Terms of Use Agreement

1. Use of the Service

1.1. Scope. The Service and content available on the Service are protected by applicable intellectual property (including copyright) laws. Unless subject to a separate license agreement between you and Oakgen, your right to access and use the Service, in whole or in part, is subject to this Agreement.

1.2. Licenses. Subject to your compliance with this Agreement, Oakgen grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to: (i) access and use the Service; and (ii) access and use any APIs Oakgen makes available to you (if any), solely for your own personal or internal business purposes.

1.3. Supplemental Terms. Your use of, and participation in, certain features and functionality of the Service may be subject to additional terms ("Supplemental Terms"). If these Terms of Use are inconsistent with the Supplemental Terms, then the Supplemental Terms control with respect to such supplemental Service.

1.4. Updates. You understand that the Service is evolving. As a result, Oakgen may require you to install updates to any software. You acknowledge and agree that Oakgen may update the Service with or without notifying you.

2. Registration

2.1. Registering Your Account. In order to access certain features of the Service, you may be required to register an account on the Service ("Account").

2.2. Registration Data. In registering an Account, you shall (i) provide true, accurate, current, and complete information about yourself as prompted by the registration form ("Registration Data"), and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete.

2.3. Your Account. You acknowledge and agree that you have no ownership or other property interest in your Account. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to notify Oakgen immediately of any unauthorized use of your password or any other breach of security.

3. Responsibility for Content

3.1. Types of Content. You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Service (collectively, "Content"), is the sole responsibility of the party from whom such Content originated. This means that you, and not Oakgen, are entirely responsible for all Content that you upload, post, email, transmit or otherwise input or make available ("Make Available") through the Service ("Your Content").

3.2. Storage. Unless expressly agreed to by Oakgen in writing elsewhere, Oakgen has no obligation to store any of Your Content. Oakgen has no responsibility or liability for the deletion or accuracy of any Content, including Your Content.

4. Ownership

4.1. The Service. Except with respect to Your Content, you agree that Oakgen and its suppliers or licensors own all rights, title and interest in the Service. You shall not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any of the Service.

4.2. Your Content. Oakgen does not claim ownership of Your Content. However, when you Make Available any Content on or to the Service, you represent that you own and/or have sufficient rights to Your Content to grant the license set forth in Section 4.3.

4.3. License to Your Content. Subject to any applicable Account settings that you select, you grant Oakgen a non-exclusive, transferable, perpetual, irrevocable, worldwide, fully-paid, royalty-free, sublicensable right and license to use, copy, reproduce, modify, adapt, prepare derivative works from, translate, distribute, publicly perform, publicly display and derive revenue or other remuneration from Your Content for the purposes of operating and providing the Service to you.

4.4. User Inputs and Outputs. Oakgen utilizes software and technology, including artificial intelligence, to process user inputs to the Service, such as descriptive and instructive text prompts and reference images and videos (the "Input"), and generate and return outputs based on such Inputs (the "Output"). Oakgen does not claim ownership of any of your Inputs or Outputs, and nor does it restrict the use of Outputs for commercial use.

4.5. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Oakgen ("Feedback") is at your own risk and that Oakgen has no obligations with respect to such Feedback. You agree that Oakgen may use your Feedback without any restriction, attribution, or compensation to you.

5. User Conduct and Restrictions

5.1. Restrictions. As a condition of use, you shall not:

• Use the Service for any purpose that is prohibited by this Agreement or by applicable law
• Make Available any Content that is unlawful, threatening, abusive, harassing, defamatory, obscene, hateful, or offensive
• Make Available any Content that infringes the rights of any person or entity
• Make Available any Content that harms minors in any way
• Use or access the Service to develop products or services that compete with our Services

5.2. Other Restrictions. You further agree not to:

• License, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Service
• Modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Service
• Use any manual or automated software, devices or other processes to "scrape" or download data from any web pages
• Impersonate any person or entity
• Interfere with or attempt to interfere with the proper functioning of the Service

5.3. Prohibited Content (Acceptable Use Policy). You may not generate, upload, request, store, share, or otherwise Make Available any Content through the Service that falls into any of the following categories. This list is illustrative and not exhaustive, and Oakgen may update it at any time:

• Sexual or NSFW content. Pornography, nudity, sexually explicit material, sexually suggestive depictions, fetish content, or any other content intended to be sexually gratifying.
• Content involving minors. Any sexual, suggestive, exploitative, or harmful depiction of a minor, or any content that sexualizes individuals who are, or appear to be, under the age of 18. This is strictly prohibited and will be reported to the relevant authorities where required by law.
• Non-consensual intimate imagery. "Revenge porn," sexual deepfakes, or any sexualized depiction of a real, identifiable person created without that person's explicit consent.
• Impersonation and deceptive deepfakes. Content designed to impersonate, defame, harass, or deceive using the likeness, voice, or identity of a real person (including public figures) without that person's consent, including in political, electoral, fraudulent, or defamatory contexts.
• Face-swap of real individuals. Oakgen does not offer face-swap services. You may not use the Service, or any combination of tools on the Service, to substitute one real person's face onto another person's body or likeness, whether for entertainment, satire, or any other purpose.
• Violent, hateful, and extremist content. Content that promotes, glorifies, or incites violence, terrorism, self-harm, suicide, or hatred toward any individual or group on the basis of protected characteristics (including race, ethnicity, religion, gender, gender identity, sexual orientation, disability, or national origin).
• Illegal activity. Content that facilitates or depicts illegal conduct, including the sale of controlled substances, weapons, trafficking, fraud, phishing, malware, or instructions for violent or illegal acts.
• Infringing or misleading content. Content that infringes copyright, trademark, trade secret, privacy, publicity, or other rights, or that is deliberately misleading, deceptive, or used for disinformation.
• Circumvention. Attempts to bypass, disable, jailbreak, or otherwise defeat Oakgen's safety filters, content-moderation systems, NSFW detection, or any provider-level safety measures.

5.4. Your Responsibility. You are solely responsible for the Inputs you submit and the Outputs you generate. You represent and warrant that your use of the Service complies with this Acceptable Use Policy and all applicable laws, and that where your Input includes the likeness or voice of a real person, you have obtained all necessary rights and consents.

6. Content Moderation, Monitoring & Reporting

6.1. Automated Content Moderation. To enforce this Agreement (including the Acceptable Use Policy in Section 5.3) and comply with applicable law and the policies of our third-party AI and payment providers, Oakgen operates automated content-moderation systems across the Service. These systems apply to both Inputs (text prompts, uploaded images, reference media) and Outputs (generated images, videos, audio, and other content) and include, among other measures, prompt classifiers, image and video safety classifiers, and NSFW detection. Where such systems determine that content violates, or is likely to violate, our policies, the Service may block the request, refuse to return the Output, redact the Output, or flag the event for further review.

6.2. Human Review. In addition to automated systems, Oakgen may, but is not obligated to, conduct human review of flagged events, user reports, abuse signals, or other materials where we believe review is necessary to operate the Service safely, investigate suspected violations, respond to legal requests, or protect users and third parties.

6.3. Monitoring. Oakgen may, but is not obligated to, investigate, monitor, pre-screen, remove, refuse, or review the Service and/or Content, including Your Content and Outputs, at any time. You hereby provide your irrevocable consent to such monitoring.

6.4. Enforcement. Oakgen reserves the right, in its sole discretion, to: (i) remove or refuse to process any Input or Output; (ii) restrict or revoke access to specific models, tools, or features; (iii) issue warnings; (iv) suspend or terminate your Account; (v) withhold credits or refuse to refund credits spent on violating generations; and (vi) where required, report violations to law enforcement, payment processors, or other authorities. Repeated or severe violations will result in permanent termination.

6.5. Reporting. If you encounter Content on the Service that you believe violates this Agreement (including but not limited to sexual content, non-consensual imagery, deepfakes of real individuals, CSAM, or other illegal content), please report it immediately to [email protected] with sufficient detail for us to investigate.

7. Third-Party Services

The Service may contain links to third-party websites, applications, and advertisements. Such Third-Party Services are not under the control of Oakgen, and Oakgen is not responsible for any Third-Party Services. Oakgen provides these Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services.

8. Purchase Terms and Refunds

8.1. Payment. You shall pay all fees or charges ("Fees") to your Account in accordance with the fees, charges and billing terms in effect at the time a Fee is due and payable. By providing Oakgen with your payment information, you agree that Oakgen is authorized to immediately invoice your Account for all Fees due.

8.2. Refund Policy — No Refunds. All payments are final and non-refundable. When you subscribe to or purchase Credits on the Service, Oakgen immediately reserves and pays for access to third-party compute infrastructure, GPU resources, and AI model providers on your behalf. These costs are incurred upfront, are substantial, and are non-recoverable by Oakgen. Because these resources are provisioned and paid for at the time of your purchase, we are unable to offer refunds for any subscription fees, Credit purchases, or other charges, regardless of whether you have used the Service or consumed any Credits. By completing a purchase, you acknowledge and agree to this no-refund policy.

8.3. Credits. In certain instances, you may receive or purchase credits ("Credits") to access and use specific features of the Services. Purchased Credits constitute prepaid amounts for products and services available through the Services. Credits have no cash value, are non-transferable, non-reloadable, and non-redeemable for cash except as required by law.

9. Subscriptions

9.1. Subscriptions. If you purchase access to certain features and functionality of the Services on a time-limited basis (a "Subscription"), the Fee for such Subscription will be billed at the start of the Subscription and at regular intervals in accordance with your elections at the time of purchase.

9.2. Automatic Renewal. If you elect to purchase a Subscription, your Subscription will continue and automatically renew at Oakgen's then-current price for such Subscription until terminated in accordance with this Agreement. You will be notified of any price changes before your next billing cycle.

9.3. Cancellation — Cancel Anytime. You may cancel your Subscription at any time by logging into your Account and visiting the billing or settings page, or by contacting [email protected]. There are no cancellation fees, long-term commitments, or penalties. You are free to cancel whenever you choose.

9.4. Effect of Cancellation. If you cancel your Subscription, you will retain access to all paid features and any remaining Credits until the end of your current billing period. Your Subscription will not renew thereafter. No prorated refunds will be provided for the unused portion of the current billing period, as the underlying compute resources have already been provisioned and paid for on your behalf.

10. Indemnification

You shall indemnify and hold Oakgen, its affiliates, agents, partners, suppliers and licensors harmless from any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of: (i) Your Content and/or Outputs; (ii) your misuse of the Service; (iii) your violation of this Agreement; (iv) your violation of any rights of another party; or (v) your violation of any applicable laws, rules or regulations.

11. Disclaimer of Warranties

11.1. Service Offered As-Is. You expressly understand and agree that to the extent permitted by applicable law, your use of the Service is at your sole risk, and the Service (including any Output therefrom) is provided on an "as is" and "as available" basis, with all faults.

11.2. Outputs. Oakgen makes no representation or warranty as to the originality, legality, accuracy, or fitness of any Output. You acknowledge and agree that Outputs may contain errors, omissions, or offensive material, and you are solely responsible for your use, distribution, or reliance on Outputs.

12. Limitation of Liability

12.1. Disclaimer of Certain Damages. To the fullest extent provided by law, in no event shall Oakgen be liable for any loss of profits, revenue or data, indirect, incidental, special or consequential damages, arising out of or in connection with this Agreement or the Service.

12.2. Cap on Liability. To the fullest extent permitted by law, Oakgen shall not be liable to you for more than the greater of (i) the total amount paid to Oakgen by you during the three-month period prior to the act giving rise to such liability; or (ii) USD $100.

13. Term and Termination

13.1. Term. The term of this Agreement commences on the date when you accept this Agreement and continues in full force and effect while you use the Service, unless terminated earlier in accordance with this Agreement.

13.2. Termination by Oakgen. If you have materially breached any provision of this Agreement, or if Oakgen is required to do so by law, Oakgen has the right to immediately and without notice suspend or terminate any Service provided to you.

13.3. Termination by You. If you want to terminate this Agreement, you may do so by (i) notifying Oakgen at any time and (ii) closing your Account for the Service.

13.4. Effect of Termination. Upon termination of the Service, your right to use the Service will automatically terminate, and we may delete Your Content associated therewith from our databases.

14. General Provisions

14.1. Electronic Communications. Communications between you and Oakgen may occur electronically. For contractual purposes, you consent to receive communications in electronic form.

14.2. Assignment. You may not assign, subcontract, delegate or transfer this Agreement or your rights or obligations without Oakgen's prior written consent.

14.3. Governing Law. This Agreement is governed by the laws of the State of Wyoming, United States, without regard to its conflict of laws principles. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Natrona County, Wyoming.

14.4. Entire Agreement. This Agreement constitutes the final, complete and exclusive agreement between the parties regarding its subject matter and supersedes all prior discussions or agreements.

15. Contact Us

If you have any questions, complaints or claims regarding the Service, please contact us at: [email protected]

Oakgen
Casper, WY 82601
United States