Terms of Use

1. Acceptance of Terms

By creating an account or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you don't agree, please don't use the Service.

2. Eligibility

You must be at least 13 years old to use the Service. If you're under 18, you represent that you have your parent or guardian's permission to use the Service. By using the Service, you confirm that you meet these age requirements.

3. Description of Service

Vimerse LLC provides an enhanced workflow platform for generating scripts, voice, images, and videos. Our Service integrates with third-party API providers including ElevenLabs, Google, and Fal.ai to deliver these features.

4. Account Registration and Security

Creating an Account: You must provide accurate and complete information when creating your account. You're responsible for keeping your login credentials secure.

Account Responsibility: You're responsible for all activity that occurs under your account. Notify us immediately if you suspect unauthorized access.

Device Limit: Each license allows use on up to two (2) devices. You may manage your devices through your account settings.

One Account Per User: You may only create one account unless we give you permission otherwise.

5. License and Commercial Rights

Purchase of a Vimerse Studio license grants you the following rights and entitlements:

• Full commercial rights to use, distribute, and monetize content generated through the Service
• Access to all features available in Vimerse Studio
• Lifetime use of the version available at the time of your purchase
• Lifetime feature updates and support — no renewals, no expiry, subject to the terms in this Section

Your Rights: You own all rights to the content you create using the Service.

Existing License Holders: If you previously purchased a license under tiered plans that limited commercial use (formerly the "Standard" tier) or that bounded the support window to a fixed period, your license has been upgraded to include full commercial rights and lifetime feature updates and support at no additional cost.

What "Lifetime" Means

"Lifetime" refers to the operational lifetime of the Vimerse Studio Service, not your personal lifetime. Your license remains valid for as long as Vimerse continues to offer Vimerse Studio as a commercial product, subject to the conditions and revocation rights described in this Section and in Section 14 (Termination).

Scope of Feature Updates and Support

Lifetime feature updates and support means that, while we operate the Service, you will receive ongoing feature releases, model upgrades, bug fixes, and access to customer support without paying an additional renewal fee. It does not guarantee any specific feature, third-party AI model, integration, performance characteristic, or pricing for usage-based charges. The Service's feature set will evolve, and features, integrations, or supported models may be added, modified, replaced, or removed over time at our discretion (see Section 16, Changes to the Service).

License Is Personal and Non-Transferable

• Your license is granted to you personally (or, for business purchases, to the business entity that purchased it) and is tied to the account on which it was activated
• You may not sell, sublicense, lease, transfer, assign, or share your license, license key, or account credentials with any third party without our prior written consent, which we may grant or withhold in our sole discretion
• Use of the desktop application is limited to the number of authorized devices stated at the time of purchase
• Licenses acquired through resale, account transfer, or any channel other than an authorized Vimerse purchase may be revoked without refund

Revocation of Lifetime Licenses

We reserve the right to suspend or terminate a lifetime license, in our reasonable discretion and without refund, including but not limited to any of the following circumstances:

• Breach: material or repeated violation of these Terms, our Acceptable Use Policy, or any other policy referenced in these Terms
• Fraud or chargebacks: fraudulent purchase, payment-card fraud, chargeback, payment dispute, or reversal initiated for the original license purchase
• Refund: any refund of the original license purchase (whether requested by you, ordered by a payment processor, or issued by us at our discretion) immediately and automatically revokes the license as of the refund date; access to the Service ends on the same date
• Abuse: abuse of the Service, the API, usage-based billing, trial credits, promotional codes, or referral mechanics; circumventing rate limits, device limits, or other technical controls; or operating automated systems against the Service without written permission
• Account sharing or resale: sharing your account, license key, or credentials with others; reselling access to the Service; or operating the Service on behalf of unlicensed third parties
• Illegal or harmful use: using the Service to create or distribute content that is unlawful in your jurisdiction or ours, that infringes on the rights of others, that violates platform policies of distribution channels, or that we reasonably determine is harmful, deceptive, or designed to facilitate harm
• Outstanding usage charges: failure to pay accrued usage-based charges or applicable taxes after reasonable notice
• Legal compulsion: court order, regulatory directive, sanction, or other legal requirement obliges us to terminate access

Where the circumstances permit, we will give you reasonable notice and an opportunity to remedy a breach before terminating; we are not required to do so where the breach is uncurable, where continued access would expose Vimerse or other users to harm, or where we are legally compelled to act immediately.

Service Discontinuation

We may discontinue Vimerse Studio in whole or in substantial part for any reason, including but not limited to business, legal, regulatory, technical, or economic considerations. If we discontinue the Service, your lifetime license terminates on the effective discontinuation date. We will use commercially reasonable efforts to give you at least ninety (90) days' advance notice of any discontinuation that materially affects lifetime license holders, except where shorter notice is necessary for legal, security, or operational reasons.

In the event of a planned discontinuation that materially affects lifetime license holders, we may, at our discretion, offer remedies such as a transition period, a discounted alternative service, data export tools, or a partial refund of the original license fee. No specific remedy is guaranteed, and remedies are not refundable as a cash right unless required by applicable law.

6. Payment Terms

How Billing Works

Our Service operates on a usage-based billing model with threshold-based charging to manage credit risk. After purchasing your license and using your trial credits, we track your usage and bill you based on your actual consumption.

Initial License Purchase

• You must purchase a license to use the Service
• The license fee is a one-time payment that grants you access to the Service
• Applicable taxes (sales tax or VAT) will be calculated and added based on your location
• Every account (trial or paid) receives $5 in trial credits on the first activation of the account to help you get started; the amount is displayed at the time of activation

Valid Payment Method Required

• You must add and maintain a valid payment method on file to use the Service beyond your trial credits
• We verify your payment method when you add it to your account
• The Service will not function after trial credits are consumed unless you have a valid payment method on file
• You're responsible for keeping your payment information current, including updating card expiration dates and billing addresses
• We may periodically verify your payment method to ensure it remains valid

Backup Payment Methods

• You may add multiple payment methods to your account
• If your primary payment method fails, we'll automatically attempt to charge your backup payment method(s)
• We strongly recommend maintaining at least one backup payment method to avoid service interruptions

Usage Threshold Charges

To manage credit risk and ensure sustainable service delivery, Vimerse charges your payment method whenever your accumulated usage reaches a $100 threshold. Once payment succeeds, your outstanding usage balance is reduced by the amount collected. We never let your total outstanding usage (unbilled usage plus any unpaid invoice) exceed $150; if you reach this cap with a payment still in flight, new generation is temporarily paused until the in-flight charge clears.

• $100 trigger: Whenever your accumulated usage reaches $100, we immediately charge your payment method on file for up to $100 of usage and your outstanding usage balance is reduced by the amount collected
• $150 ceiling: Your total outstanding usage (unbilled plus any unpaid invoice) is never permitted to exceed $150. New billable generation is paused if it would cross this ceiling, and resumes automatically once an in-flight charge clears
• You'll receive an email receipt from Stripe each time a threshold charge is processed
• You can view your current accumulated usage in real time through your account dashboard
• Upon successful payment, the trigger resets and you may continue using the Service uninterrupted
• If a threshold charge fails because of a card or payment-method issue (declined, expired, insufficient funds, authentication required, etc.), new billable generation is paused immediately until you update your card or pay the open invoice from the dashboard

Monthly Usage Billing

• At the end of each calendar month, any remaining accumulated usage that wasn't already cleared by a $100 threshold charge is billed in a single end-of-month charge
• Your monthly bill is due immediately upon issuance at the end of each month
• The billing cycle is established when you first begin using the Service after consuming trial credits
• You can view your current month's accumulated usage at any time in your account dashboard
• Different operations consume different amounts and cost different rates based on complexity and resource usage
• Costs for specific operations are displayed before you confirm each generation

Authorization

By using the Service beyond your trial credits, you authorize Vimerse to automatically charge your payment method on file for all usage fees incurred, whether through threshold charges or end-of-month billing.

Payment Processing

• Charges are processed automatically when thresholds are reached or at the end of each calendar month
• All payments are processed through our payment processor, Stripe
• All charges are in U.S. Dollars unless otherwise specified
• You'll receive an email receipt for each charge

Taxes and VAT

All prices displayed on the Service are exclusive of taxes unless explicitly stated otherwise.

• Sales Tax (US Customers): Applicable state and local sales tax will be automatically calculated and collected based on your billing address
• VAT (International Customers): The applicable VAT rate will be automatically calculated and collected based on your location
• Tax Identification: Business customers in a VAT jurisdiction may provide a valid VAT ID during checkout. If verified, VAT may not be charged (reverse charge mechanism applies where applicable)
• Accurate Information Required: You're responsible for providing accurate billing address and location information
• Your Responsibility: You're responsible for paying all applicable taxes associated with your use of the Service
• Tax Changes: Tax rates and requirements may change. Current tax rates will be applied at the time of each charge

Payment Failure and Service Suspension

If a payment fails (whether at a usage threshold or end-of-month billing):

• Immediate Service Suspension: You will not be able to start new billable generation, including image, video, audio, lip-sync, transcription, LoRA training, or other paid AI operations. You can still access your account, manage payment, pay the open invoice, edit existing projects, and export content you already generated
• Your license remains valid during suspension, but you cannot actively use the Service until payment is processed
• Immediate Notification: We'll send you an email with instructions to update your payment method
• Automatic Retry: Our payment processor (Stripe) automatically retries failed payments over approximately two weeks following its Smart Retries schedule. If the failure was caused by a card or payment-method issue (declined, expired, insufficient funds, authentication required, etc.), new billable generation is paused immediately until you update your card or pay the open invoice; Stripe continues to retry in the background, and payment success automatically unblocks generation
• Account Access During Suspension: You may still access your account to update payment information, view usage history, and manage settings
• Service Reactivation: Once payment is successfully processed, your Service access will be immediately and automatically restored with no reactivation fees
• Revocation After 14 Days: If Stripe's Smart Retries do not collect payment and your outstanding balance remains unpaid approximately 14 days after the initial failed charge, your license becomes subject to revocation under Section 5 (Revocation of Lifetime Licenses) and may be terminated without further notice or refund

Outstanding Balances

• You remain responsible for all outstanding charges, even if your Service is suspended
• Unpaid balances may be subject to late fees, interest, and collections costs as permitted by law
• We reserve the right to pursue collection through collection agencies or legal action
• You'll be responsible for all reasonable costs of collection, including attorney fees
• We may report unpaid balances to credit bureaus

Important: All content generated while you have an outstanding balance remains your property under Section 7, but your access to the Service will remain suspended until payment is made.

Refunds

• License fee: the one-time $49 license fee is refundable on request within 30 days of the original purchase date. After 30 days, refunds of the license fee are at our sole discretion
• Effect of license-fee refund: a refund of the license fee immediately revokes the license under Section 5 (Revocation of Lifetime Licenses); your access to the Service ends as of the refund date and you remain responsible for any usage charges accrued before that date
• Usage fees: monthly usage fees and threshold charges are non-refundable except as required by law or as we determine in our sole discretion
• If you believe you were incorrectly charged, you must contact us within 30 days of the charge

Price Changes

• We may change our usage rates with at least 30 days' notice
• Your current billing cycle will complete at the old rates
• New rates apply to usage starting in the next billing cycle
• Continued use after a price change constitutes acceptance of the new rates

7. Your Content and Ownership

You Own Your Content: You retain all ownership rights to the content you create using the Service, including scripts, voice recordings, images, and videos ("Your Content"), regardless of account status or payment status.

License to Us: You grant Vimerse a limited license to host, store, and process Your Content solely to provide the Service to you. We won't use Your Content for any other purpose without your permission.

Access to Your Content: You own Your Content at all times. If a payment fails and your Service is suspended under Section 6 (Payment Failure and Service Suspension), new generation is blocked but you retain access to your account dashboard so that you can update your payment method, settle outstanding charges, view billing and usage history, and resume generation as soon as payment succeeds. Account termination (whether by you under Section 14 or by us for the reasons described in Section 5 or Section 14) ends your right to access the Service, including any associated lifetime license; we will make reasonable efforts to allow you to export Your Content beforehand if your account is in good standing.

Your Responsibility: You're responsible for Your Content. Make sure you have the right to use any materials you upload or input into the Service.

8. Prohibited Content and Conduct

You may not use the Service to create, upload, or share:

• Content that is illegal, fraudulent, or infringes on others' rights
• NSFW (Not Safe For Work) content, including pornographic, sexually explicit, or excessively violent material
• Content that violates the terms of service or usage guidelines of our third-party providers (ElevenLabs, Google, Fal.ai)
• Content that harasses, threatens, or bullies others
• Malware, viruses, or other harmful code
• Spam or unsolicited promotional content
• Content that impersonates others or misrepresents your affiliation

Enforcement: We reserve the right to remove content that violates these Terms and to suspend or terminate accounts that repeatedly violate our policies.

9. Third-Party Services

Our Service uses APIs from third-party providers including ElevenLabs, Google, and Fal.ai. Your use of the Service is also subject to these providers' terms of service and usage policies. We're not responsible for these third-party services or any issues that arise from their use.

All payments are processed through Stripe. Your payment information is provided directly to Stripe and is subject to their privacy policy and terms of service.

10. Intellectual Property

Our Service: Vimerse retains all rights to the Service itself, including our software, design, trademarks, and technology. These Terms don't give you any ownership rights to the Service.

Your Content: As stated above, you own Your Content. Our intellectual property rights don't extend to content you create.

11. Disclaimers

"As Is" Service: The Service is provided "as is" without warranties of any kind, whether express or implied. We don't guarantee that the Service will be uninterrupted, error-free, or secure.

AI-Generated Content: Content generated through the Service is created using AI technology. We don't guarantee the accuracy, quality, or appropriateness of generated content. You should review all generated content before use.

Third-Party Services: We're not responsible for any issues with third-party services we integrate with, including our payment processor.

Usage Tracking: We make reasonable efforts to accurately track usage, but we're not liable for any discrepancies. If you believe there's an error in your usage charges, contact us within 30 days.

Payment Processing: We're not responsible for payment processing errors or delays caused by your financial institution, payment processor, or payment provider.

12. Limitation of Liability

To the fullest extent permitted by law, Vimerse LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from:

• Your use or inability to use the Service
• Any suspension or termination of the Service due to payment issues
• Any unauthorized access to or use of our servers or your personal information
• Any bugs, viruses, or other harmful code transmitted through the Service
• Any errors or omissions in content, or any loss or damage from using content generated through the Service
• Any usage tracking or billing disputes
• Any collection activities related to outstanding balances

Our total liability to you for all claims arising from or related to the Service shall not exceed the amount you paid us in the 12 months before the claim arose, or $100, whichever is greater.

13. Indemnification

You agree to indemnify and hold Vimerse LLC, its affiliates, officers, directors, employees, and agents harmless from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Your use of the Service
• Your Content
• Your violation of these Terms
• Your violation of any rights of another person or entity
• Your failure to pay amounts owed to Vimerse

14. Termination

By You: You may close your account at any time through your account settings or by contacting us. You remain responsible for any outstanding charges incurred before termination.

By Us: We may suspend or terminate your access to the Service at any time, with or without cause, including if you violate these Terms or fail to pay amounts owed. For lifetime license holders, additional grounds and procedures are set out in Section 5, including the Revocation of Lifetime Licenses subsection (illustrative grounds for revocation) and the Service Discontinuation subsection (notice period and discretionary remedies if we end the Service). The rights and remedies set out in those subsections apply in addition to this Section.

Effect of Termination: Upon termination, your right to use the Service immediately ceases, including the right to use any associated lifetime license. Any unpaid usage charges become immediately due and payable. We may delete your account and Your Content, though we'll make reasonable efforts to allow you to export Your Content before deletion if your account is in good standing. Except as set out in Section 6 (Refunds — license fee within 30 days of purchase), in Section 5 (Service Discontinuation — discretionary remedies if we end the Service), or as required by applicable law, the original license fee is non-refundable on termination.

15. Changes to Terms

We may modify these Terms at any time. If we make material changes, we'll notify you by email or through the Service at least 30 days before the changes take effect. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

16. Changes to the Service

We may modify, suspend, or discontinue any part of the Service at any time with reasonable notice. We're not liable for any modification, suspension, or discontinuation of the Service. Usage rates and pricing may change with at least 30 days' notice.

For any discontinuation that materially affects lifetime license holders, the longer notice period and the discretionary remedies described in Section 5 (Service Discontinuation) apply and prevail over the general "reasonable notice" standard stated in the preceding paragraph.

17. Governing Law and Disputes

These Terms are governed by the laws of the United States and the state where Vimerse LLC is incorporated, without regard to conflict of law provisions.

Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the American Arbitration Association's rules, except that either party may seek injunctive relief in court if necessary.

18. General Terms

Entire Agreement: These Terms, along with our Privacy Policy, constitute the entire agreement between you and Vimerse LLC.

Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in effect.

No Waiver: Our failure to enforce any right or provision of these Terms doesn't constitute a waiver of that right or provision.

Assignment: You may not assign or transfer these Terms or your account without our prior written consent. Transfer of a lifetime license is further restricted by Section 5 (License Is Personal and Non-Transferable). We may assign these Terms without restriction.

19. Contact Us

If you have questions about these Terms, please contact us at:

Vimerse LLC
675 VFW PKWY #267
Chestnut Hill, MA 02467
United States
info@vimerse.app