Terms of Service
Last Updated: February 5, 2026
Effective Date: February 5, 2026
Version 1.0
Quick Summary
You own your generated content, but you are solely responsible for what you create.
AI outputs are not guaranteed to be unique, accurate, or free from copyright issues.
Disputes are resolved through binding arbitration in Delaware (you may opt out within 30 days).
We can terminate accounts that violate our policies without refund.
This summary is for convenience only and is not legally binding. Please read the full Terms below.
## Table of Contents
1. [Acceptance of Terms](#1-acceptance-of-terms)
2. [Eligibility](#2-eligibility)
3. [Account Registration](#3-account-registration)
4. [Service Description](#4-service-description)
5. [Subscription Plans and Billing](#5-subscription-plans-and-billing)
6. [Credits](#6-credits)
7. [Cancellation and Refunds](#7-cancellation-and-refunds)
8. [User Content and Ownership](#8-user-content-and-ownership)
9. [License Grant to Nover](#9-license-grant-to-nover)
10. [Custom Model Training (LoRA)](#10-custom-model-training-lora)
11. [Nover Community](#11-nover-community)
12. [Acceptable Use Policy](#12-acceptable-use-policy)
13. [Content Moderation and Enforcement](#13-content-moderation-and-enforcement)
14. [Intellectual Property](#14-intellectual-property)
15. [AI-Generated Content Disclaimer](#15-ai-generated-content-disclaimer)
16. [Public Image URLs](#16-public-image-urls)
17. [Third-Party Services](#17-third-party-services)
18. [Disclaimer of Warranties](#18-disclaimer-of-warranties)
19. [Limitation of Liability](#19-limitation-of-liability)
20. [Indemnification](#20-indemnification)
21. [Account Termination and Suspension](#21-account-termination-and-suspension)
22. [Dispute Resolution and Arbitration](#22-dispute-resolution-and-arbitration)
23. [Governing Law](#23-governing-law)
24. [Modifications to the Service](#24-modifications-to-the-service)
25. [Changes to These Terms](#25-changes-to-these-terms)
26. [General Provisions](#26-general-provisions)
27. [Contact Information](#27-contact-information)
## 1. Acceptance of Terms
By accessing or using the Nover platform at nover.studio ("**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.
These Terms constitute a legally binding agreement between you and **Nover, Inc.**, a Delaware C-Corporation ("**Nover**," "**we**," "**us**," or "**our**"). By clicking "I Accept," creating an account, or using the Service in any way, you represent that:
1. You have read, understood, and agree to be bound by these Terms.
2. You meet the eligibility requirements described in Section 2.
3. You have the legal authority to enter into this agreement on behalf of yourself or the entity you represent.
If you are 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, and "you" and "your" will refer to that entity.
These Terms should be read together with our [Privacy Policy](/legal/privacy), [DMCA Policy](/legal/dmca), and [Security Policy](/legal/security), which are incorporated by reference.
## 2. Eligibility
You must be at least **18 years of age** to use the Service.
By using the Service, you represent and warrant that:
- You are at least 18 years old.
- You have the legal capacity to enter into a binding contract.
- You are not barred from using the Service under any applicable law.
- Your use of the Service will comply with all applicable local, state, national, and international laws and regulations.
We do not knowingly collect information from children under 18. If we learn that we have collected personal information from a child under 18, we will take steps to delete that information promptly.
## 3. Account Registration
To access the full features of the Service, you must create an account. When registering, you agree to:
1. **Provide accurate information.** You must provide truthful, current, and complete information during registration.
2. **Maintain account security.** You are responsible for safeguarding your password and for all activities that occur under your account. We strongly recommend enabling two-factor authentication (2FA).
3. **One account per person.** You may not create multiple accounts. Each account is for a single user only.
4. **No account sharing.** You may not share your account credentials with any other person or entity. You may not allow others to access the Service through your account.
5. **No account transfers.** Accounts are non-transferable. You may not sell, trade, or transfer your account to another person.
6. **Notify us of unauthorized access.** You must notify us immediately at <legal@nover.studio> if you believe your account has been compromised.
We reserve the right to disable or terminate any account at our discretion, including accounts we believe are in violation of these Terms.
## 4. Service Description
Nover is an AI-powered platform that enables users to generate images and videos through a web interface. Key aspects of the Service include:
- **AI Generation.** We use multiple third-party AI models (both open-source and proprietary) accessed through the Runware.ai API to generate content based on your inputs (prompts, settings, and parameters).
- **Web Interface.** The Service is currently available through our web application at nover.studio. We may offer API access and mobile applications in the future.
- **File Formats.** Generated images may be provided in PNG, JPG, SVG, or WEBP formats. Generated videos are provided in MP4 format. Additional formats may be offered in the future.
- **Download.** You may download your generated content directly from the Nover platform.
We do not develop or operate the underlying AI models. We integrate third-party AI models to provide the generation capabilities. The behavior, output quality, and limitations of these models are determined by their respective developers and are outside our direct control.
## 5. Subscription Plans and Billing
### 5.1 Subscription Tiers
We offer the following subscription plans:
| Plan | Monthly Price | Credits Included |
|---|---|---|
| **Free** | $0 | 25 credits on signup + 25 daily credits |
| **Mini** | $16 | 1,400 credits |
| **Pro** | $40 | 5,000 credits |
| **Max** | $80 | 12,500 credits |
We also offer **Enterprise** plans with custom pricing and terms, available by contacting us directly.
### 5.2 Billing
- All paid subscriptions are billed **monthly** in United States Dollars (USD).
- Payments are processed by **Stripe**, our third-party payment processor. By subscribing, you also agree to [Stripe's Terms of Service](https://stripe.com/legal).
- Applicable taxes (sales tax, VAT, etc.) may be assessed by Stripe and added to your subscription price.
- Subscription fees are charged on the date of subscription and on each monthly anniversary thereafter.
### 5.3 Automatic Renewal
Paid subscriptions automatically renew each month at the then-current subscription price unless you cancel before the renewal date. We will charge the payment method on file for each renewal period.
### 5.4 Price Changes
We reserve the right to change subscription prices at any time. Price changes for existing subscribers will take effect at the beginning of the next billing cycle following at least 30 days' prior notice.
### 5.5 Enterprise Plans
Enterprise plans are governed by separate agreements negotiated on a case-by-case basis. In the event of a conflict between these Terms and an Enterprise agreement, the Enterprise agreement will control.
## 6. Credits
### 6.1 Credit System
The Service operates on a credit-based system. Each generation consumes a variable number of credits depending on the workflow, quality settings, AI model selected, plugins used, resolution, and other factors.
### 6.2 Credit Terms
- Credits are **non-transferable** — you may not give, sell, or trade credits to another user.
- Credits are **non-redeemable** — credits cannot be exchanged for cash or any other goods or services.
- Credits have **no monetary value** outside of the Service.
### 6.3 Credit Persistence
- Credits you have purchased or earned **do not expire** while your account remains active and in good standing.
- If you cancel your paid subscription, your remaining credits will persist indefinitely and you may continue to use them on the free plan.
- If you downgrade to a lower tier, you will continue to receive the credit allocation of your new tier starting on your next billing date.
- Free daily credits (25 per day) are available to all users, including those who have canceled paid subscriptions.
### 6.4 Credit Forfeiture
- If your account is **terminated by Nover** for violations of these Terms, all remaining credits are **permanently forfeited** with no compensation.
- We are not responsible for credits lost due to service interruptions or technical issues.
## 7. Cancellation and Refunds
### 7.1 Cancellation
You may cancel your paid subscription at any time through your account settings. Upon cancellation:
- You will retain access to your paid plan's features until the end of your current billing period.
- Your subscription will not renew for the next billing cycle.
- Your remaining credits will persist indefinitely.
- Your account will revert to the free plan.
- There are no cancellation fees.
### 7.2 Refund Policy
**All purchases are final and non-refundable**, with the following sole exception:
- **Nover-initiated termination without cause.** If we terminate your account or discontinue the Service without any fault on your part, you will receive a refund for the most recent monthly subscription payment.
We do not provide refunds for:
- User-initiated cancellations, regardless of when during the billing period.
- Account terminations resulting from your violation of these Terms.
- Unused credits.
- Dissatisfaction with AI generation quality or output.
- Service interruptions, downtime, or technical issues.
- Chargebacks or payment disputes initiated fraudulently.
### 7.3 Chargebacks
If you initiate a chargeback or payment dispute with your bank or credit card company instead of contacting us first, we reserve the right to:
1. Immediately suspend your account pending investigation.
2. Terminate your account and forfeit all credits.
3. Contest the chargeback and provide transaction records to Stripe and the financial institution.
4. Pursue any available legal remedies.
We encourage you to contact us at <support@nover.studio> before initiating any payment dispute.
## 8. User Content and Ownership
### 8.1 Your Content
"**Your Content**" means any inputs you provide to the Service (including prompts, uploaded images, text, settings, and parameters) and any outputs generated by the Service based on your inputs (including generated images and videos).
### 8.2 Ownership of Outputs
Subject to these Terms and applicable law, **you retain ownership of the outputs generated through the Service** based on your inputs. We do not claim ownership of your generated images or videos.
However, you acknowledge and agree that:
1. **No guarantee of uniqueness.** Other users may generate substantially similar or identical output using the same or similar inputs. We do not guarantee that your outputs are unique.
2. **No guarantee of copyright protection.** The copyright status of AI-generated content is evolving and legally uncertain. We make no representations about whether your outputs qualify for copyright protection under any jurisdiction.
3. **No guarantee of non-infringement.** AI-generated outputs may inadvertently resemble copyrighted works, trademarks, or the likeness of real individuals. We do not guarantee that your outputs will not infringe the intellectual property or other rights of third parties.
4. **You assume all risk.** You are solely responsible for your use of generated content, including any commercial use, publication, or distribution.
### 8.3 Your Responsibility for Inputs
You represent and warrant that:
- You have all necessary rights, licenses, and permissions to provide your inputs to the Service.
- Your inputs do not infringe the intellectual property rights, privacy rights, publicity rights, or other rights of any third party.
- Your inputs comply with all applicable laws and these Terms.
- You will not use the Service to generate content for any unlawful or prohibited purpose.
### 8.4 Commercial Use
You may use your generated content for commercial purposes, subject to these Terms. You are solely responsible for ensuring that your commercial use complies with all applicable laws and does not infringe the rights of any third party.
## 9. License Grant to Nover
### 9.1 Service License
By using the Service, you grant Nover a **worldwide, non-exclusive, royalty-free, sublicensable, and transferable license** to host, store, cache, process, reproduce, display, and transmit Your Content solely for the purposes of:
1. Operating, maintaining, and providing the Service to you and other users.
2. Processing your inputs to generate outputs using AI models.
3. Temporarily caching content for performance optimization.
4. Displaying content in your account dashboard and generation history.
5. Complying with legal obligations.
This license survives termination of your account to the extent necessary for us to fulfil our legal obligations (for example, retaining transaction records).
### 9.2 Community License
If you choose to share Your Content through the Nover Community feature (when available), you grant Nover an additional license to:
1. Publicly display your shared content on the Nover platform and affiliated channels.
2. Use your shared content for marketing, promotional, and advertising purposes with attribution to your username.
3. Sublicense these rights to our partners and affiliates for the purposes described above.
This Community license applies only to content you have actively and voluntarily chosen to share through the Community feature.
### 9.3 No Other Use
Except as expressly stated in this Section 9, we do not use Your Content for:
- Training or improving AI models.
- Selling or licensing to third parties.
- Any purpose unrelated to operating the Service.
## 10. Custom Model Training (LoRA)
### 10.1 Overview
The Service may allow you to train custom models ("**LoRA Models**") using your own data. LoRA Models you create are accessible only to your account.
### 10.2 Your Responsibilities
By using the LoRA training feature, you represent, warrant, and agree that:
1. **You own or have rights to all training data.** You have all necessary rights, licenses, and permissions for any images, data, or content you upload for training.
2. **No real people without consent.** You will not upload images of real, identifiable individuals without their explicit, documented consent.
3. **No copyrighted material.** You will not upload copyrighted works (including but not limited to characters, artwork, photographs, or designs owned by third parties) without proper authorization.
4. **No minors.** You will not upload images of minors (persons under 18 years of age) in any context for LoRA training.
5. **Compliance with law.** Your training data and use of resulting LoRA Models will comply with all applicable laws, including intellectual property, privacy, and data protection laws.
### 10.3 Indemnification for LoRA Training
You agree to indemnify, defend, and hold harmless Nover from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to your LoRA training data, your LoRA Models, or outputs generated using your LoRA Models. See Section 20 for the full indemnification provision.
### 10.4 Nover's Rights
- We do not claim ownership of your LoRA Models.
- We may remove or disable LoRA Models that we believe violate these Terms, without prior notice.
- We may access your LoRA Models to the extent necessary for service maintenance, security, or legal compliance.
## 11. Nover Community
### 11.1 Future Feature
We are developing a **Nover Community** feature that will allow users to optionally share their generated content publicly on the platform. This feature is not yet available. When launched, the following terms will apply:
### 11.2 Opt-In Only
Sharing to the Nover Community is entirely voluntary. No content will be shared publicly without your affirmative action.
### 11.3 Community Content
By sharing content to the Nover Community, you:
1. Grant Nover the license described in Section 9.2, including the right to publicly display your content and use it in marketing materials with attribution.
2. Acknowledge that your shared content will be visible to all users and potentially the general public.
3. Remain responsible for ensuring your shared content complies with these Terms and all applicable laws.
### 11.4 Removal
You may remove your content from the Nover Community at any time. Removal will be processed within a commercially reasonable time, but cached or archived copies may persist temporarily.
## 12. Acceptable Use Policy
### 12.1 Prohibited Content
You may not use the Service to generate, upload, share, distribute, or facilitate any content that:
1. **Is sexually explicit or pornographic (NSFW)** — including any sexually suggestive content involving real or fictional subjects.
2. **Depicts violence or gore** — including graphic depictions of injury, death, torture, or mutilation.
3. **Contains hate speech or discrimination** — content that promotes hatred, violence, or discrimination against individuals or groups based on race, ethnicity, religion, gender, sexual orientation, disability, or other protected characteristics.
4. **Infringes intellectual property** — including copyrighted characters, trademarked logos, or proprietary content [for example, Disney, Marvel, or other recognizable IP] without proper authorization.
5. **Depicts real people without consent** — including deepfakes, impersonation, or realistic depictions of identifiable real individuals (celebrities, politicians, private individuals) without their explicit consent, particularly in compromising, defamatory, or misleading contexts.
6. **Depicts minors in any context** — we strictly prohibit any AI-generated content depicting or appearing to depict minors (persons under 18), regardless of the nature of the content.
7. **Depicts weapons or dangerous items** — including firearms, explosives, and other weapons or instructions for creating them.
8. **Contains political misinformation** — including deepfakes of political figures, fabricated news imagery, or content designed to mislead voters or manipulate political discourse.
9. **Promotes illegal activities** — including drug manufacturing, hacking, fraud, terrorism, or any other activity that violates applicable law.
10. **Harasses, threatens, or intimidates** — any content directed at specific individuals intended to cause fear, distress, or reputational harm.
11. **Constitutes fraud or deception** — including scams, phishing, misleading impersonation, or content created to deceive others for financial gain.
12. **Violates any applicable law** — in your jurisdiction or any jurisdiction where the content is accessed or distributed.
### 12.2 Prohibited Conduct
You may not:
1. **Reverse engineer or decompile** the Service or any underlying technology.
2. **Scrape, crawl, or automatically extract** data from the Service using bots, scripts, or automated tools.
3. **Circumvent security measures** or attempt to gain unauthorized access to the Service, other accounts, or our systems.
4. **Abuse compute resources** — including but not limited to using automated methods to consume credits at inhuman speeds, overloading our systems, or exploiting the Service in ways not intended by its design.
5. **Resell or redistribute** the Service, access to the Service, or credits without our written authorization.
6. **Submit false DMCA takedown notices** or abuse the DMCA process.
7. **Impersonate Nover** or any Nover employee, or falsely claim affiliation with Nover.
8. **Interfere with other users'** ability to access or enjoy the Service.
9. **Use the Service for competitive analysis** or to build a competing product.
10. **Create multiple accounts** to circumvent restrictions, bans, or credit limitations.
### 12.3 Responsibility
You are solely responsible for all content you generate, upload, share, or distribute through the Service. Nover uses automated filtering (including NSFW detection via Runware.ai) where technically feasible, but **we cannot and do not guarantee that all prohibited content will be detected or prevented**. Automated filters may not catch all violations. The absence of a filter or warning does not constitute permission.
## 13. Content Moderation and Enforcement
### 13.1 Automated Filtering
We use automated content filtering tools, including NSFW detection provided by Runware.ai, to identify and block prohibited content. These tools operate on a best-effort basis and are not infallible.
### 13.2 No Manual Review
We do not manually review all content generated on the platform. We may, however, review specific content in response to reports, complaints, or suspected violations.
### 13.3 Strike System
Violations of the Acceptable Use Policy are addressed through a progressive enforcement system:
| Strike | Consequence |
|---|---|
| **First offense** | Warning issued and offending content removed |
| **Second offense** | Temporary account suspension (7–30 days at our discretion) |
| **Third offense** | Permanent account termination with no refund; all credits forfeited |
### 13.4 Immediate Termination
We reserve the right to **immediately and permanently terminate** any account, without prior warning or strikes, for:
- Any content depicting or appearing to depict child sexual abuse material (CSAM).
- Explicit non-consensual sexual content of real individuals.
- Content that facilitates terrorism, human trafficking, or other serious crimes.
- Any other violation we determine, in our sole discretion, to pose a severe risk.
In such cases, we will preserve evidence and cooperate with law enforcement authorities as required by applicable law.
### 13.5 Appeals
If you believe your account was suspended or terminated in error, you may submit an appeal to <legal@nover.studio>. Include your account email, a description of the situation, and any supporting evidence. We will review appeals in good faith; however, **Nover's final determination is binding**.
## 14. Intellectual Property
### 14.1 Nover's Intellectual Property
The Service, including its design, features, functionality, user interface, code, trademarks, logos, and documentation, is owned by Nover and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or create derivative works based on the Service or any part thereof without our prior written consent.
### 14.2 Third-Party AI Models
The AI models used to generate content are developed and owned by third parties. Nover does not own, control, or make any representations about these models. Any claims related to the AI models or their training data should be directed to the respective model developers.
### 14.3 Feedback
If you provide us with feedback, suggestions, or ideas regarding the Service ("**Feedback**"), you grant us an unrestricted, irrevocable, worldwide, royalty-free license to use, modify, and incorporate the Feedback into our products and services without any obligation to you.
## 15. AI-Generated Content Disclaimer
**YOU ACKNOWLEDGE AND AGREE THAT AI-GENERATED CONTENT IS INHERENTLY UNPREDICTABLE AND MAY BE INACCURATE, INCOMPLETE, OFFENSIVE, OR INFRINGING.**
Specifically, you understand and accept that:
1. **No accuracy guarantee.** AI outputs may contain factual errors, distortions, artifacts, or other inaccuracies. We do not verify the accuracy of any generated content.
2. **No copyright safety.** AI-generated content may inadvertently reproduce or closely resemble copyrighted works, trademarks, or designs. We do not guarantee that any output is free from intellectual property claims.
3. **No uniqueness.** Multiple users may receive identical or substantially similar outputs from the same or similar inputs.
4. **No endorsement.** The generation of any content through the Service does not constitute Nover's endorsement, approval, or recommendation of that content.
5. **User assumes all risk.** You assume full responsibility and all risk associated with evaluating, using, publishing, distributing, or commercially exploiting any content generated through the Service.
6. **Not professional advice.** AI-generated content is not a substitute for professional advice of any kind, including but not limited to legal, financial, medical, or architectural advice.
## 16. Public Image URLs
**IMPORTANT:** Generated images are delivered as **publicly accessible URLs** hosted by our AI generation provider, Runware.ai. This means:
1. **Anyone with the URL can access** the generated image, regardless of whether they have a Nover account.
2. **We do not control access** to these URLs. Once an image is generated, the URL may remain accessible even after you delete it from Nover.
3. **Do not generate sensitive content.** You should not use the Service to generate images containing personal, confidential, or private information, as these images may be publicly accessible.
4. **No expectation of privacy.** You acknowledge that generated images are not private and should be treated as publicly available content.
You assume all risk associated with the public accessibility of generated image URLs. We are not responsible for any unauthorized access, use, or distribution of your generated content by third parties who obtain the URL.
## 17. Third-Party Services
### 17.1 Third-Party Integrations
The Service relies on third-party services to operate, including but not limited to:
- **Runware.ai** — AI image and video generation API
- **Stripe** — Payment processing
- **Supabase** — Authentication and database services
- **Netlify and Vercel** — Web hosting
- **Zoho** — Email communications
- **Namecheap** — CDN and DNS services
### 17.2 Third-Party Terms
Your use of the Service may be subject to the terms and conditions of these third-party providers. We encourage you to review the terms and privacy policies of these services. In particular, payment processing is governed by [Stripe's Terms of Service](https://stripe.com/legal) and [Stripe's Privacy Policy](https://stripe.com/privacy).
### 17.3 No Liability for Third Parties
We are not responsible or liable for any acts, omissions, outages, data loss, or errors caused by third-party service providers. In the event of a third-party service failure, your sole remedy is to discontinue use of the affected feature. We will use commercially reasonable efforts to resolve third-party disruptions but make no guarantees regarding their availability or performance.
## 18. Disclaimer of Warranties
**THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.**
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NOVER DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:
1. **IMPLIED WARRANTIES** of merchantability, fitness for a particular purpose, and non-infringement.
2. **AVAILABILITY** — We do not warrant that the Service will be uninterrupted, timely, secure, or error-free.
3. **ACCURACY** — We do not warrant that the results obtained from the Service (including AI-generated content) will be accurate, reliable, or meet your requirements.
4. **STORAGE** — We do not guarantee permanent storage of any content, data, or account information. Users are responsible for maintaining their own backups. See Section 24.
5. **SECURITY** — While we implement commercially reasonable security measures, we do not guarantee that the Service is immune from data breaches, unauthorized access, or other security incidents.
6. **COMPATIBILITY** — We do not warrant that the Service will be compatible with all devices, browsers, or operating systems.
No advice or information, whether oral or written, obtained by you from Nover or through the Service will create any warranty not expressly stated in these Terms.
## 19. Limitation of Liability
### 19.1 Exclusion of Consequential Damages
**TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NOVER, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS (COLLECTIVELY, "NOVER PARTIES") BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO:**
- Loss of profits or revenue
- Loss of business or business interruption
- Loss of data or content
- Loss of goodwill or reputation
- Cost of procurement of substitute services
- Any damages arising from unauthorized access to or alteration of your data
**WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF NOVER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.**
### 19.2 Liability Cap
**TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF NOVER PARTIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED:**
- **For paid users:** The total amount actually paid by you to Nover for the Service during the **twelve (12) months** immediately preceding the event giving rise to the claim.
- **For free users (non-paying):** One Hundred United States Dollars (**$100 USD**).
### 19.3 Exceptions
The limitations in this Section 19 do not apply to: (a) Nover's liability for death or personal injury caused by Nover's negligence; (b) Nover's liability for fraud or fraudulent misrepresentation; or (c) any liability that cannot be excluded or limited under applicable law.
### 19.4 Basis of the Bargain
You acknowledge and agree that the limitations of liability set forth in this Section 19 are fundamental elements of the basis of the bargain between you and Nover, and that Nover would not provide the Service without these limitations.
## 20. Indemnification
You agree to **indemnify, defend, and hold harmless** Nover and all Nover Parties from and against any and all claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to:
1. **Your Content** — including any content you generate, upload, share, distribute, or create using the Service.
2. **Your LoRA Models** — including training data, resulting models, and outputs generated using your custom models.
3. **Intellectual property claims** — including any claim that your generated content or LoRA training data infringes the copyright, trademark, trade secret, right of publicity, privacy right, or other intellectual property or proprietary right of any third party.
4. **Your violation of these Terms** — including the Acceptable Use Policy.
5. **Your use of the Service** — including any use that causes harm to a third party.
6. **Your violation of applicable law** — including data protection, privacy, intellectual property, and consumer protection laws.
This indemnification obligation survives the termination of your account and these Terms.
## 21. Account Termination and Suspension
### 21.1 Termination by You
You may close your account at any time through your account settings or by contacting us at <support@nover.studio>. Account closure is distinct from subscription cancellation — see Section 7. Upon account deletion:
- Your data will be retained for 30 days to allow recovery, after which it will be permanently deleted.
- Transaction records will be retained for up to 7 years for tax and legal compliance purposes.
- Any remaining credits will be forfeited.
### 21.2 Termination or Suspension by Nover
We may suspend or terminate your account immediately and without prior notice if:
1. You violate these Terms, including the Acceptable Use Policy.
2. You engage in fraudulent, abusive, or illegal activity.
3. You initiate a chargeback or fraudulent payment dispute.
4. We are required to do so by law, regulation, or legal process.
5. Your continued use could expose Nover to legal liability.
6. We determine, in our sole discretion, that your account poses a risk to the Service, other users, or Nover.
### 21.3 Effect of Termination
Upon termination by Nover for cause:
- Your access to the Service will be revoked immediately.
- All remaining credits are forfeited with no compensation.
- No refunds will be issued for the current or any prior billing period.
- You may not create a new account without our express written permission.
### 21.4 Termination Without Cause by Nover
If we terminate your account without cause (for example, if we discontinue the Service), you will receive a refund of your most recent monthly subscription payment. This is your sole and exclusive remedy for termination without cause.
### 21.5 Survival
The following sections survive termination of these Terms: Sections 8, 9, 10.3, 14, 15, 16, 17, 18, 19, 20, 22, 23, and 26.
## 22. Dispute Resolution and Arbitration
**PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND HAVE A JURY TRIAL.**
### 22.1 Informal Resolution First
Before initiating any formal dispute resolution proceeding, you and Nover agree to attempt to resolve any dispute informally by contacting <legal@nover.studio>. We will attempt to resolve the dispute within 30 days. If the dispute is not resolved within 30 days, either party may proceed to binding arbitration.
### 22.2 Binding Arbitration
Any dispute, controversy, or claim arising out of or relating to these Terms, the Service, or your account that cannot be resolved informally will be resolved through **final and binding arbitration** administered by JAMS under its Comprehensive Arbitration Rules and Procedures, rather than in court.
- **Location:** Arbitration will take place in Wilmington, Delaware, or at another mutually agreed location. For claims under $25,000, the arbitration may be conducted entirely by telephone or video conference.
- **Arbitrator:** A single neutral arbitrator will be selected in accordance with JAMS rules.
- **Authority:** The arbitrator will have exclusive authority to resolve all disputes, including the scope and enforceability of this arbitration agreement.
- **Award:** The arbitrator's award will be final and binding. Judgment on the award may be entered in any court of competent jurisdiction.
- **Fees:** Each party will bear its own arbitration costs and attorneys' fees, unless the arbitrator determines that a claim was frivolous, in which case the arbitrator may award reasonable costs and fees to the prevailing party.
### 22.3 Class Action Waiver
**YOU AND NOVER AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. YOU WAIVE YOUR RIGHT TO PARTICIPATE IN, OR BE REPRESENTED IN, ANY CLASS ACTION, COLLECTIVE ACTION, REPRESENTATIVE ACTION, OR CONSOLIDATED PROCEEDING.** The arbitrator may not consolidate claims or preside over any form of class or representative proceeding.
### 22.4 Opt-Out Right
You may opt out of this arbitration agreement and class action waiver by sending a written notice to <legal@nover.studio> within **30 days** of first creating your account. Your notice must include your full name, account email address, and a clear statement that you wish to opt out of the arbitration agreement. If you opt out, all other provisions of these Terms remain in effect.
### 22.5 Small Claims Exception
Notwithstanding the above, either party may bring an individual action in small claims court for disputes within the court's jurisdictional limits.
### 22.6 Injunctive Relief
Nothing in this Section prevents either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement of a party's intellectual property rights or other proprietary rights.
## 23. Governing Law
These Terms are governed by and construed in accordance with the laws of the **State of Delaware, USA**, without regard to its conflict-of-law principles. To the extent that litigation is permitted under these Terms, you and Nover agree to submit to the exclusive personal jurisdiction of the state and federal courts located in the State of Delaware.
## 24. Modifications to the Service
### 24.1 Service Changes
We reserve the right to modify, update, suspend, or discontinue any part of the Service at any time, with or without notice. This includes the right to:
- Add, change, or remove features and functionality.
- Change or discontinue AI models used for generation.
- Modify credit costs for different generation workflows.
- Change supported file formats or resolution options.
### 24.2 No Guarantee of Availability
We do not guarantee uninterrupted availability or uptime of the Service. We are not liable for any downtime, service interruptions, or data loss resulting from modifications, maintenance, or discontinuation of the Service.
### 24.3 Data Loss
**We do not guarantee permanent storage of any content or data.** You are solely responsible for maintaining backups of any generated content you wish to preserve. We will not be liable for any data loss, regardless of the cause.
## 25. Changes to These Terms
We may update these Terms from time to time. When we make material changes, we will:
1. Update the "Last Updated" date at the top of these Terms.
2. Notify users via email at least **30 days** before changes take effect.
3. For significant changes that materially affect your rights, we may require re-acceptance during your next login.
Your continued use of the Service after updated Terms take effect constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Service and may close your account.
## 26. General Provisions
### 26.1 Entire Agreement
These Terms, together with the Privacy Policy, DMCA Policy, Security Policy, and any applicable Supplemental Terms or Enterprise agreements, constitute the entire agreement between you and Nover regarding the Service and supersede all prior agreements, representations, and understandings.
### 26.2 Severability
If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
### 26.3 Waiver
Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision. No waiver will be effective unless made in writing and signed by Nover.
### 26.4 Assignment
You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of assets.
### 26.5 Force Majeure
Nover will not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, government actions, internet or infrastructure failures, or third-party service outages.
### 26.6 Notices
Notices to you may be made via email to the address associated with your account or by posting on the Service. Notices to Nover must be sent to <legal@nover.studio>.
### 26.7 No Third-Party Beneficiaries
These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.
### 26.8 Headings
Section headings are for convenience only and do not affect the interpretation of these Terms.
## 27. Contact Information
If you have questions about these Terms or the Service, please contact us:
- **General Support:** <support@nover.studio>
- **Legal Inquiries:** <legal@nover.studio>
- **DMCA Notices:** <legal@nover.studio> (see our [DMCA Policy](/legal/dmca))
**Nover, Inc.**
A Delaware C-Corporation
---
**Related Documents:**
- [Privacy Policy](/legal/privacy)
- [DMCA Policy](/legal/dmca)
- [Security Policy](/legal/security)
- [Billing & Refund Policy](/legal/billing-refunds)
- [List of Sub-Processors](/legal/subprocessors)
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**Previous Versions:** None — this is Version 1.0.