non-actionable sales talk) and must be verified before relying thereon to either purchase the subject property or to engage in any construction or design modification of the properties as suggested.  Any information on square footage, structural integrity, zoning, construction, permits, or any other types of information, must be verified independently by the user.  Closr assumes no liability for any such information and facts, provided as a service and for the entertainment of the user. 

4.2E This Web site contains interactive areas which includes, without limitation, any blogs, wikis, bulletin boards, discussion boards, chat rooms, email forums, and question and answer features (the “Interactive Areas”). You grant to Provider an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, authorize use of and have used on its behalf any ideas, expression of ideas, text, graphics, messages, blogs, links, data, information and other materials you submit (collectively, “Postings”) to this Web Site. Said license is without restrictions of any kind and without any payment due from Provider to you or permission or notification, to you or any third party. The license includes the right to make, use, sell, reproduce, publish, modify, adapt, prepare derivative works from, combine with other works, translate, distribute, display, perform and sublicense Postings- in any form, medium, or technology now known or hereafter developed.

 

4.3. You certify and warrant that the Postings: (i) are your original works or that the owner of such works has expressly granted to Provider a perpetual worldwide royalty-free irrevocable, non-exclusive license for said works with all of the rights granted by you in section 4.2 of these Terms of Use and (ii) do not violate and will not violate the rights of any third party including any right of publicity, right of privacy , copyright, patent or other intellectual property right or any proprietary right.

 

4.4. You acknowledge and agree that your submitting Postings to this Web Site does not create any new or alter any existing relationship between you and Provider.

 

4.5. If you have submitted any photo, video or audio clip or any method of media reproduction, on this website you agree that this may be included in the Interactive Areas, including with your Postings.  If you have not submitted any such item then Provider may, but is not obligated to, display a stock photo or other images with your Postings. You hereby consent to the use of such stock photos or images in the Interactive Areas.

 4.6. By submitting Postings to this Web Site, you acknowledge and agree that Provider may create on its own ideas that may be, or may obtain submissions that may be, similar or identical to Postings you submit. You agree that you shall have no recourse against Provider for any alleged or actual infringement or misappropriation of any proprietary or other right in the Postings you provide to Provider.

 

4.7. Provider shall have the exclusive option to purchase from you and acquire all right, title and interest in any Postings containing patentable subject-matter that you submit to this Web Site. The option shall be exercisable by Provider from the date you submit such Posting until one year from that date. If Provider exercises its option under this section 4.6, you agree to accept payment in the amount of $1,000.00 USD or value in kind at Provider's discretion as full and sufficient consideration for such purchase, and you agree to execute, acknowledge and deliver any and all instruments required to transfer legal ownership of Postings to Provider. Such instruments include, but are not limited to, any media reproduction and content executed by you.

 

4.8. Additional Intellectual Property Terms

 

4.8.1 Notwithstanding the licenses granted in these Terms of Use, persons who participate in question and answers, communications with service providers or presenters, or any other posting or comments, agree that their Postings, and all intellectual property rights therein, including, without limitation, all copyrights and moral rights, (collectively, “IP Rights”) will be owned exclusively by Provider. You agree that Provider has commissioned you to provide such Postings, and that the Postings are works made for hire. To the extent ownership of Your Postings does not vest in Provider as a work made for hire, you hereby assign to Provider all IP Rights in and to the Postings. You also agree to promptly execute, acknowledge, and deliver to Provider any additional assignments or other documents that may be reasonably requested by Provider to effectuate the intent of the foregoing sentences. You acknowledge and agree that Provider, its parent and affiliated companies and their licensees and assigns, may use the Postings in any manner that deems appropriate without any attribution or payment to you of any sort. This paragraph will survive any termination of your participation in Closr and this website.

 

4.8.2 Provider grants you a nonexclusive, nontransferable limited license to use your Postings within your Social Media Syndication. Your Social Media Syndication includes your website, blog, Facebook, LinkedIn, and Twitter accounts and may include any other appropriate social media site you use for personal or professional purposes. This limited license refers to the specific content which represents the questions to which you responded to question and answers, communications with service providers or presenters or any other such Postings (the “Designated Content”) under the following terms and conditions:

 

4.8.2.a. Each use of the Designated Content shall include a hyperlink to the most recent Closr related content as designated by Provider, and

 

4.8.2.b. Each use of the Designated Content is solely for the purposes of promoting and marketing Closr and/or your contribution of the Designated Content (collectively the “Purpose”).

 

4.8.2.c. The Marks, Link and Designated Content shall not be used in any media of or which benefits any Provider competitor.

 

4.8.2.d. You represent that (i) you shall comply with all policies and terms established by Provider for hyperlinking, use of Marks, or use of any Provider content, including the Designated Content including but not limited to Provider’s positioning, messaging, and trademark and logo usage policies, as may be communicated from time to time; (ii) you shall only use the Mark provided to you by Provider according to these Terms Of Use, and you will not use any other mark without Provider’s prior written consent; (iii) you shall not to create any combination mark with any Provider Mark; and (iv) you do not acquire any rights to Provider copyrights, marks, or any other intellectual property under these Terms of Use except the limited rights necessary to fulfill the Purpose for the service under these Terms of Use.

 

4.8.3. Provider may immediately terminate, in whole or with regard to a specific use, your license to use any Mark if Provider determines in its sole discretion that such use dilutes, diminishes, or blurs the value of the any of the Marks or does not comply with Provider’s usage policies. Upon Provider’s request you agree to remove the Designated Content, Marks and Links within 14 days of Provider’s notice to you.

 

4.8.4. You authorized Provider to publish or distribute, at its sole discretion, advertising or promotional materials including your business name, personal name, trademarks, service marks, logos, image, and photos, for the purpose of promoting the Interactive Areas of this Web Site.

 

5. Digital Millennium Copyright Act - Notification of Alleged Copyright Infringement. Provider has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act (the “Act”) and avails itself of the protections under the Act. Provider reserves the right to remove any Content that allegedly infringes another person's copyright. Provider will terminate, in appropriate circumstances, subscribers and account holders of Provider's system or network who are repeat infringers of another person's copyright. Notices to Provider regarding any alleged copyright infringement should be directed to the Closr Chief Legal Officer via mail or courier to the Law Offices of Donna Bullock 800 W. 6th St., Ste. 1250, Los Angeles, CA 90017, via fax at 562-683-0319 or via email at consumercare@closr.live)

 

6. Linking to this Web Site. You may provide links to this Web Site, provided that (a) you do not remove or obscure, by framing or otherwise, any portion of this Web Site, including any advertisements, terms of use, copyright notice, and other notices on this Web Site, (b) you immediately deactivate and discontinue providing links to this Web Site if requested by Provider, and (c) Provider may deactivate any link(s) at its discretion.

 

7. No Solicitation. You shall not distribute on or through this Web Site any Postings containing any advertising, promotion, solicitation for goods, services or funds or solicitation for others to become members of any enterprise or organization without the express written permission of Provider. Notwithstanding the foregoing, in any interactive areas of this Web Site, where appropriate you a) may list along with your name, address and email address, your own web site's URL and b) may recommend third party web sites, goods or services so long as you have no financial interest in and receive no direct or indirect benefit from such recommended web site, product or service or its recommendation. In no event may any person or entity solicit anyone with data retrieved from this Web Site.

 

8. Advertisers. This Web Site may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on this Web Site is accurate and complies with applicable laws. Provider will not be responsible for the illegality of or any error or inaccuracy in advertisers' or sponsors' materials or for the acts or omissions of advertisers and sponsors.

 

9. Registration. Certain sections of this Web Site require you to register. If registration is requested, you agree to provide accurate and complete registration information. It is your responsibility to inform Provider of any changes to that information. Each registration is for a single individual only, unless specifically designated otherwise on the registration page. Provider does not permit a) anyone other than you to use the sections requiring registration by using your name or password; or b) access through a single name being made available to multiple users on a network or otherwise. You are responsible for preventing such unauthorized use. If you believe there has been unauthorized use, you must notify Provider immediately by emailing at consumercare@closr.

 

10. Postings in Interactive Areas of this Web Site. 

 

10.1. Postings to be Lawful. If you participate in Interactive Areas on this Web Site, you shall not post, publish, upload or distribute any Postings which are unlawful or abusive in any way, including, but not limited to, any Postings that are defamatory, libelous, pornographic, obscene, threatening, invasive of privacy or publicity rights, inclusive of hate speech, or would constitute or encourage a criminal offense, violate the rights of any party, or give rise to liability or violate any local, state, federal or international law, or the regulations of the U.S. Securities and Exchange Commission, any rules of any securities exchange such as the New York Stock Exchange, the American Stock Exchange, or the NASDAQ, either intentionally or unintentionally. You may not take and post images of the property owners or residents, or adjacent residents, without their written consent. Providers may delete your Postings at any time for any reason without permission from you.

 

10.2. Postings to be in Your Name. Your Postings shall be accompanied by your real name and shall not be posted anonymously. Notwithstanding the previous sentence, if the applicable registration page for your participation in any of the Interactive Areas allows you to create a screen name, you may also select and use an appropriate screen name that is not your real name, provided that you use your real name when registering for participation in the Interactive Area. Participants in Interactive Areas shall not misrepresent their identity or their affiliation with any person or entity.

 

10.3. Postings shall not contain protected health information. You are strictly prohibited from submitting Postings that are considered protected health information under the Health Accountability and Portability Protection Act of 1996 (HIPAA) or the Health Information Technology for Economic and Clinical Health Act of 2009 (HITECH).

 

10.4. No Monitoring of Postings. Provider has no obligation to monitor or screen Postings and is not responsible for the content in such Postings or any content linked to or from such Postings. Provider however reserves the right, in its sole discretion, to monitor Interactive Areas, screen Postings, edit Postings, cause Postings not to be posted, published, uploaded or distributed, and remove Postings, at any time and for any reason or no reason.

 

10.5. Non-Commercial Use only of Interactive Areas. Interactive Areas are provided solely for your personal use. Any unauthorized use of the Interactive Areas of this Web Site, its Content, or Postings is expressly prohibited.

 

11. Errors and Corrections. Provider does not represent or warrant that this Web Site or the Content or Postings will be error-free, free of viruses or other harmful components, or that defects will be corrected or that it will always be accessible. Provider does not warrant or represent that the Content or Postings available on or through this Web Site will be correct, accurate, timely, or otherwise reliable. Provider may make improvements and/or changes to its features, functionality or Content or Postings at any time.

 

12. Third Party Content. Third party content (including, without limitation, Postings) may appear on this Web Site or may be accessible via links from this Web Site. Provider shall not be responsible for and assumes no liability for any infringement, mistakes, misstatements of law, defamation, slander, libel, omissions, falsehood, obscenity, pornography or profanity in the statements, opinions, representations or any other form of content contained in any third party content appearing on this Web Site. You understand that the information and opinions in the third party content is neither endorsed by nor does it reflect the belief or opinion of Provider. Further, information and opinions provided by employees and agents of Provider in Interactive Areas are not necessarily endorsed by Provider and do not necessarily represent the beliefs and opinions of Provider.

 

12.1 Information Collected. We may collect certain information automatically when you use the Services. This information may include your Internet protocol (IP) address, user settings, MAC address, cookie identifiers, mobile carrier, mobile advertising and other unique identifiers, details about your browser, operating system or device, Internet service provider, pages that you visit before, during and after using the App, information about the links you click, and other information about how you use the App. Information we collect may be associated with accounts and other devices.

In addition, we may automatically collect data regarding your use of our Services, such as the types of content you interact with and the frequency and duration of your activities. We may combine your information with information that other people provide when they use our Services, including information about you when they tag you.

We, as well as third parties that provide content, advertising, or other functionality on the App, may use cookies, pixel tags, local storage, and other technologies ("Technologies") to automatically collect information through the Services. Technologies are essentially small data files placed on your computer, tablet, mobile phone, or other devices that allow us to record certain pieces of information whenever you visit or interact with our Services.

13. Cookies

Internal cookies that are directly saved by Closr are mainly functional cookies. They are saved on your device primarily for the browsing needs on our Site, identification, and for the optimization and personalization of our services and content.

These functional cookies serve the following purposes:

·         User authentication cookies: Authentication cookies allow you to access your account using the username you have already provided us with.

·         Personalization cookies: Personalization cookies make it possible to adapt the appearance of our Site to the display preferences on your device (language, display resolution, operating system, security settings, etc.) whenever you visit our Site, all according to the tools and software for viewing and playing media present on your device.

·         Statistics cookies: Statistics cookies allow us to ascertain the use and performance of our Site and improve its functioning. To accomplish this, these cookies track your browsing in order to establish statistics on visits. For the most part, these cookies are saved and used by Closr.

·         Audience measurement cookies: Closr uses audience measurement cookies (including Google Analytics) to obtain anonymous visitor statistics for its Site, which are then used to optimize it by analyzing the browsing activity of users and detecting any potential malfunctions.

·         Functional cookies used to conduct ergonomics/marketing studies: Our Site uses an A/B testing solution that relies on cookies to improve the user experience. A/B testing makes it possible to personalize web content and offer variety.

Most internal functional cookies expire at the end of your visit to our Site. Others have a longer duration, although this never exceeds 13 months in accordance with current regulations.

13.1 Data Retention

We store the personal information we receive as described in this Privacy Notice for as long as you use our Services or as necessary to fulfill the purpose(s) for which it was collected, provide our Services, resolve disputes, establish legal defenses, conduct audits, pursue legitimate business purposes, enforce our agreements, and comply with applicable laws.

14. Your Privacy Rights

In accordance with applicable law, you may have the right to:

Access to personal information about yourself that is consistent with legal requirements. In addition, you may have the right in some cases, to receive or have your electronic personal information transferred to another party.

Request correction of your personal information where it is inaccurate or incomplete. We may provide self-service tools that enable you to update your personal information or we may refer you to the controller of your personal information who is able to make the correction.

Request deletion of your personal information, subject to certain exceptions prescribed by law.

Request restriction of or object to processing of your personal information, including the right to opt in or opt out of the sale of your personal information to third parties, if applicable, where such requests are permitted by law.

If you would like to exercise any of these rights, contact us and we will process such requests in accordance with applicable laws. To protect your privacy, we will take steps to verify your identity before fulfilling your request.

 

15. Assumption of Risk. You assume all liability for any claims, suits or grievances filed against you, including all damages related to your participation in any of the Interactive Areas.

 

16. DISCLAIMER. THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, AND POSTINGS ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS. PROVIDER EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. PROVIDER DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF OR ANY WAY RELATED TO (A) ANY ERRORS IN OR OMISSIONS FROM THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, AND THE POSTINGS INCLUDING, BUT NOT LIMITED TO, TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS, (B) THIRD PARTY COMMUNICATIONS, (C) ANY THIRD PARTY WEB SITES OR CONTENT THEREIN DIRECTLY OR INDIRECTLY ACCESSED THROUGH LINKS IN THIS WEB SITE, INCLUDING BUT NOT LIMITED TO ANY ERRORS IN OR OMISSIONS THEREFROM, (D) THE UNAVAILABILITY OF THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, THE POSTINGS, OR ANY PORTION THEREOF, (E) YOUR USE OF THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, OR THE POSTINGS, OR (F) YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, OR THE POSTINGS.

 

17. LIMITATION OF LIABILITY. PROVIDER SHALL NOT BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM YOUR USE OF THIS WEB SITE, THE CONTENT, THE POSTINGS, THE INTERACTIVE AREAS, ANY FACTS OR OPINIONS APPEARING ON OR THROUGH ANY OF THE INTERACTIVE AREAS, OR ANY THIRD PARTY COMMUNICATIONS. PROVIDER SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE USE OF OR INABILITY TO USE THIS WEB SITE, THE INTERACTIVE AREAS, THE CONTENT, THE POSTINGS, OR ANY THIRD PARTY COMMUNICATIONS. TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS PROHIBITED OR FAILS OF ITS ESSENTIAL PURPOSE, PROVIDER'S SOLE OBLIGATION TO YOU FOR DAMAGES SHALL BE LIMITED TO $100.00.

 

18. Indemnification. You agree to indemnify, defend and hold Provider, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to this Web Site harmless from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms of Use by you or arising from or related to any Postings uploaded or submitted by you.

 

19. Third Party Rights. The provisions of paragraphs 14 (Disclaimer), 15 (Limitation of Liability), and 16 (Indemnification) are for the benefit of Provider and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to this Web Site. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

 

20. Unlawful Activity; Termination of Access. Provider reserves the right to investigate complaints or reported violations of our Terms of Use and to take any action we deem appropriate including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to user profiles, e-mail addresses, usage history, posted materials, IP addresses and traffic information. Provider may discontinue any party’s participation in any of the Interactive Areas at any time for any reason or no reason.

 21. Dispute Resolution.

 

a. Binding Arbitration. If you reside in the United States, you and Terms o Group agree to

resolve any claims relating to these this Agreement or the Ads (collectively, “Disputes”)

through final and binding arbitration, except as otherwise specifically provided herein.

 

b. Waiver of Class Action. You acknowledge and agree that you and the Closr Online Services are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding(s). Further, unless both you and the Closr Online Services otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of this Agreement.

 

c. Arbitration Rules and Governing Law. This agreement to arbitrate evidences a

transaction in interstate commerce, and thus the Federal Arbitration Act (the “FAA”) governs

the interpretation and enforcement of this provision. The arbitration will be administered by

the American Arbitration Association (“AAA”) in accordance with the Consumer Arbitration

Rules (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. If the FAA and AAA Rules are found not to apply to any Dispute hereunder, or the enforcement thereof, then that issue shall be resolved under the laws of the State of

California without giving effect to its conflict of laws provisions.

 

d. Notice; Informal Dispute Resolution. A party who intends to seek arbitration must first

send written notice to the other party by certified mail. Notices to Closr should be sent to the Closr Chief Legal Officer via mail or courier to the Law Offices of Donna Bullock 800 W. 6th St., Ste. 1250, Los Angeles, CA 90017, via fax at 562-683-0319 or via email at consumercare@closr.live. Your notice must include (a) your name, postal address, telephone number, email address, (b) a description in reasonable detail of the nature or basis of the Dispute, and (c) the specific relief that you are seeking. Closr’s notice to you will be sent your email address Closr has on file associated with your Closr account, and will include (a) Closr’s name, postal address, telephone number and an email address at which Closr can be contacted with respect to the Dispute, (b) a description in reasonable detail of the nature or basis of the Dispute, and (c) the specific relief that Closr is seeking. If you and Closr cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable party, then either you or Closr may, as appropriate and in accordance with this Agreement, commence an arbitration proceeding.

 

e. Arbitration Process. A party who desires to initiate arbitration must provide the other

party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides

a form Demand for Arbitration.) The arbitrator will be either a retired judge or an attorney

licensed to practice law in the State of California and will be selected by the parties from

the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an

arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will

appoint the arbitrator in accordance with the AAA Rules.

 

f. Arbitration Location and Procedure. Unless you and Closr agree otherwise, the

arbitration will be conducted in Los Angeles County, California and the state and federal courts located in Los Angeles County, California shall have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. If the Dispute does not exceed $10,000, you or Closr may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Closr subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Closr may attend by telephone, unless the arbitrator requires otherwise. If the Dispute exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

 

g. Arbitrator’s Decision. The arbitrator will render an award within the time frame specified

in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions

upon which the arbitrator based the award. Judgment on the arbitration award may be

entered in any court having jurisdiction thereof. The arbitrator’s award damages must be

consistent with the terms of the “Liability Limitation; Exclusive Remedy” section as to the

types and the amounts of damages for which a party may be held liable. The arbitrator may

award declaratory or injunctive relief only in favor of the claimant and only to the extent

necessary to provide relief warranted by the claimant’s individual claim. The prevailing party

shall be entitled to an award of reasonable attorney fees.

 

h. Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be

solely as set forth in the AAA Rules.

 

i. Changes. Notwithstanding the provisions of the “Changes; Discontinuance” section, if

Closr changes this “Dispute Resolution” section after the date you last accepted this

Agreement (or accepted any subsequent changes to this Agreement), you may reject any

such change by sending Closr written notice (including by email) within 30 days of the

date such change became effective, as indicated in the “Last Updated” date above or in the

date of Closr’s email to you notifying you of such change. By rejecting any change,

you are agreeing that you will resolve any Dispute between you and Closr in

accordance with the provisions of this “Dispute Resolution” section as of the date you last

accepted this Agreement (or accepted any subsequent changes to this Agreement).

 

j. Exceptions to Agreement to Arbitrate. Either party may bring a lawsuit solely for

injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual

or threatened infringement, misappropriation or violation of a party’s copyrights,

trademarks, trade secrets, patents, or other intellectual property rights without first

engaging in arbitration or the informal dispute-resolution process described above. If the

agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive

jurisdiction of the state and federal courts in Los Angeles County, California to resolve your claim.

 

12. Miscellaneous. Except as preempted by the FAA, this Agreement is governed by the laws of the State of California, without giving effect to its conflict of laws provisions. Each party agrees to submit to exclusive jurisdiction and venue in the state and federal courts sitting in Los Angeles County, California for any actions for which the parties retain the right to seek injunctive or other equitable relief. In any dispute arising under this Agreement, the prevailing party will be entitled to attorneys’ fees and expenses. This Agreement, including the corresponding Ad Order(s), constitutes the entire and exclusive agreement between the

parties with respect to the subject matter hereof, and supersedes and replaces any other

agreements, terms and conditions applicable to the subject matter hereof. No statements or

promises have been relied upon in entering into this Agreement except as expressly set forth

herein, and any conflicting or additional terms contained in any other documents (e.g.

reference to a purchase order number) or oral discussions are void. Advertiser may grant

approvals, permissions, extensions and consents by email, but any modifications by Advertiser to the Agreement must be agreed upon in a writing executed by both parties. Any notices to Closr must be sent to Closr Chief Legal Officer via mail or courier to the Law Offices of Donna Bullock 800 W. 6th St., Ste. 1250, Los Angeles, CA 90017, with a copy to Legal Department, via registered mail with return receipt or air mail or overnight courier, and are deemed given upon receipt. Notice to Advertiser may be effected by sending an email to the email address specified in Advertiser’s account, or by posting a message to Advertiser’s account interface, and is deemed received when sent (for email) or no more than fifteen (15) days after having been posted (for a message). A waiver of any default is not a waiver of any subsequent default. Subject to Section 11, unenforceable provisions will be modified to reflect the parties’ intention and only to the extent necessary to make them enforceable, and remaining provisions of the Agreement will remain in full effect. Advertiser may not assign any of its rights hereunder and any such attempt is void. Zillow Group and Advertiser are independent contractors, not legal partners or agents. In the event that this Agreement or the applicable Ads program is terminated, Zillow Group shall not be obligated to return any materials to Advertiser.

22. Governing Law and Jurisdiction. The Terms of Use are governed by and construed in accordance with the laws of the State of California and any action arising out of or relating to these terms shall be filed only in state or federal courts located in California and you hereby consent and submit to the personal jurisdiction of such courts for the purpose of litigating any such action.

 

23. Privacy. Your use of this Web Site is subject to Provider's Privacy Policy.

 

24. Additional Terms for LexisNexis Services. Your use of the Closr Online Services and other related legal materials is also governed by the General Terms and Conditions for Use of the Closr Services, and if applicable the Closr Services Supplemental Terms for Specific Materials, (collectively the “Provider Services Terms”) which are provided during the registration process for these Closr Services, all of which are incorporated by reference herein. Your completion of the Closr Services registration process constitutes your acceptance of the Provider Services Terms. If you do not agree with any Provider Services Terms, you are not permitted to access the Closr Services.

 

25. Severability of Provisions. These Terms of Use incorporate by reference any notices contained on this Web Site, the Privacy Policy and the Provider Services Terms and constitute the entire agreement with respect to access to and use of this Web Site, the Interactive Areas, and the Content and Postings. If any provision of these Terms of Use is unlawful, void or unenforceable, or conflicts with the Provider Services Terms then that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability. Notwithstanding anything to the contrary in these Terms of Use, if you have a separate signed written agreement with a Provider that applies to your use of any of that Provider's Content, or any use or purchase of real property, personal property, good and services, construction and/or design services, that agreement constitutes the entire agreement between you and that Provider with respect to the affected Content subject thereto (the “Otherwise Covered Content”), and these Terms of Use shall be treated as having no force or effect with respect to the Otherwise Covered Content.

 

26. Modifications to Terms of Use. Provider reserves the right to change these Terms of Use at any time. Updated versions of the Terms of Use will appear on this Web Site and are effective immediately. You are responsible for regularly reviewing the Terms of Use. Continued use of this Web Site after any such changes constitutes your consent to such changes.