Terms of Use

These Terms govern access to and use of COLEUS Rooms, a software platform operated by COLEUS Systems, Inc..

1. Agreement to these Terms

These Terms of Use (the “Terms”) govern your access to and use of COLEUS Rooms, including its websites, account portal, Solo workspace, client sessions, Dialogue, Sources, Context, Studio, Library, conferencing, AI-assisted features, verification features, and related services (collectively, the “Service”).

By creating an account, clicking to accept, or using the Service, you agree to these Terms and acknowledge the Privacy Policy. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and “you” includes that organization.

Additional terms, notices, consents, data-processing terms, or feature-specific conditions may apply to particular organizations, professional services, payment features, jurisdictions, or sensitive workflows. More specific terms control if they conflict with these Terms for the relevant feature.

2. Who we are

COLEUS Rooms is operated by COLEUS Systems, Inc., a Delaware corporation.

• Product: COLEUS Rooms
• Product website: https://coleussystems.com/rooms
• Mailing address: 8 The Green, #11545, Dover, Delaware 19901, United States
• General support: info@coleussystems.com
• Privacy: privacy@coleussystems.com

In these Terms, “COLEUS Systems, Inc.,” “Company,” “we,” “us,” and “our” mean the operator of the Service. “COLEUS Rooms” and “Service” mean the product and platform.

3. Eligibility, age, and geographic restrictions

You must be at least 18 years old, have legal capacity to enter a binding agreement, and be permitted to use the Service under applicable law. COLEUS Rooms does not currently offer minor or guardian-managed accounts.

You may not use the Service if you are subject to sanctions or export restrictions, located in a territory where providing the Service is prohibited, or using the Service for a prohibited transaction. We may restrict countries, territories, persons, organizations, payment methods, or features to comply with law, provider restrictions, security requirements, or operational limits.

The Service may be technically accessible internationally, but availability does not mean that every feature, professional service, language, provider, or regulated workflow is supported in every jurisdiction.

4. Accounts, Google Sign-In, pseudonyms, and security

You must provide accurate account information and keep it current. You are responsible for protecting your devices, authentication methods, recovery channels, and connected accounts, and for promptly notifying us of suspected unauthorized access.

COLEUS Rooms may support Google Sign-In using the basic identity scopes openid, email, and profile. Google Sign-In is used to authenticate you and create or link your COLEUS Rooms account. We do not receive your Google password and do not request access to Gmail, Google Drive, Google Calendar, or Google Contacts through this sign-in flow.

You may use a public display name or pseudonym where the Service permits it. A pseudonym does not replace private identity, payment, professional-credential, jurisdiction, or location checks when those checks are required for a specific feature.

You may not sell, transfer, share, or allow unauthorized use of your account. We may require additional verification if we reasonably suspect account compromise, fraud, impersonation, or misuse.

5. What COLEUS Rooms is — and is not

COLEUS Rooms is software infrastructure for private expert work and structured interaction between experts and clients. Depending on the workspace and feature, the Service may support research, source management, document organization, task workflows, AI-assisted drafting and analysis, conferencing, communication, verification metadata, and artifact generation.

The initial public launch is intended for general information, research support, administrative support, and non-regulated consulting made available through enabled open services in the Service Catalog. Professional, regulated, or operationally unsupported services may be visible as Coming soon or Not yet supported, but cannot be selected or performed through the Service until COLEUS Rooms enables the required verification, jurisdiction, compliance, consent, safety, and operational controls.

COLEUS Systems, Inc. is not a law firm, medical provider, psychotherapy practice, accounting firm, investment adviser, broker-dealer, real-estate brokerage, patent office representative, notary service, or other regulated professional practice. The Service is not an emergency, crisis, urgent-care, or deadline-monitoring service. Do not rely on it for emergency response or time-critical legal, medical, financial, or safety action.

6. Solo workspace

Solo is a private workspace for an authenticated expert to organize Themes, Sources, Context, Studio tasks, drafts, artifacts, and Library materials without a client relationship.

Solo does not include client Dialogue, Connect, client conferencing, or client-facing Share. Professional or identity verification is not required merely to use Solo. Billing or usage entitlements may still apply to paid module runs.

Private work is not exempt from data-protection, security, provider, copyright, or acceptable-use rules. If you place real client, patient, customer, employee, or other third-party information in Solo, you remain responsible for having authority to do so and for using only features and external processing that are appropriate for that data.

7. Client sessions and agreed service scope

A client session is created within a category and includes one or more broad services selected by the expert from the current Service Catalog. The expert proposes the service scope, acknowledges its boundaries, and the client may confirm, request changes, or decline.

The active scope is versioned. If the expert proposes a change, the previously confirmed scope remains active until the client confirms a new version. A declined proposal does not automatically close an already active session.

Experts must not provide a regulated or otherwise unavailable service that is outside the confirmed scope or locked by the Service. A client request does not authorize an expert to provide an unavailable service. COLEUS Rooms may warn, restrict, hold, or block client-facing delivery if content or conduct appears inconsistent with the active scope, verification requirements, or platform rules.

8. Experts, clients, and professional engagements

An Expert is a user who offers information, research, administrative support, consulting, educational, specialist, or professional work. A Client is a user who requests or receives such work.

Experts act independently and are responsible for:

• accurately describing their services, status, experience, and qualifications;
• remaining within the active service scope;
• maintaining any licenses, registrations, permissions, insurance, and organizational approvals required for their work;
• determining whether a service is permitted for the relevant client, matter, authority, and jurisdiction;
• reviewing AI-assisted work before using or sharing it; and
• complying with professional duties, confidentiality obligations, conflicts rules, recordkeeping rules, and applicable law.

Clients are responsible for evaluating an expert, providing accurate information, reviewing the agreed scope, obtaining urgent or licensed assistance where needed, and independently verifying important decisions.

Unless COLEUS Systems, Inc. expressly agrees otherwise in a separate written agreement, it is not a party to the professional engagement between an expert and client, does not direct the expert’s professional judgment, and does not guarantee the quality, legality, safety, suitability, or outcome of the expert’s work.

9. Identity and professional verification

COLEUS Rooms may display separate factual indicators for contact control, identity verification, identity-to-credential matching, and professional credential checks. These checks have different meanings.

Professional Verification is limited to checking the existence and reported status of a specific credential against an identified source on a specific date. It does not certify competence, recommend the expert, guarantee safety or suitability, perform a general background check, or determine whether the expert may handle a particular matter.

A public credential indicator may be withdrawn if consent is withdrawn, the credential becomes stale or non-current, the source changes, a mismatch appears, or reconsideration is pending. Users must not describe a credential indicator as a guarantee, approval, trust score, or endorsement by COLEUS Systems, Inc.

10. AI-assisted features

The Service may use artificial intelligence and language-model providers to help generate drafts, analyses, translations, summaries, research outputs, classifications, or other work product. AI output may be incomplete, incorrect, biased, misleading, outdated, or unsuitable for the intended purpose.

AI output is not independent professional advice from COLEUS Systems, Inc. Experts and users must review and verify material output before relying on it, sharing it, or using it for a significant decision. An expert who adopts or shares AI-assisted content remains responsible for the resulting client-facing work.

Provider selection may depend on feature availability, configuration, model capability, cost, language, data classification, and policy. A technical integration does not mean that a provider is approved for every category of data or regulated workflow.

11. User content, Sources, Library, and Artifacts

You retain ownership of content you submit to the extent you have those rights. You grant COLEUS Systems, Inc. a non-exclusive, worldwide, limited license to host, copy, process, transform, display, transmit, and otherwise use that content as necessary to provide, secure, support, and improve the Service and to comply with law.

You represent that you have the rights and permissions needed to submit and process content, including third-party confidential, personal, professional, copyrighted, or regulated information.

Sources, messages, drafts, Q-reports, artifacts, and other objects may have different visibility, sharing, context, safety, and review states. Saving an item does not automatically make it shareable, suitable for AI processing, or appropriate for a client.

Where available, a Verified Artifact may include a fixed document version, hash, attestation, cryptographic signature, and timestamp proof. These features may show that a particular version existed and was attested at a particular time. They do not prove that the document is correct, complete, legally valid, clinically sound, or suitable for a particular use.

12. Communications, conferencing, and connected channels

The Service may support in-platform Dialogue and optional connections to email, Telegram, WhatsApp, audio/video conferencing, or other channels. Third-party channels have their own security, privacy, availability, and retention practices.

Where transcription, recording, translation, or conference summaries are enabled, participants will receive feature-specific notice and any consent controls required by the implemented workflow. Transcription and audio/video recording are separate functions. Do not record, transcribe, or share a communication unlawfully or without required notice and consent.

You are responsible for deciding whether an external communication channel is appropriate for sensitive information. We may limit what is transmitted through email, messaging, or notification channels.

13. Acceptable use

You must not use the Service to:

• violate law, sanctions, export controls, court orders, professional rules, or another person’s rights;
• impersonate another person or misrepresent identity, credentials, authority, organization affiliation, or service status;
• offer or deliver a locked, regulated, or out-of-scope service without the required approval;
• harass, threaten, exploit, discriminate against, defraud, or endanger another person;
• create or distribute malware, malicious code, credential theft, spam, or unauthorized surveillance;
• probe, scan, attack, bypass, reverse engineer, scrape, overload, or interfere with the Service or its controls except as expressly authorized in writing;
• upload content you do not have authority to process;
• use AI or research features to facilitate prohibited conduct or evade safeguards;
• falsify logs, evidence, verification records, artifacts, timestamps, or signatures; or
• use automated access except through an approved interface and within stated limits.

We may investigate suspected violations, preserve relevant evidence, cooperate with lawful requests, and apply proportionate restrictions.

14. Subscriptions, credits, billing, and taxes

COLEUS Rooms may offer paid subscriptions, usage credits, or other paid features. Prices, included usage, renewal terms, taxes, and cancellation options are shown at purchase. Payments are processed by third-party payment providers such as Stripe.

Unless otherwise stated, subscriptions renew automatically until canceled. You may cancel future renewal through the available billing controls. Cancellation generally takes effect at the end of the current billing period. Used credits and fees for a current billing period are generally non-refundable except where required by law or expressly stated.

If we permanently terminate a paid service without your breach, we will provide a proportionate refund of unused prepaid fees where appropriate. If we terminate for a material breach, fees for the current period and consumed credits are non-refundable to the extent permitted by law; unused prepaid fees for periods after termination will be handled in accordance with applicable law and the circumstances of the breach.

COLEUS Rooms does not currently process consultation payments, escrow, or payouts between experts and clients. If such functionality is introduced, separate terms will apply.

15. Restrictions, suspension, continuity, and termination

We may warn, limit, suspend, or terminate access for material or repeated breach, credential or identity misrepresentation, fraud, security risk, prohibited professional activity, abuse, non-payment, legal requirements, or attempts to bypass platform controls.

Where appropriate, we may restrict specific client-facing capabilities rather than immediately close the entire account, including new sessions, Dialogue sending, Studio Share, conferencing, public credential display, or regulated-service access.

Except where immediate action is needed to protect users, confidentiality, security, evidence, or law, we may provide notice, an opportunity to respond, an appeal route, or a controlled wind-down for active sessions. A restricted user may retain read-only access, cancellation controls, and a limited export window where safe and lawful. Access may be withheld or routed through a controlled process where direct access would create risk.

Termination does not automatically destroy materials. Data is handled under the Privacy Policy and Account & Data Deletion Notice. Future subscription renewal stops upon final termination. Sections that by their nature should survive — including intellectual property, fees owed, disclaimers, liability limits, indemnity, dispute terms, and lawful record retention — survive termination.

16. Third-party services

The Service relies on third-party hosting, identity, payment, email, messaging, conferencing, AI, search, research, security, and infrastructure services. Current and feature-dependent providers are described in the Subprocessors & Third-Party Services page.

Third-party services may be unavailable, changed, suspended, or governed by their own terms. COLEUS Systems, Inc. is not responsible for third-party services outside its reasonable control, but remains responsible for its own selection, configuration, and use of providers as required by applicable law.

17. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” COLEUS SYSTEMS, INC. DISCLAIMS EXPRESS AND IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND RESULTS.

We do not warrant that the Service, providers, verification sources, AI output, expert work, research, translations, transcripts, artifacts, or communications will be error-free, uninterrupted, complete, current, secure, or suitable for a particular matter.

Nothing in the Service creates a professional-client relationship with COLEUS Systems, Inc. You remain responsible for obtaining qualified professional, emergency, or regulated assistance when needed.

18. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COLEUS SYSTEMS, INC. AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AND SUPPLIERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS, OPPORTUNITY, OR PROFESSIONAL OUTCOME; OR DAMAGES ARISING FROM AN EXPERT’S OR CLIENT’S CONDUCT.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE WILL NOT EXCEED THE GREATER OF US$100 OR THE AMOUNT YOU PAID TO COLEUS SYSTEMS, INC. FOR THE SERVICE DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

These limits do not apply where prohibited by law and do not exclude liability that cannot lawfully be excluded, including liability for fraud, willful misconduct, or death or personal injury caused by negligence where applicable.

19. Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless COLEUS Systems, Inc. and its affiliates, personnel, and suppliers from claims, losses, liabilities, damages, judgments, penalties, costs, and reasonable legal fees arising from your content, professional services, breach of these Terms, infringement of another person’s rights, misuse of the Service, or violation of law.

This obligation does not apply to the extent a claim results from our own breach, gross negligence, willful misconduct, or other conduct for which indemnification cannot lawfully be required.

20. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law rules, except that mandatory consumer-protection or other non-waivable law may apply based on your location.

Before filing a claim, the parties will attempt in good faith to resolve it through written notice and at least 30 days of informal discussion. Unless mandatory law provides another forum, the state and federal courts located in Delaware will have exclusive jurisdiction, and each party consents to personal jurisdiction there.

Nothing in this section prevents either party from seeking urgent injunctive or protective relief, reporting a matter to a regulator, or exercising a right that cannot lawfully be waived.

21. Changes to the Service and Terms

We may update the Service and these Terms as features, providers, laws, and business models change. We will post an updated version and effective date. If a change is material, we will provide additional notice or request renewed acceptance where required.

Continued use after the effective date of updated Terms constitutes acceptance where permitted by law. If you do not agree, you must stop using the affected Service and may cancel your account.

22. Contact

Questions about these Terms: info@coleussystems.com
Privacy requests: privacy@coleussystems.com
Mail: COLEUS Systems, Inc., 8 The Green, #11545, Dover, Delaware 19901, United States