Terms of Service

1. Acceptance of Terms

These Terms of Service (this "Agreement") between SmartAI Soft ("we," "us," "our") and you govern your access and use of our web platform and website made available through www.smartaisoft.com (this "Site") and the subscription services we provide (the "Services"). By using this Site and accessing our Services in any manner, you acknowledge that you have read, understood, and agree to be bound by this Agreement. This Site is controlled and operated by us from our offices within the United States, and we make no representation that materials in the Site are appropriate or available for use in other locations. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with all applicable local laws.

2. Privacy Policy

Our Privacy Policy, which can be found at Privacy Policy, describes in exhaustive detail how we may use, store, and process your personal information. By continuing to use this Site, you accept the Privacy Policy, which is incorporated herein by reference as a vital part of our agreement. If you object to your personal information being used as described in the Privacy Policy, we request that you immediately cease use of our services. You must be at least 18 years of age to access this Site, and by agreeing to these terms, you represent and warrant that you meet this age requirement.

3. The Services

Subject to your compliance with this Agreement and your associated payments, we will provide the Services to you during the term to which you have subscribed. You agree to provide accurate, current, and complete information during the registration process and to maintain the security of any password and identification provided. You accept sole responsibility for all activities that occur under your account, regardless of whether you authorized the activity. SmartAI Soft reserves the right to modify, replace, or discontinue the Services at any time, for any reason, without prior notice to you, though we strive for maximum uptime and reliability.

• You must notify us immediately of any unauthorized use of your account or security breach.
• You are responsible for obtaining all telecommunications and computer equipment needed to access the Services.

4. Use of the Services

You may use the Services for any number of projects or scope for which you have subscribed, and our output volume depends on the specific plan and request complexity. While we accept unlimited requests for Deliverables, our actual output volume depends on factors like the type of plan and the complexity of the specific task. We do our best to work with you to accommodate priority items and timelines, but we do not guarantee the amount of work created in a single subscription period. You are the owner and/or controller of all content or materials you provide to us, and you represent that you have the necessary rights and licenses to distribute and utilize such Customer Content.

5. Use of Licensed Content

Subject to full payment, we grant you a revocable, non-exclusive, non-transferable license to the Licensed Content for your personal or professional use as incorporated into a Deliverable. We and our licensors retain ownership over Licensed Content, which may include stock photography, video, or templates, and you may not sell, lease, or sub-license such content apart from the Deliverable. To the extent we license content from third parties like Adobe Stock or Envato, you agree to comply with their respective license terms. SmartAI Soft will retain ownership over any content produced using AI technologies unless otherwise specified in your specific service tier or contract.

6. Fees and Payments

Service fees must be paid in full according to the billing frequency (monthly, quarterly, or annually) specified during your registration. Failure of payment will result in the immediate suspension of Services, and any overdue charges will accrue interest at the rate of 1.5% per month or the maximum rate permitted by law. We reserve the right to change our fees upon five days' advance notice, and by continuing to use the Services, you accept these changes. All payments made to SmartAI Soft are non-cancelable and non-refundable, as we commit resources and engineering hours immediately upon receipt of your subscription order.

7. Confidential Information

SmartAI Soft agrees to maintain the strict confidentiality of your non-public or proprietary information, including business plans and product designs. You also agree to maintain the confidentiality of our proprietary information and will not disclose it to any third party without our express written consent. We will only limit access to your Confidential Information to those employees, contractors, and representatives who need to know it to provide Services to you. This mutual obligation of confidentiality shall survive for five (5) years after the termination of this Agreement, ensuring the protection of intellectual property and competitive advantages.

8. Publicity

Unless you provide us with a specific written notice to the contrary, you agree that SmartAI Soft may disclose that you are a customer of our services. We may use your name and logo in our digital marketing materials, including our website, social media profiles, and case studies to highlight our successful collaborations. This helps us showcase the diverse range of industries we serve and build credibility with potential new partners. If you wish to opt-out of this publicity, please send a written request to info@smartaisoft.com, and we will remove your information from future marketing distributions.

9. Term and Termination

This Agreement will expire or terminate upon the expiration or termination of your account or subscription. SmartAI Soft may terminate your account at any time upon notice if you default or breach any material terms of this Agreement, including non-payment. Upon termination, your right to access the platform and any Deliverables not yet finalized will immediately cease. Certain sections of this Agreement, including confidentiality obligations, liability waivers, and intellectual property ownership, will survive termination to protect the rights and interests of both parties involved in this Agreement.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, SMARTAI SOFT DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR DELIVERABLES. USE OF ANY AI-GENERATED CONTENT IS AT YOUR OWN RISK.

11. Liability Waiver

SmartAI Soft will not be responsible for any lost profits, revenues, data, financial losses or indirect, special, consequential, or exemplary damages. Even if we have been advised of the possibility of such damages, our total liability for any claims under these terms is limited to a maximum of fifty dollars ($50.00). This waiver applies to any damages arising from your use or inability to use our services, or any unauthorized access to our systems. This limitation of liability is a fundamental element of the basis of the bargain between SmartAI Soft and you, without which the services would not be provided.

12. Indemnification

You agree to defend, indemnify, and hold SmartAI Soft and its affiliates, officers, and employees harmless from and against any third-party claims, liabilities, or damages arising out of your use of the Services or breach of this Agreement. This includes any claims that your Customer Content infringes upon the intellectual property rights of another party. You shall cooperate as required by us in the defense of any such claim, and we reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you. You will not, in any event, settle any claim without our prior written consent to ensure our brand reputation is protected.

13. Links to Third-Party Platforms

Our Site and Services may contain links to other websites or social media platforms that are not owned or controlled by SmartAI Soft. We provide these links only as a convenience, and we do not endorse or control the privacy practices or content of these third-party sites. You agree that we are not responsible for any damage or loss caused by your use of any third-party website, products, or services. We encourage you to review the terms of service and privacy policies of any third-party site you visit to understand how they may collect and use your personal information.

14. Digital Millennium Copyright Act

We respect the intellectual property rights of others and respond to notices of alleged copyright infringement according to the Digital Millennium Copyright Act (DMCA). If you believe that your copyrighted work has been infringed, please send a written notice to our designated agent at info@smartaisoft.com. Your notice must include a description of the copyrighted work, the location of the infringing material on our site, and your contact information. We take these reports seriously and will investigate and remove infringing material as required by applicable law to maintain a compliant platform.

15. Dispute Resolution

This Agreement is governed by the laws of the **State of Wyoming**, without regard to conflict of law principles. Any legal action or proceeding arising out of or relating to this Agreement shall be instituted exclusively in state or federal courts located in Wyoming. You consent to the jurisdiction of these courts and agree that venue is proper in any such legal action. If a court finds it lacks exclusive jurisdiction, you agree to settle all disputes through binding arbitration in Wyoming in accordance with the International Arbitration Rules of the International Centre for Dispute Resolution.

16. Assignment

This Agreement and the rights and obligations herein are personal to you, and you may not assign or transfer them without our prior written consent. We may assign our rights and obligations under this Agreement to any third party at our sole discretion, including in connection with a merger, acquisition, or sale of assets. Any attempt by you to assign your rights without consent will be null and void. This Agreement will be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns, ensuring continuity of service during business transitions.

17. Severability

If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, unenforceable, or in conflict with any applicable law, the remaining provisions shall remain in full force and effect. The parties agree to replace any such invalid provision with a valid provision that most closely approximates the intent and economic effect of the invalid provision. This ensures that the primary goals of the Agreement are maintained even if specific legal details are challenged in court. Our failure to enforce any right or provision will not be considered a waiver of those rights.

18. Non-Waiver

The failure of either party to exercise any right or remedy provided for in this Agreement shall not be deemed a waiver of any further rights hereunder. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. Any waiver must be in writing and signed by an authorized representative of the waiving party to be valid. This ensures that both parties are held accountable to the Agreement throughout the duration of the business relationship, and that legal rights are preserved even if not immediately exercised.

19. Force Majeure

SmartAI Soft will not be liable for any failure to perform its obligations under this Agreement if such failure is caused by an event beyond our reasonable control. This includes, but is not limited to, acts of God, war, pandemic, government shutdown, lighting, flood, fire, or widespread infrastructure failure. We will use commercially reasonable efforts to mitigate the effects of such an event and will resume performance as soon as reasonably possible. We will not be held responsible for service delays caused by these uncontrollable circumstances, ensuring that our business can withstand global or local crises without legal penalty.