Terms of Use

Effective Date: September 21st, 2025
Last Updated: January 21st, 2026

These Terms of Use (“Terms”) constitute a legally binding agreement between you (“User,” “you,” or “your”) and Emilia Digital Ltd., a company incorporated in Israel (“Company,” “we,” “our,” or “us”), governing your use of our eCommerce AI platform and related services (the “Services”).

By creating an account, purchasing a subscription, or using the Services, you agree to be bound by these Terms. If you do not agree, you must not use the Services.

1. Eligibility

1.1 You must be at least 16 years of age to use the Services.

1.2 By using the Services, you represent that you have the legal capacity to enter into these Terms.

1.3 Accounts may not be created or used by automated systems, bots, or competitors.

2. Accounts

2.1 You must provide accurate and complete registration information.

2.2 You are responsible for maintaining the confidentiality of your login credentials and all activities under your account.

2.3 You must immediately notify us of any unauthorized use of your account.

3. Subscriptions & Billing

3.1 Access to the Services requires a paid subscription plan. Plan details, limits, and pricing are set forth at the time of purchase.

3.2 Subscriptions automatically renew at the end of each billing cycle unless canceled.

3.3 You authorize us or our payment providers (e.g., Stripe, PayPal, PayPlus, UPAY) to charge your chosen payment method.

3.4 Subscription fees are non-refundable except as required by law.

3.5 We reserve the right to change subscription pricing and plan limits with reasonable notice.

3.6 Subscription pricing reflects access to the Services and a defined allocation of usage credits. Pricing is not tied to a guaranteed number of outputs, but rather to the credit value included in the plan.

3A. Affiliate & Referral Program

3A.1 The Company may offer an optional affiliate or referral program (the “Affiliate Program”) that allows users to earn promotional usage credits by sharing a unique referral link.

3A.2 Subject to these Terms, an eligible User may receive:
(a) A fixed number of promotional image credits if a new user registers using the User’s referral link; and
(b) An additional fixed number of promotional image credits if the referred user completes a paid subscription purchase.

3A.3 The number of credits awarded, eligibility conditions, and qualifying actions are determined solely by the Company and may change at any time without prior notice.

3A.4 Referral credits:
(a) Are promotional, non-transferable, non-refundable, and have no cash value;
(b) May be subject to expiration or usage limits;
(c) Cannot be exchanged for money, discounts, or refunds;
(d) May only be used within the Services and in accordance with the User’s active subscription plan.
(e) Promotional credits may be subject to different usage rules than subscription credits and may be limited to specific actions or resolutions.

3A.5 The Company reserves the right, in its sole discretion, to:
(a) Modify, suspend, or terminate the Affiliate Program at any time;
(b) Adjust, revoke, or cancel referral credits already granted;
(c) Disqualify any User or referral activity suspected of abuse, fraud, manipulation, self-referrals, duplicate accounts, automated registrations, or violation of these Terms.

3A.6 Users may not:
(a) Create multiple accounts to obtain referral credits;
(b) Refer themselves, household members, or controlled entities;
(c) Use misleading, deceptive, spam-based, or unlawful marketing practices to promote referral links;
(d) Imply any partnership, endorsement, or official representation of the Company.

3A.7 The Company shall not be liable for any loss of credits, suspension of referral benefits, or changes to the Affiliate Program.

3A.8 Participation in the Affiliate Program constitutes acceptance of this section and any additional program rules published by the Company from time to time.

4. Credits & Usage Limits

4.1 The Services operate on a credit-based usage system. Credits represent the right to consume specific AI-powered actions within the Services.

4.2 Credits are deducted based on actual usage, including but not limited to the following actions:

(a) Image analysis, image-to-text, or similar AI reading operations consume 1 credit per action.
(b) Image generation at standard resolution (1K or 2K) consumes 5 credits per image.
(c) Image generation at high resolution (4K) consumes 10 credits per image.

4.3 Credit consumption rates may vary depending on output resolution, selected features, system configuration, or technical requirements. Higher-quality or higher-resolution outputs consume more credits.

4.4 Each subscription plan includes a predefined number of credits per billing cycle, as displayed at the time of purchase. Credit allocations are designed to be equivalent to the number of standard-resolution (1K/2K) images advertised for each plan.

4.5 Any reference to a number of images in plan descriptions represents standard-resolution equivalents. Generating higher-resolution outputs may reduce the total number of images available within a given plan.

4.6 Unused credits do not roll over to subsequent billing cycles unless explicitly stated otherwise in writing.

4.7 If you exhaust your available credits, you may, subject to availability:
(a) Wait until the next billing cycle;
(b) Upgrade your subscription plan; or
(c) Purchase additional credits, if such option is offered.

4.8 Credits have no cash value, are non-transferable, non-refundable, and may not be exchanged for money, discounts, or refunds.

4.9 If you exceed your plan’s credit limits, we may suspend access to credit-based features until credits are replenished through renewal, upgrade, or additional purchase.

4.10 The Company may offer the option to purchase one-time or additional credits separate from a subscription (“One-Time Credits”).

4.11 One-Time Credits are valid for a period of twelve (12) months from the date of purchase, after which they automatically expire. One-Time Credits are non-refundable, non-transferable, have no cash value, do not roll over, and cannot be exchanged for money, discounts, or refunds. One-Time Credits are consumed according to the same or different usage rules as subscription or promotional credits, as determined by the Company. Upon subscription cancellation or account termination, any unused One-Time Credits may be forfeited, unless otherwise required by applicable law.

5. Acceptable Use

5.1 You agree not to use the Services to:
(a) Upload, submit, or reference any content (including images, videos, or likenesses) that you do not own or do not have full legal rights, licenses, and consents to use.
(b) Generate or distribute illegal, harmful, abusive, defamatory, or obscene content.
(c) Create or share deepfakes, sexual content, or content that infringes third-party rights.
(d) Interfere with the Services, attempt unauthorized access, or reverse-engineer any part of our systems.

5.2 We may suspend or terminate your account for any violation of these Terms.

5.3 You are solely responsible for ensuring that any content you upload, reference, or use within the Services complies with all applicable laws, regulations, and third-party rights, including intellectual property, privacy, and publicity rights.

6. Ownership & Intellectual Property

6.1 We own all rights, title, and interest in the platform, software, models, interfaces, and related intellectual property.

6.2 You retain ownership of the content you upload and the outputs you generate, subject to your compliance with these Terms.

6.3 By using the Services, you grant us a limited license to process your inputs and outputs solely for the purpose of delivering the Services, improving functionality, and complying with law.

6.4 We may use anonymized, aggregated data to improve our systems.

6.5 Any images, files, or materials uploaded by Users for reference, inspiration, or processing are used solely to provide the Services. The Company does not claim ownership over such materials and does not assume responsibility for their legality or permitted use.

6A. User-Provided Reference Images

6A.1 The Services may allow Users to upload images as visual references for style, lighting, composition, or aesthetic inspiration.

6A.2 Reference images are not reused, republished, redistributed, or incorporated directly into generated outputs. They are analyzed solely to extract general visual characteristics.

6A.3 The Company does not store, train models on, or commercially exploit reference images beyond what is technically required to deliver the Services.

6A.4 You represent and warrant that you own or have full rights and permissions to upload and use any reference image.

6A.5 The Company bears no responsibility for the legality, ownership, consent, or permitted use of reference images. All responsibility rests solely with the User.

6B. User-Uploaded Presenters & Likenesses

6B.1 The Services may allow Users to upload images of real individuals (“Presenters”) for use within AI-generated content.

6B.2 By uploading any image of a real person, you represent and warrant that:
(a) You have obtained full legal consent from the individual depicted;
(b) You are authorized to use their likeness for AI-generated outputs;
(c) Such use does not violate any privacy, publicity, contractual, or intellectual property rights.

6B.3 The Company does not verify consent, identity, or ownership of uploaded presenter images.

6B.4 All responsibility for uploaded presenter images, including consent, legality, and permitted use, rests entirely with the User.

6B.5 The Company shall not be liable for any claims, disputes, or damages arising from the use of real persons’ likenesses uploaded by Users.

7. AI-Specific Disclaimers

7.1 Outputs generated by AI may be inaccurate, incomplete, biased, or unsuitable.

7.2 We do not guarantee that outputs are free of third-party rights or suitable for commercial use.

7.3 You are solely responsible for reviewing outputs before use and ensuring compliance with applicable laws and regulations.

7.4 We disclaim liability for any reliance on generated outputs.

7.5 The Company does not guarantee that any specific credit usage will result in a specific number of outputs, as credit consumption depends on resolution, feature selection, and technical factors.

7.6 AI analysis of reference images is interpretive and non-deterministic. Outputs are generated based on inferred visual patterns and may not reflect the original reference accurately.

7.7 The Company does not guarantee that outputs generated using reference images or uploaded presenters will be free of third-party claims or suitable for commercial use.

8. Service Availability

8.1 We strive to provide uninterrupted Services but do not guarantee availability.

8.2 Maintenance, upgrades, or failures of third-party providers (e.g., AI vendors, cloud services) may cause temporary disruptions.

8.3 We may modify, suspend, or discontinue features at any time.

9. Termination

9.1 You may cancel your subscription at any time via your account settings. Cancellation takes effect at the end of the current billing period.

9.2 We may suspend or terminate your account immediately if you:
(a) Violate these Terms.
(b) Fail to pay subscription fees.
(c) Misuse the Services.

9.3 Upon termination, you lose access to the Services and your stored history may be deleted, subject to legal retention obligations.

9.4 Cancellation prevents future charges but does not entitle you to a refund for the current billing cycle.

10. Limitation of Liability

10.1 To the maximum extent permitted by law, our liability is limited to the amount you paid in subscription fees in the 12 months preceding the claim.

10.2 We are not liable for indirect, incidental, consequential, or punitive damages, including lost profits, data loss, or reputational harm.

10.3 Nothing in these Terms excludes liability that cannot be excluded under applicable law.

10.4 Without limiting the foregoing, the Company shall have no liability arising from:
(a) User-uploaded reference images;
(b) User-uploaded images of real individuals;
(c) Lack of consent, ownership, or authorization related to User-provided content;
(d) Any claims brought by third parties related to such content.

Indemnification

You agree to indemnify, defend, and hold harmless Emilia Digital Ltd., its directors, employees, contractors, and affiliates from any claims, damages, liabilities, losses, and expenses (including reasonable legal fees) arising from:
(a) Any content you upload, reference, or generate using the Services;
(b) Use of reference images or real persons’ likenesses without proper rights or consent;
(c) Violation of these Terms or applicable law;
(d) Any third-party claims relating to intellectual property, privacy, or publicity rights.

Governing Law & Jurisdiction

These Terms are governed by the laws of Israel, without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the competent courts of Tel Aviv, Israel, unless otherwise required by mandatory local laws.

Changes

We may amend these Terms at any time. Updates will be posted on our website with a revised “Last Updated” date. Continued use of the Services after changes constitutes acceptance.