1. Welcome to shosay.com. These terms of use (the "Terms") govern any use by you of shosay.com (the "Site") and all of the services, products, software, applications, features or functionality available on or through the Site (collectively, the "Services") offered by Shosay LLC. Please review these Terms carefully before using the Services. By accessing the Site and/or using the Services, you agree to the Terms. If you do not agree to the Terms, then do not use the Services.

1.1 Your activities on the Site or use of the Services may also be governed by additional guidelines, rules or agreements on a particular Service, all of which are incorporated by reference into the Terms.

2. TERMS OF USE

2.1 You must be at least 13 years of age to use the Services. Minors (those under 18 years old) may not use the Services without the permission or supervision of a responsible adult. Shosay will not knowingly collect personally identifiable information on or through the Services from anyone under 13. You may be exposed to content on the Site that you find offensive, indecent or objectionable. By using the Services you assume all risk associated with its use. We encourage parents to supervise their children's use of the Services and maintain open communication regarding appropriate materials for use and viewing by their children.

2.2 In order to use certain Services, you may have to first register by providing your e-mail address, and/or other relevant information, as appropriate. By registering, you represent that you have all requisite right, power and authority to bind yourself to any applicable agreement(s) and to perform your obligations thereunder. If you are acting on behalf of a company, you represent that you are authorized to bind your company. You agree to provide accurate and complete information, and to update such information as necessary to keep it up-to-date and accurate. Shosay reserves the right to review all registration applications, and to accept or reject any applicant(s) in its sole judgment. You may not transfer or assign your registration to any other party.

2.3 Upon completing the registration process, you will be responsible for maintaining the confidentiality of your password and account, and you are fully responsible for all activities that occur under your password or account. In the event of any unauthorized use of your password or account or any other breach of security, you must notify Shosay immediately and promptly change your password.

2.4. Shosay is at all times entitled to file a criminal complaint for any offenses committed through or using the service.

2.5. Shosay may recoup from you all damages it suffers as a result of your violation of these terms of use. You agree and hold harmless Closing Credits Inc. from all third-party claims arising out of your violation of these terms of use.

3. CHANGES TO TERMS

3.1 At any time Shosay may change these Terms, which includes the Privacy Policy and any other agreement that is incorporated by reference into these Terms. You acknowledge and agree that it is your responsibility to review this User Agreement periodically to familiarize yourself with any modifications. Your continued use of this site after such modifications will constitute acknowledgment and agreement of the modified terms and conditions.

4. CHANGES TO SERVICES

4.1 Shosay reserves the right to modify or discontinue, and restrict or block access to, any or all of the Services without notice to you. You agree that Shosay will not be liable to you or any third party for any modification or if your use of the Services are discontinued.

5. LIMITATIONS OF SERVICES

5.1 You understand and agree that the Service is provided "AS IS" and that Shosay assumes no responsibility for the timeliness, deletion, misdelivery or failure to store any user communications or personalization settings.

6. CONTENT

Our Service allows you to post, link, store, share, and otherwise make available certain information, text, graphics, videos, or other material (“Content”). You are responsible for the Content that you post on or through the Service, including its legality, reliability, and appropriateness.

By posting Content on or through the Service, you represent and warrant that: (i) the Content is yours (you own it) and/or you have the right to use it and the right to grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright.

You retain any and all of your rights to any Content you submit, post, or display on or through the Service, and you are responsible for protecting those rights. We take no responsibility and assume no liability for the Content you or any third party posts on or through the Service. However, by posting Content using the Service, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service. You agree that this license includes the right for us to make your Content available to other users of the Service, who may also use your Content subject to these Terms. Shosay LLC has the right but not the obligation to monitor and edit all Content provided by users.

To opt out of Shosay LLC using your Content for any reason, email [email protected] from the address linked to your Submagic account. State clearly you do not consent to use of your Content. We will then not use it without your written consent. Without opt-out, we retain the license to use Content as promotional case studies.

Users of services provided by Shosay LLC may also use our artificial intelligence technology or copywriting services to obtain new Content. If this is your case, you are responsible for using this Content and will be responsible for ensuring that this content does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity.

In certain use cases, our artificial intelligence may create content that is deemed inappropriate or offensive. Shosay LLC will not be held legally responsible if that happens.

When you upload or post content to our Applications, you confirm that you:

• - have the legal right to do so;
• - are not prevented to do so (for example, by any applicable law or confidentiality obligations);
• - are not acting in violation of the intellectual property rights (including moral rights) of any person (which includes natural persons and body of persons - - corporate or unincorporate), or their right to privacy, when doing so;
• - have the explicit consent to do so from the people featured in your videos (or similar) and agree to supply their explicit written consent which you obtained on our request; and
• - have the explicit consent to do so when your video (or similar) features places that require permission to be sought in order to be featured.

You warrant that any such contribution by you (by uploading your content to our Applications) complies with these terms, and you will be liable to us and indemnify us for any breach of this warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.

We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our Applications constitutes a violation of their intellectual property rights, or of their right to privacy.

7. PROHIBTED CONTENT

7.1 You must not post to the Services any User Submissions that, as reasonably determined by Shosay, is or appears to be the following:

(i) untrue, misleading, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive to another person's privacy or protected data, hateful, or racially or otherwise objectionable; (ii) infringing upon a third party's intellectual property rights, including any patent, trademark, trade secret, copyright, right of publicity, including any Content that is the subject of any claim of infringement; (iii) of a type that you do not have a right to transmit under any law or under contractual or fiduciary relationships, such as proprietary and confidential information; (iv) unsolicited, undisclosed or unauthorized advertising; (v) software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (vi) data or information obtained through access that was not authorized by the owner, or that you are not authorized to post; or (vii) in violation of any applicable local, state, national or international law (including export laws).

8. PROHIBITED CONDUCT

8.1 You must not do, or attempt to do, any of the following, as reasonably determined by Shosay, subject to applicable law:

(i) access or use the Services in any way that is not in compliance with any applicable local, state, national or international law (including export laws), contracts, intellectual property rights or constitutes the commission of a tort, or for any purpose that is harmful or unintended (by us), or other than in full compliance with these Terms; (ii) access, tamper with, or use services or areas of the Services that you are not authorized to access; (iii) alter information on or obtained from the Services; (iv) tamper with postings, registration information, profiles or other User Submissions belonging to Shosay or other users of Shosay; (v) use any robot, spider, scraper or other automated means or interface not provided by us to access the Services or extract data or gather or use information, such as email addresses, available from the Services or transmit any unsolicited advertising, "junk mail," "spam," or "chain letters"; (vi) frame any part of the Services, or link to the Services, or otherwise make it look like you have a relationship to us or that we have endorsed you or your User Submissions for any purpose except as expressly permitted in writing by Shosay; (vii) impersonate or misrepresent your affiliation with any person or entity; (viii) reverse engineer any licensed software, application or any other aspect of the Services or do anything that might discover source code, or bypass or circumvent measures employed to prevent limit access to any area, content or code of the Services; (ix) send to or otherwise impact us or the Services (or anything or anyone else) with harmful, illegal, deceptive or disruptive code such as a virus, "spyware," "adware" or other code that could adversely impact the Services or any recipient; or (x) take any action which might impose a significant burden (as determined by us) on the Services' infrastructure or computer systems, or otherwise interfere with the ordinary operation of the Service.

8.2 IF YOU SEND UNSOLICITED COMMERCIAL EMAIL OR ADVERTISING, BULK EMAIL, SPAM, OR CHAIN LETTERS (COLLECTIVELY, "UNSOLICITED EMAIL OR OTHER COMMUNICATION") THROUGH THE SERVICE, YOU ACKNOWLEDGE THAT YOU WILL HAVE CAUSED SUBSTANTIAL HARM TO Shosay, BUT THAT THE AMOUNT OF THE HARM WOULD BE EXTREMELY DIFFICULT TO ASCERTAIN. AS A REASONABLE ESTIMATION OF SUCH HARM, YOU WILL PAY LICENSOR $50 FOR EACH SUCH UNSOLICITED EMAIL OR OTHER COMMUNICATION.

9. DISCLAIMER OF WARRANTIES

9.1 You expressly acknowledge and agree that: Shosay PROVIDES THE SERVICES "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY LAW, Shosay MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICES. Shosay MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, Shosay EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, TRADE, USAGE OR PERFORMANCE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. WE URGE YOU TO KEEP BACKUP COPIES OF YOUR PERSONAL CONTENT, IF ANY, THAT YOU MAINTAIN ON OR USE WITH THE SERVICE. IF YOUR USE OF THE SERVICE RESULTS IN THE NEED FOR SERVICING OR REPLACING PROPERTY, MATERIAL, EQUIPMENT OR DATA, WE ARE NOT RESPONSIBLE FOR ANY RESULTING COSTS OR DAMAGES.

10. LIMITATION OF LIABILITY

10.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NONE OF THE INDEMNIFIED PERSONS ARE LIABLE TO YOU OR ANY OTHER PERSON FOR INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, STATUTORY, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF PRIVACY, LOSS OF GOODWILL OR ANY OTHER LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE LIABILITY TO YOU OF THE INDEMNIFIED PERSONS EXCEED, IN TOTAL, THE AMOUNTS PAID BY YOU TO US.

11. INDEMNIFICATION

11.1 You agree to protect and fully compensate Shosay from any and all third-party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys' fees) arising from your use of the Services, or violation of the Terms by you or any other user of your account (whether or not authorized).

12. COPYRIGHT INFRINGEMENT / DMCA

12.1 If you believe that content you own has been used on the Services in a way that violates your copyright or other intellectual property rights, please provide following information to this email: moderators [at] closingcredits.com:

(i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (ii) a description of the copyrighted work or other intellectual property that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the site; (iv) your address, telephone number, and/or email address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

13. APPLICABLE LAW

13.1 These Terms and all performances and claims of every nature between us are governed by the laws of the State of California, U.S.A., without regard to any conflicts of laws principles that would result in the application of the law of a different jurisdiction. You and Shosay submit to the exclusive personal jurisdiction and venue of the state and federal courts located within Contra Costa County, California, U.S.A.

14. THIRD PARTY CONTENT

14.1 Shosay occasionally provides third party content, advertisements or links to third party websites on the Services. Shosay does not necessarily endorse or evaluate third party content and websites, and does not assume responsibility for third parties' actions or omissions. These linked sites are not under the control of Shosay and Shosay is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. The inclusion of any link does not imply affiliation, endorsement, or adoption by Shosay of the site or any information contained therein. You should review third parties' terms of use and privacy policies before you use their services.

14.2 Your transactions and other dealings with third party merchants or advertisers that are found on or through the Services, including "click to purchase", "co-registration" and other similar programs, including payment and delivery of related goods or services, are solely between you and such merchant or advertiser.

15. TERMINATION

15.1 We may, at any time, without notice to you, terminate your license to use the Services and the Site, or block your access to the Services if:

(i) we believe in our sole discretion that you may have violated these Terms or have otherwise engaged in any activities that may harm or damage the reputation, rights, person, or property of Shosay, our users, or any other person; (ii) requested by law enforcement or other government agencies.

15.2 If applicable law requires us to provide notice of termination or cancellation, we may give prior or subsequent notice by posting it on the Site or by sending a communication to your email address that we have for you in our records.

16. SEVERABILITY

16.1 If any provision of these terms and conditions shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.

17. NO WAIVER

17.1 The failure of any party to exercise or enforce any right or provision of these Terms, including any failure to act with respect to a breach, will not constitute a waiver of such right or provision or that party's right to act with respect to subsequent or similar breaches. We suggest that you print out a copy of these Terms for your records.

18. HEADINGS

18.1 Section headings are included in the Terms for convenience only. They are not to be considered a part of these Terms, and are not intended to be a full and accurate description of the contents hereof.

19. PAID PLANS

When you purchase a Shosay premium subscription, you agree that you are authorizing recurring payments, and that payments will be made by the method and at the recurring intervals you have agreed to, until the subscription for Shosay is terminated by you or by Shosay.

If your debit card, credit card, or other payment information ("Payment Information") is declined for payment of your subscription, you must provide new Payment Information or your subscription will be canceled. If you provide new Payment Information and are successfully charged, your new subscription period will be based on the original renewal date and not the date of the successful charge. You may cancel the subscription any time before the end of the current billing period and the cancellation will take effect on the next billing period. Your subscription will remain active from the time you cancel until the start of the next billing period, and you will not receive a refund or credit for any remaining days in your current billing period.

UNLESS YOU NOTIFY US BEFORE A CHARGE THAT YOU WANT TO CANCEL OR DO NOT WANT TO AUTO RENEW, YOU UNDERSTAND THAT YOUR SUBSCRIPTION WILL AUTOMATICALLY CONTINUE AND YOU AUTHORIZE US (WITHOUT NOTICE TO YOU, UNLESS REQUIRED BY APPLICABLE LAW) TO COLLECT THE THEN-APPLICABLE SUBSCRIPTION FEE AND ANY TAXES, USING YOUR PAYMENT INFORMATION.

20. VIRTUAL GOODS

Shosay does not guarantee that the Virtual Goods will continually be offered, including cccCoins or awards such as Silver, Gold or Bronze or for any particular length of time. Shosay may modify its Virtual Goods at its sole discretion, and such modifications may make some or all Virtual Goods more or less common, desirable, effective, or functional. Shosay may immediately suspend or terminate Virtual Goods for any or no reason, in its sole discretion, and without advance notice or liability. The number of Virtual Goods required to use other Virtual Goods (e.g., cccCoins needed to award another user) may be increased or decreased, any Virtual Good may be withdrawn, and restrictions on any Virtual Good redemption may be imposed at any time, even though such changes may affect the value or utility of the Virtual Good, or the ability to obtain certain Virtual Goods. In accumulating Virtual Goods, users may not rely upon the continued availability of any Virtual Goods.

Virtual Goods have no monetary value (i.e., are not a cash account or equivalent), and do not constitute currency or property of any type. Virtual Goods cannot be sold to other users, and cannot be exchanged for cash or for any other goods and services. Users have no property, proprietary, intellectual property, ownership, or monetary interest in promotional or purchased Virtual Goods, which remain Shosay digital content subject to the Shosay’s User Agreement. Virtual Goods are non-refundable. Virtual Goods awarded to other users will not be returned (e.g., if you award another user, you cannot take that award back). You may not sell, barter, or trade any Virtual Goods, or offer to sell or trade any Virtual Goods. Any such attempted transfer will be null and void.

21. ADULT CONTENT

No pornographic content of any kind. Sorry. We kept getting legal notices.

22. PAYMENT & SUBSCRIPTIONS

22.1 - We offer several different Subscription Plans for Our Services. The applicable Subscription Term Plan depends on Your choice. Your Subscription Plan is selected during Your Account registration. Information about Our standard plans can be found on our pricing page. All fees quoted on our site are exclusive of VAT or any other taxes that may be applicable in Your jurisdiction.

22.2 - Payment is possible by creditcard, by PayPal, or as explained further on the website.

22.3 - Unless Shosay is notified in writing at least three business (3) days before the end of the conclusion of your current subscription term (or any subsequent Renewal Term) that you do not intend to renew your subscription, you will be enrolled into an automatic renewing cycle for the same term at the conclusion of the subscription term. This applies to all subscription plans involving payment, and works the same for both monthly and annual renewals. Any written notice of your intention not to renew shall be provided to the following email address: [email protected]. The email must come from the registered Shosay account owner. You may also simply click 'cancel plan' on your subscription page at any time.