Terms of Service

1. Description of Service

UGC Studio ("we," "us," or "our") operates the website https://visionapi.ru and the application available at https://app.visionapi.ru (collectively, the "Service").

UGC Studio is a content collaboration platform that enables creators to submit content, brand owners to review and approve content, and publish approved content directly to connected social media accounts. The platform provides tools for content management, scheduling, analytics, and team collaboration.

By accessing or using the Service, you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use the Service.

2. Eligibility

To use the Service, you must:

• Be at least 18 years of age, or the age of majority in your jurisdiction, whichever is greater.
• If using the Service on behalf of a company, organization, or other entity, you represent and warrant that you have the authority to bind that entity to these Terms, in which case "you" refers to that entity.

3. Accounts & Registration

To access certain features of the Service, you must create an account. When registering, you agree to:

• Provide accurate, current, and complete information during the registration process.
• Maintain and promptly update your account information to keep it accurate and complete.
• Maintain the security and confidentiality of your password and accept responsibility for all activities that occur under your account.
• Register for and maintain only one account per person.
• Notify us immediately at support@visionapi.ru if you become aware of any unauthorized access to or use of your account.

4. Social Media Account Connection

The Service allows you to connect your social media accounts to enable content publishing. By connecting a social media account, you acknowledge and agree to the following:

• You authorize UGC Studio to post content on your behalf to your connected social media accounts, as directed by you through the Service.
• You represent and warrant that you have the authority to connect and authorize posting to any social media account you link to the Service.
• You may revoke access and disconnect any social media account at any time through the Service settings.
• We are not responsible for any actions taken by the connected social media platform, including but not limited to content removal, account restrictions, rate limiting, or changes to the platform's policies, terms, or APIs.

5. User Content

"User Content" refers to any content, materials, or information that you upload, submit, or transmit through the Service, including but not limited to videos, images, text, captions, and metadata.

• Ownership. You retain full ownership of all User Content you upload to the platform.
• License Grant. You grant UGC Studio a limited, non-exclusive, worldwide, royalty-free license to store, display, transmit, and publish your User Content on your behalf to your connected social media platforms. This license exists solely for the purpose of providing and operating the Service.
• License Termination. The license granted above terminates when you delete your User Content from the Service or when your account is terminated, except where technically necessary to retain for backup or archival purposes for a reasonable period.
• Representations and Warranties. You represent and warrant that you have all necessary rights, licenses, consents, and permissions to upload and publish your User Content through the Service.
• Responsibility. You are solely responsible for ensuring that your User Content complies with all applicable laws, regulations, and the community guidelines of any social media platforms to which it is published.
• Removal. We reserve the right to remove or disable access to any User Content that we reasonably believe violates these Terms, applicable law, or third-party rights.

6. Platform-Specific Terms

When you use UGC Studio to publish content to third-party social media platforms, the following additional terms apply:

7. Prohibited Conduct

You agree not to engage in any of the following prohibited activities:

• Upload, publish, or distribute any content that is unlawful, harmful, threatening, abusive, defamatory, obscene, or otherwise objectionable.
• Harass, threaten, intimidate, or harm other users of the Service.
• Infringe upon the intellectual property rights, privacy rights, or other rights of any third party.
• Upload content for which you do not have the necessary rights, licenses, or permissions.
• Violate any social media platform's terms of service, community guidelines, or acceptable use policies.
• Attempt to gain unauthorized access to the Service, other user accounts, or any related systems or networks.
• Use the Service to send spam, unsolicited messages, or bulk communications.
• Interfere with or disrupt the Service, its servers, or the networks connected to the Service.
• Scrape, crawl, or use automated means to access the Service or extract data without our prior written permission.

8. Payment & Billing

Certain features of the Service require a paid subscription. If you choose to subscribe, the following terms apply:

• Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date.
• By subscribing, you authorize us to charge your payment method on file for the applicable subscription fees, including any applicable taxes.
• We reserve the right to change subscription pricing. Any price changes will be communicated to you in advance, and will take effect at the start of your next billing period.
• No refunds will be issued for partial billing periods, unused portions of a subscription, or credits, unless required by applicable law.
• If your payment method fails, we may suspend your access to paid features until payment is successfully processed.

9. Intellectual Property

UGC Studio and its licensors retain all rights, title, and interest in and to the Service, including but not limited to visual interfaces, design, graphics, compilation, code, software, trademarks, service marks, trade names, and all other intellectual property rights therein.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business or personal purposes.

You may not:

• Copy, modify, adapt, or create derivative works based on the Service.
• Distribute, license, sell, transfer, or otherwise make the Service available to any third party.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service.
• Remove, alter, or obscure any proprietary notices or labels on the Service.

10. Termination

• We may suspend or terminate your account and access to the Service at our sole discretion, with or without notice, for any reason, including but not limited to a violation of these Terms.
• You may cancel your account at any time through your account settings or by contacting us at support@visionapi.ru.
• Upon termination, your license to use the Service ends immediately. You will no longer be able to access your account or any content stored within the Service.
• You are responsible for exporting any content you wish to retain prior to cancellation or termination.
• Sections of these Terms that by their nature should survive termination will survive, including but not limited to ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

11. Disclaimer of Warranties

The Service is provided on an "AS IS" and "AS AVAILABLE" basis, without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, or course of performance.

UGC Studio does not warrant that the Service will be uninterrupted, error-free, secure, or free of viruses or other harmful components. We do not guarantee that any content will be successfully published to your connected social media platforms, or that published content will remain available on those platforms.

12. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall UGC Studio, its officers, directors, employees, agents, or affiliates be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, revenue, business opportunities, or goodwill, arising out of or in connection with your use of or inability to use the Service.

In no event shall UGC Studio's aggregate liability for all claims arising out of or relating to these Terms or the Service exceed the greater of (a) the total amount you paid to UGC Studio in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred US dollars ($100).

UGC Studio is not responsible or liable for any actions taken by connected social media platforms, including but not limited to content removal, account suspension, or changes to platform terms or functionality.

13. Indemnification

You agree to indemnify, defend, and hold harmless UGC Studio, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your User Content; (b) your use of the Service; (c) your violation of these Terms; (d) your violation of any third-party rights, including intellectual property rights or privacy rights; or (e) any content published to social media platforms through your account.

14. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any legal action or proceeding arising out of or relating to these Terms or the Service shall be brought exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of such courts.

You hereby waive any objection to jurisdiction, venue, or inconvenient forum with respect to any such action or proceeding.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will notify you by email or through a notice on the Service.

Your continued use of the Service after any changes to these Terms constitutes your acceptance of the revised Terms. If you do not agree with any changes, you must discontinue your use of the Service.

16. Miscellaneous

• Severability. If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
• No Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
• Entire Agreement. These Terms, together with our Privacy Policy, constitute the entire agreement between you and UGC Studio regarding the Service, and supersede all prior agreements and understandings.
• Assignment. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

17. Contact Information

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

support@visionapi.ru