Virtual Closer

Legal

Terms of Service

Last updated: July 16, 2026

These Terms of Service ("Terms") are an agreement between Virtual Closer ("Virtual Closer," "we," "us," or "our") and the business or individual that accesses our customer relationship management (CRM) and sales automation software, websites, and mobile and desktop applications (collectively, the "Service"). By creating an account, accessing, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

The short version. The Service sends real text messages and places real calls to real people on your behalf, using your own carrier account. You are responsible for having lawful consent to contact those people. We give you tools to stay compliant — opt-out handling, quiet hours, registration gates — but we cannot and do not verify your consent for you.

1. Who may use the Service

The Service is provided for business use. You must be at least 18 years old and able to form a binding contract. If you use the Service on behalf of an organization, you represent that you are authorized to bind that organization, and "you" refers to that organization.

Accounts are provisioned by an administrator of a customer organization ("Customer"). If you are a user within a Customer's account, your access, permissions, and data are controlled by that Customer's administrators, who may modify or revoke them at any time.

2. Accounts and security

You are responsible for the accuracy of your account information, for maintaining the confidentiality of your credentials, and for all activity that occurs under your account. Notify us promptly at support@virtualcloser.com if you suspect unauthorized access. Do not share credentials between people.

3. Your data, and who owns what

You own your data. As between you and Virtual Closer, you retain all rights to the leads, contacts, messages, recordings, notes, and other content you or your users submit to or generate through the Service ("Customer Data"). You grant us a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to provide, secure, support, and improve the Service for you, and as described in our Privacy Policy.

We own the Service. Virtual Closer and its licensors retain all rights in the Service itself — the software, models, prompts, interfaces, and documentation. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription, and nothing more.

We do not sell Customer Data, and we do not permit AI providers to use it to train general-purpose models. AI features that learn from your activity do so only within your own account.

4. Messaging, calling, and your compliance obligations

This section is the most important one in these Terms. By using the messaging and calling features, you represent and warrant that:

  • You have obtained and can document all consents required by law to contact each recipient by text and by phone, including under the Telephone Consumer Protection Act (TCPA) and applicable state law;
  • You will honor opt-out requests, and will not attempt to circumvent, disable, or work around the Service's opt-out, quiet-hours, do-not-call, or archived-lead protections;
  • You have registered, and will maintain, the A2P 10DLC brand and campaign registrations required by US carriers for your traffic, and that the brand you register accurately identifies your business;
  • Your messages will accurately identify the sender and will not be deceptive, harassing, or unlawful;
  • You will comply with your carrier's acceptable use policies and with all applicable telemarketing, recording-consent, privacy, and advertising laws in every jurisdiction you contact.

You are the sender. Messages sent through the Service are sent on your behalf, from your numbers, through your carrier account, under your registered brand. Virtual Closer is a tool you direct; we do not originate your campaigns, verify your consent records, or assume the legal role of sender. You are solely responsible for the content and legality of your communications.

We may suspend messaging or calling — immediately and without notice — if we reasonably believe your traffic violates law or carrier policy, threatens the integrity of the Service, or exposes us or other customers to carrier enforcement.

5. AI features and their limits

The Service uses AI to draft and send messages, book appointments, score and rank leads, label conversations, and triage email. AI output is probabilistic and can be wrong. It may misread a lead, book an appointment at an unintended time, mis-score a lead's interest, or produce inaccurate or unsuitable text.

We provide controls — per-conversation and global pause, per-agent kill switches, flag-only modes, approval steps for changes to AI behavior, and validation gates on booking — and you are responsible for configuring them appropriately for your business and for supervising the output. You should not rely on the Service as the sole basis for any decision with legal, financial, or health consequences. The Service is not a substitute for professional advice, and it is not designed for use with protected health information unless we have agreed to that in writing.

6. Third-party services and your carrier account

The Service integrates with third parties you choose to connect — including Telnyx, SignalHouse, Twilio, Google (Gmail and Calendar), and Telegram. Your use of those services is governed by your agreements with them, and their fees are billed to you by them directly. We are not responsible for third-party services, their availability, their pricing, or their acts or omissions. If a third party changes or discontinues its service, features that depend on it may change or stop working.

7. Fees, wallet, and billing

The Service is billed on a usage basis from a prepaid balance ("wallet"). You add funds; usage draws the balance down at the rates shown in the Service. You may enable auto-reload, which authorizes us to charge your payment method when the balance falls below your chosen threshold.

Fees are stated exclusive of taxes, which you are responsible for. Wallet balances and usage fees are non-refundable except where required by law. Unused balances are not redeemable for cash. We may change rates on notice; continued use after a rate change constitutes acceptance. If your balance reaches zero, metered features — including AI messaging — will stop until you top up.

If you purchase through the Apple App Store, that transaction is additionally subject to Apple's terms, and refunds for App Store purchases are handled by Apple.

8. Acceptable use

You will not, and will not permit anyone to:

  • Use the Service to send spam, or to contact people who have not consented or who have opted out;
  • Upload purchased, scraped, or otherwise unlawfully obtained contact lists;
  • Use the Service for fraud, impersonation, harassment, or any unlawful purpose;
  • Attempt to reverse engineer, decompile, or extract the models, prompts, or source of the Service, or use it to build a competing product;
  • Probe, scan, overload, or interfere with the Service or circumvent its rate limits, access controls, or safety guards;
  • Resell, sublicense, or provide the Service to third parties except as expressly permitted in writing.

9. Suspension and termination

You may stop using the Service at any time; to close an account, contact support@virtualcloser.com. We may suspend or terminate access for non-payment, for breach of these Terms, or where required by law or carrier policy. On termination, your right to use the Service ends. We will make Customer Data available for export for 30 days after termination on request, after which it may be deleted in accordance with our Privacy Policy.

10. Warranty disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT MESSAGES WILL BE DELIVERED, THAT AI OUTPUT WILL BE ACCURATE OR SUITABLE, OR THAT THE SERVICE WILL PRODUCE ANY PARTICULAR SALES OR BUSINESS RESULT.

11. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VIRTUAL CLOSER WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

These limitations apply regardless of the theory of liability and notwithstanding the failure of any limited remedy. Some jurisdictions do not allow certain exclusions, so some of these may not apply to you.

12. Indemnification

You will defend, indemnify, and hold harmless Virtual Closer and its officers, employees, and agents from any claim, demand, loss, or damages, including reasonable attorneys' fees, arising out of or related to: (a) your Customer Data; (b) your use of the Service; (c) your communications and the consents behind them, including any claim under the TCPA or similar law; or (d) your breach of these Terms.

13. Changes to the Service and these Terms

We are actively developing the Service and may add, change, or remove features. We may update these Terms from time to time; material changes will be reflected by updating the "Last updated" date above and, where appropriate, by additional notice. Continued use after changes take effect constitutes acceptance.

14. Governing law and disputes

These Terms are governed by the laws of the State of Florida, without regard to its conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Miami-Dade County, Florida for any dispute not subject to another agreed process, and each waives any objection to personal jurisdiction or venue there.

15. Apple App Store

If you obtained the application through the Apple App Store, you acknowledge that these Terms are between you and Virtual Closer only, not Apple; that Apple has no obligation to provide maintenance or support for the application; that Apple is not responsible for any product warranties or claims relating to the application; and that Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you.

16. General

These Terms, together with the Privacy Policy and any order form or written agreement between us, are the entire agreement regarding the Service. If any provision is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent; we may assign them in connection with a merger, acquisition, or sale of assets. Neither party is liable for delays caused by events beyond its reasonable control.

17. Contact

Questions about these Terms:
Virtual Closer · support@virtualcloser.com

This document is provided as a general template and does not constitute legal advice. Confirm with counsel before relying on it — in particular the registered business address (not stated here), the governing-law and venue choice (currently Miami-Dade County, Florida), whether you want an arbitration clause, and your refund and data-retention commitments.