Terms of Service

Effective Date: October 21, 2025
Last Updated: October 21, 2025

1. Acceptance of Terms

By accessing, browsing, or using the Imitation.Skin Agency website (the "Site") or our AI-powered video content creation services (the "Services"), you ("Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service, our Privacy Policy, and any additional agreements or policies referenced herein.

These Terms apply to all users, visitors, clients, and anyone who accesses or uses our Services. If you are entering into these Terms on behalf of a company or organization, you represent and warrant that you have the authority to bind that entity to these Terms.

2. Description of Services

Imitation.Skin Agency provides AI-powered video content creation services, including:

• Licensed Likeness Services: We source and license real talent who sign legal releases, allowing us to use artificial intelligence to generate video content featuring their face, voice, and likeness.
• Custom AI Avatar Services: We create 100% original AI-generated characters, mascots, or brand ambassadors based on client specifications.
• Content Production: We produce consistent, high-quality video content using proprietary AI technology that maintains character consistency across all deliverables.
• Distribution Support: We provide content delivery, optimization, and distribution assistance across multiple platforms.

Our Services are subscription-based and offered in tiered plans: Starter, Growth, and Enterprise. Service specifics vary by plan and are detailed in your subscription agreement or order form.

3. Account Registration and Eligibility

3.1 Eligibility

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use our Services. By registering for an account, you represent and warrant that:

• You are at least 18 years of age
• You have the authority to bind the entity you represent (if applicable)
• All information you provide is accurate, current, and complete
• You will maintain the accuracy of your account information
• You will not use the Services for any unlawful or prohibited purpose

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or security breach
• Ensuring your account information remains accurate and up-to-date

4. Subscription Plans and Payment Terms

4.1 Subscription Plans

We offer the following subscription tiers:

• Starter Plan: $2,500/month - 1 licensed likeness or custom avatar, 20 videos/month
• Growth Plan: $7,500/month - Up to 3 licensed likenesses or avatars, 60 videos/month
• Enterprise Plan: Custom pricing - Unlimited likenesses and avatars, 200+ videos/month

4.2 Payment Terms

• Billing Cycle: Subscriptions are billed monthly in advance on the date you subscribe.
• Payment Methods: We accept credit cards, debit cards, and ACH transfers via Stripe.
• Automatic Renewal: Subscriptions automatically renew unless you cancel before the renewal date.
• Price Changes: We reserve the right to modify pricing with 30 days' advance notice.
• Late Payments: Accounts more than 15 days overdue may be suspended until payment is received.
• Taxes: You are responsible for all applicable sales, use, and other taxes (excluding taxes on our income).

4.3 Setup Fees and Additional Costs

• One-time setup fee may apply for initial talent sourcing or avatar creation
• Additional photo/video sessions available for purchase on Growth and Enterprise plans
• Rush delivery (under 48 hours) may incur additional fees
• Custom requests outside standard scope subject to additional charges

5. AI Content Generation and Licensing

5.1 AI Technology

Our Services utilize artificial intelligence and machine learning technologies to generate video content. You acknowledge and agree that:

• AI-generated content may not always be 100% accurate or perfect
• We use proprietary algorithms to maintain character consistency
• AI models are trained exclusively on licensed or client-owned data
• We do not use your content to train public or third-party AI models
• Generated content may require human review and editing

5.2 Content Accuracy

While we strive for high-quality output, you are responsible for:

• Reviewing all AI-generated content before publication
• Ensuring content accuracy and compliance with your brand standards
• Verifying that generated content meets your requirements
• Requesting revisions within the agreed-upon revision limits

6. Intellectual Property Rights

6.1 Our Intellectual Property

Imitation.Skin Agency retains all rights, title, and interest in:

• The Site, Services, and all underlying technology
• Proprietary AI algorithms, models, and processes
• Trademarks, service marks, logos, and branding
• Documentation, training materials, and methodologies
• Any improvements or modifications to our technology

6.2 Client-Provided Materials

You retain ownership of all materials, content, and intellectual property you provide to us ("Client Materials"). By providing Client Materials, you grant us a limited, non-exclusive, worldwide license to:

• Use, reproduce, and modify Client Materials to provide the Services
• Create derivative works based on Client Materials for project delivery
• Store and process Client Materials on our servers and systems
• Display Client Materials internally for production purposes

This license terminates upon completion of your project or termination of Services, except for archival and legal compliance purposes.

7. Licensed Talent and Likeness Agreements

7.1 Talent Sourcing

For Licensed Likeness Services:

• We source professional talent who voluntarily participate in AI content creation
• All talent signs comprehensive likeness release agreements
• Talent is compensated fairly per their licensing agreements
• Talent undergoes identity verification and age confirmation
• We obtain explicit consent for AI training and content generation

7.2 Likeness Rights

When you subscribe to Licensed Likeness Services:

• You receive an exclusive license to use AI-generated content featuring the talent's likeness
• The talent cannot license their likeness to your direct competitors for AI content during your subscription
• Usage rights are perpetual for content created during your subscription
• You may not sublicense, sell, or transfer likeness rights to third parties
• Talent retains the right to use their own likeness for non-AI purposes

7.3 Custom AI Avatars

For Custom AI Avatar Services:

• You own 100% of the intellectual property rights to custom-created avatars
• Avatars are created exclusively for you and are not reused for other clients
• You may use avatars for any lawful commercial purpose
• We retain the right to showcase avatars in our portfolio (with your permission)

8. Acceptable Use Policy

You agree not to use our Services to create, upload, transmit, or distribute content that:

• Violates any local, state, national, or international law
• Infringes upon intellectual property rights of others
• Contains hate speech, harassment, or discriminatory content
• Promotes violence, illegal activities, or dangerous behavior
• Contains sexually explicit or pornographic material
• Involves minors in any inappropriate manner
• Spreads misinformation, deepfakes, or deceptive content
• Impersonates real individuals without proper authorization
• Violates privacy rights or misuses personal information
• Contains malware, viruses, or harmful code
• Spams, phishes, or engages in fraudulent activities

Violation of this Acceptable Use Policy may result in immediate suspension or termination of Services without refund.

9. Content Ownership and Usage Rights

9.1 Delivered Content

Upon full payment, you own all rights to the final AI-generated video content we deliver ("Deliverables"), subject to the following:

• Licensed Likeness: You have perpetual, exclusive commercial usage rights to Deliverables featuring licensed talent
• Custom Avatars: You own 100% of Deliverables featuring custom-created avatars
• You may edit, modify, distribute, and monetize Deliverables
• You must comply with platform-specific terms when distributing content

9.2 Portfolio and Marketing Rights

You grant us permission to:

• Showcase Deliverables in our portfolio and marketing materials (with your consent)
• Create anonymized case studies based on your results (with approval)
• Reference your company as a client (with permission)

You may revoke this permission at any time by notifying us in writing.

10. Representations and Warranties

10.1 Your Representations

You represent and warrant that:

• You have the legal right to provide all Client Materials
• Client Materials do not infringe upon any third-party rights
• You will use Deliverables in compliance with all applicable laws
• You will properly disclose the use of AI-generated content where required
• You will not misrepresent AI content as human-created when disclosure is required

10.2 Our Representations

We represent and warrant that:

• We have the legal right to provide the Services
• All licensed talent has signed proper release agreements
• Deliverables will be created using legally compliant AI technology
• We will use commercially reasonable efforts to maintain service quality

11. Disclaimers and Limitations of Liability

11.1 Service Disclaimer

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Services will be uninterrupted, error-free, or secure
• AI-generated content will meet your specific requirements
• Results will be achieved or revenue will be generated
• All content will be free from defects or errors

11.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IMITATION.SKIN AGENCY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

12. Indemnification

You agree to indemnify, defend, and hold harmless Imitation.Skin Agency, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from:

• Your use of the Services
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights
• Your Client Materials or any content you provide
• Your misuse or misrepresentation of AI-generated content

13. Term and Termination

13.1 Term

These Terms remain in effect for as long as you access or use the Services.

13.2 Termination by You

You may cancel your subscription at any time by:

• Providing written notice to support@imitation.skin
• Canceling through your account dashboard (if available)
• Cancellation takes effect at the end of your current billing cycle
• No refunds for partial months or unused services

13.3 Termination by Us

We may suspend or terminate your access to the Services immediately, without prior notice, if:

• You breach these Terms or our Acceptable Use Policy
• Your account is more than 30 days overdue
• We are required to do so by law
• You engage in fraudulent or illegal activity
• Your use of Services poses a security risk

13.4 Effect of Termination

Upon termination:

• Your access to the Services will cease immediately
• You retain ownership of all Deliverables created before termination
• We may delete your account data per our retention policy
• Outstanding fees remain due and payable
• Sections that by their nature should survive termination will survive

14. Refund and Cancellation Policy

14.1 Refund Policy

• No Refunds: All subscription fees are non-refundable except as required by law
• Service Issues: If we fail to deliver agreed-upon services, we will provide a pro-rata credit
• Setup Fees: One-time setup fees are non-refundable once work has commenced
• Disputes: Refund disputes must be raised within 30 days of the billing date

14.2 Cancellation

• Cancel at any time with no cancellation fees
• Cancellation effective at end of current billing period
• Access continues until the end of the paid period
• Reactivation subject to current pricing and availability

15. Confidentiality

Both parties agree to keep confidential all non-public information disclosed during the course of the Services ("Confidential Information"), including:

• Business strategies, financial information, and trade secrets
• Client Materials and creative briefs
• Proprietary technology and algorithms
• Talent identity and licensing terms

Confidential Information does not include information that:

• Is or becomes publicly available without breach of this agreement
• Was rightfully known prior to disclosure
• Is independently developed without use of Confidential Information
• Must be disclosed by law or court order (with notice to the other party)

16. Dispute Resolution and Arbitration

16.1 Informal Resolution

Before initiating arbitration or litigation, you agree to first contact us at legal@imitation.skin to attempt to resolve the dispute informally for at least 30 days.

16.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

• Arbitration will be conducted by a single neutral arbitrator
• Location: Newport, Delaware
• Arbitration costs shared equally unless otherwise awarded
• Arbitrator's decision is final and binding

16.3 Class Action Waiver

YOU AND IMITATION.SKIN AGENCY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.

16.4 Exceptions

Either party may seek injunctive relief in court for disputes involving intellectual property infringement or confidentiality breaches.

17. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Delaware, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Delaware, USA, and the parties hereby consent to personal jurisdiction and venue therein.

18. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

• Posting the updated Terms on our website
• Sending email notifications to registered users
• Displaying a prominent notice on the Site

Changes take effect 30 days after notification. Your continued use of the Services after the effective date constitutes acceptance of the modified Terms. If you do not agree to the changes, you must cancel your subscription.

19. Severability and Waiver

19.1 Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

19.2 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

19.3 Entire Agreement

These Terms, together with our Privacy Policy and any subscription agreement or order form, constitute the entire agreement between you and Imitation.Skin Agency regarding the Services and supersede all prior agreements and understandings.

20. Contact Information

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Effective Date: October 21, 2025
These Terms of Service were last updated on October 21, 2025.