Terms of Service

"Account" means the user-specific portal, including all associated data, settings, and credentials, that enables a User to access and use the Service.

"AI Persona" means a digital representation of an individual generated by a User through the 'Agency Builder' feature of the Service, utilizing User Input.

"Company-Owned AI Persona" means any pre-existing AI Persona developed and owned by the Company.

"User-Created AI Persona" means an AI Persona generated by a User via the "Agency Builder" feature.

"Brand" means a User, typically a legally registered entity, that has successfully completed the Company's verification process and has been approved, at the Company's sole discretion, to create, manage, and fund Campaigns on the Service.

"Campaign" means a specific project initiated by a Brand on the Service, which outlines its objectives, creative requirements, brand assets, and the total Campaign Budget for Creators.

"Campaign Budget" means the total sum of money funded by a Brand for a specific Campaign, from which all Creator payments and Platform Fees are deducted.

"Company IP" means the Service in its entirety, including but not limited to all underlying software, source code, object code, technology, AI models, algorithms, proprietary processes, databases, trade names, trademarks, service marks, logos, and the unique "look and feel" of the Service, all of which are the exclusive property of or are licensed to the Company.

"Co-Created Content" means any and all text, images, video, audio, or other media generated, synthesized, or created by a User through the AI-powered features of the Service, which for intellectual property and commercial rights purposes is deemed a joint work as further defined in this agreement.

Agency means the library of Company-Owned AI Personas, including their associated media, which may be used by Users and Brands via the "Agency" features of the Service.

Community refers to all approved Creators on the Service, including, but not limited to, influencers, artists, directors, professionals, doctors, editors, musicians, filmmakers, and other verified talent. Content created through the "Community" features of the Service, for purposes of intellectual property and commercial rights, is considered a joint work. Such content may be used by the platform and associated brands, agencies, or companies for sales, marketing, and promotional campaigns, only with the explicit consent of the Creator.

Creator means any individual or entity who is approved to use the Service to generate, submit, or publish content. Creators may include, but are not limited to, artists, influencers, filmmakers, designers, writers, musicians, editors, or other verified talent. A Creator is the sole owner of the Inputs and the final Outputs they generate, subject to any applicable licensing, subscription, or co-creation agreements outlined by the Service. Creators are fully responsible for ensuring that all content they submit or generate complies with this Agreement, the Acceptable Use Policy, and all applicable laws.

"Confidential Information" includes, but is not limited to, all non-public information disclosed by one party to another in connection with the Service, especially information within a Campaign brief, such as pre-launch product details, marketing strategies, business plans, and any other material designated as confidential.

"External Monetization" refers to any and all gross revenue, compensation, or value in any form generated from the use, sale, license, public performance, streaming, broadcast, or distribution of Co-Created Content on any platform, service, or medium external to the Service. This specifically includes high-value productions such as music videos, short films, feature films, documentaries, advertising campaigns, and television commercials.

"Intellectual Property Rights" means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.

"Platform Fee" means the percentage-based service fee, as defined in this agreement, deducted by the Company from Campaign Budgets upon successful payment distribution.

"Taxes" means any and all sales taxes, use taxes, value-added taxes (VAT), goods and services taxes (GST), and other taxes, duties, and governmental charges, and any related penalties or interest, arising from the payments made under this Agreement. The Company operates as a Romanian micro-enterprise and is VAT-exempt domestically under Art. 310 alin. (1) din Legea nr. 227/2015 privind Codul Fiscal; cross-border invoices to non-EU clients are issued VAT 0% as export of services under Art. 278 Cod Fiscal.

"User Input" means any and all prompts, instructions, data, text, audio, video, images, or other assets that a User provides, uploads, submits, or otherwise directs to the Service.

2.1. Binding Agreement. This Agreement constitutes the entire, complete, and exclusive understanding between you and the Company regarding the Service, superseding all prior or contemporaneous communications and proposals, whether electronic, oral, or written. Terms presented to you, constitutes the entire and exclusive understanding between you and the Company. It supersedes all prior proposals. Our Privacy Policy governs the handling of personal data and is a separate document.

2.2. Modifications and Amendments. We reserve the right, in our sole and absolute discretion, to modify, amend, or replace this Agreement at any time. We will provide a minimum of thirty (30) days' notice of any material changes. Your continued use of the Service following the effective date of such modifications shall constitute your conclusive and irrevocable acceptance of the modified Agreement.

3.1. License to Use the Service. Subject to your full and ongoing compliance with every term and condition of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and fully revocable license to access and use the Service for your internal business or personal purposes.

3.2. Service Modifications and Availability. The Company reserves the right to modify, suspend, or discontinue the Service, or any feature or functionality thereof, at any time without notice or liability to you. The Company does not guarantee any uptime or availability of the Service.

3.3. Usage Limits and Throttling. To ensure the stability and availability of the Service for all users, the Company reserves the right to impose limits on your usage of the Service, including but not limited to: (i) the number of network calls or API requests you may make; (ii) the maximum file size for storage or processing; (iii) the maximum resolution or duration of video generation; and (iv) anything else the Company deems appropriate in its sole discretion. The Company may utilize technical measures to prevent over-usage or suspend your access if you exceed these limitations, with or without prior notice.

3.4. User Conduct and Restrictions. You shall not (and shall not permit any third party to): (a) license, sell, rent, or otherwise commercially exploit the Service itself; (b) frame or enclose any Company trademark or logo; (c) reverse engineer, decompile, or otherwise attempt to discover the source code of the Service; (d) scrape or download data from the Service using automated means; (e) use the Service or any Output to train, fine-tune, or improve any third-party artificial intelligence or machine-learning algorithms or models; (f) violate the Acceptable Use Policy outlined in Article 9; or (g) remove any proprietary notices from the Service.

4.1. Account Verification and Sole Discretion. The Company retains the sole, absolute, and final discretion in granting, denying, revoking, suspending, or classifying all Creator and Brand accounts. The verification process may require the submission of legal documentation, social media account verification, or other credentials as deemed necessary by the Company. The Company's decision in these matters is final and not subject to appeal or review.

4.2. User Representations and Warranties. By creating an Account, you represent, warrant, and covenant that: (a) all registration information you submit is and will be maintained as true, accurate, current, and complete; (b) you have the full legal capacity and authority to enter into and be bound by this Agreement; (c) you will not use the Service for any illegal or unauthorized purpose; and (d) your use of the Service does not and will not violate any applicable law or regulation in your jurisdiction.

4.3. Account Security and Prohibitions. You are solely responsible for all activities that occur under your Account. You are prohibited from creating more than one Account without express permission, using false information to create an Account, or selling, transferring, or licensing your Account to another party. Violation of this provision may result in immediate termination.

5.1. Company IP Ownership. You acknowledge and agree that all right, title, and interest in and to the Company IP and all associated Intellectual Property Rights are and shall remain the exclusive property of the Company and its licensors. This Agreement does not grant you any ownership rights to the underlying AI models, UI, algortimts, features, services or software, or technology that generate the Co-Created Content.

5.2. User Input Rights and License. You retain all pre-existing Intellectual Property Rights in your User Input. You are solely legally responsible for ensuring that you have the necessary rights to use your User Input with the Service. You hereby grant the Company a perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use your User Input for the purposes of operating, providing, and improving the Service, as well as for evidentiary purposes in cases of misuse, illegal activity, or user-caused harm, including cooperation with the relevant authorities.

5.3. Conditional Joint Authorship of Co-Created Content. For the purposes of determining copyright and commercial rights ownership only, all Co-Created Content is legally deemed a joint work of authorship In consideration of the Company providing the proprietary AI ecosystem, creative tools, networking environment, and distribution infrastructure (the "Creative Environment"), all Co-Created Content generated and directed by you (user: either brand or creator) of the Service is legally deemed a "Joint Work of Authorship" between you (the User) and the Company. This Joint Authorship is established specifically to secure the Company’s irrevocable 20% commercial interest (Publisher Share) and distribution rights. In such cases, sole authorship and full legal responsibility for the resulting content rest exclusively with the user who created or caused such content to be generated.

5.3.1. The Liability Firewall (Automatic Severance).NOTWITHSTANDING THE JOINT AUTHORSHIP STATUS DEFINED ABOVE: The Company’s status as a Joint Author is strictly CONDITIONAL upon the Co-Created Content being lawful, non-infringing, and compliant with this Agreement.IF ANY CO-CREATED CONTENT IS FOUND TO BE:(A) ILLEGAL OR UNLAWFUL IN ANY JURISDICTION; (B) INFRINGING UPON THIRD-PARTY RIGHTS (COPYRIGHT, TRADEMARK, PATENT); (C) DEFAMATORY, LIBELOUS, OBSCENE, OR HARASSING; OR (D) A VIOLATION OF THE ACCEPTABLE USE POLICY (E.G., DEEPFAKES, NON-CONSENSUAL IMAGERY); THEN THE COMPANY'S STATUS AS A "JOINT AUTHOR" SHALL BE AUTOMATICALLY AND RETROACTIVELY VOIDED AB INITIO (FROM THE BEGINNING). In such an event, you (the User) shall be deemed the SOLE AND EXCLUSIVE AUTHOR and creator of the illegal content, and you shall bear 100% of the legal liability, fines, and damages associated with it. The Company explicitly disclaims any creative control, directorial intent, or editorial oversight regarding illegal content.

5.3.2. Revenue Safety Net (Savings Clause).If, for any reason, a court of competent jurisdiction determines that the Company does not qualify as a "Joint Author" under applicable copyright law, YOU HEREBY AGREE THAT THE 20% PUBLISHER SHARE DEFINED IN SECTION 5.4.3 SHALL NONETHELESS REMAIN DUE AND PAYABLE AS A MANDATORY "TECHNOLOGY SERVICE FEE" OR "ROYALTY" in exchange for the commercial use of the Service. This payment obligation is a contractual condition of usage and survives any reclassification of intellectual property rights.

5.4. Co-Publishing Agreement – Universal Application. BY USING THE SERVICE TO CREATE ANY CO-CREATED CONTENT, YOU AUTOMATICALLY AND IRREVOCABLY ENTER INTO THIS CO-PUBLISHING AGREEMENT WITH THE COMPANY. All Co-Created Content generated through the Service—with exception, if applicable (5.3 & 5.3.1 CONDITIONAL or any infigments), is subject to this Co-Publishing Agreement. This agreement applies to all content types including, but not limited to: images, videos, music videos, short films, feature films, advertisements, marketing materials, audio content, AI-generated personas, and any derivative works thereof.

5.4.1. Term and Duration. This Co-Publishing Agreement shall have a fixed term of fifty (50) years from the date of creation of each piece of Co-Created Content (the "Publishing Term"). Upon expiration of the Publishing Term, full ownership rights shall revert exclusively to you, subject to any outstanding revenue obligations. This fifty-year term is essential to the commercial viability of the publishing relationship and reflects standard industry practices for long-term content monetization.

5.4.2. Scope of Publishing Rights. You hereby grant the Company an exclusive, worldwide right to act as the publisher and commercial representative for any and all External Monetization of only the applied Co-Created Content. "External Monetization" includes, without limitation: (a) sale, licensing, sublicensing, or distribution to third parties; (b) commercial use by publishers, production companies, advertising agencies, digital platforms, streaming services, film studios, television networks, or any commercial entity; (c) film production, short films, feature films, documentaries, film festivals, theatrical distribution, or broadcast; (d) marketing campaigns, advertisements, social media campaigns, YouTube monetization, or promotional uses; (e) merchandise, prints, digital downloads, or physical media; and (f) any future monetization methods not yet conceived.

5.4.3. Revenue Distribution – Irrevocable 80/20 Split. All gross revenue derived from External Monetization shall be distributed as follows: eighty percent (80%) to you (the "Creator Share") and twenty percent (20%) to the Company (the "Publisher Share"). THIS REVENUE DISTRIBUTION IS FIXED, IRREVOCABLE, AND SHALL SURVIVE ANY ASSIGNMENT, TRANSFER, MERGER, ACQUISITION, OR CORPORATE RESTRUCTURING OF THE COMPANY. No successor, assignee, or transferee may alter, reduce, or diminish the Creator Share under any circumstances.

5.4.4. Assignment and Transfer Rights. The Company reserves the absolute right to assign, transfer, sell, license, sublicense, or otherwise convey any or all of its rights under this Co-Publishing Agreement to any third party, including but not limited to: parent companies, subsidiaries, affiliates, successors-in-interest, acquirers, or any other legal entity (collectively, "Assignees"). Such assignment may occur without prior notice to you. HOWEVER, any assignment shall be expressly conditioned upon the Assignee's binding agreement to: (a) honor all terms and conditions of this Co-Publishing Agreement in their entirety; (b) maintain the irrevocable 80/20 revenue distribution in favor of the Creator; (c) assume all obligations owed to Creators and Brands under this Agreement; and (d) provide the same or equivalent level of reporting, transparency, and payment processing. Any purported assignment that fails to incorporate these conditions shall be void and of no effect.

5.4.5. Reporting and Payment Obligations. You are required to maintain accurate, complete, and auditable financial records of all monetized uses of Co-Created Content for a period of seven (7) years. Upon written request or official email notification from the Company regarding monetization, you are legally obligated to: (a) provide detailed revenue reports within thirty (30) calendar days; and (b) remit the Company's Publisher Share within sixty (60) calendar days. The Company shall provide quarterly statements for any revenue it collects on your behalf. Failure to comply with reporting or payment obligations constitutes a material breach.

5.4.6. EXCLUSION OF INFRINGING, ILLEGAL, AND PROHIBITED CONTENT. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE CO-PUBLISHING AGREEMENT SHALL NOT APPLY TO, AND THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL RIGHTS, INTERESTS, AUTHORSHIP, OR RESPONSIBILITY FOR, ANY CONTENT THAT: (a) Infringes, misappropriates, or violates any third-party intellectual property rights, including copyrights, trademarks, patents, trade secrets, or rights of publicity; (b) Contains unauthorized use of any real person's face, likeness, voice, image, or biometric data without their explicit, verifiable, written consent; (c) Depicts, reproduces, or derives from copyrighted characters, fictional characters, branded materials, logos, or proprietary content owned by third parties without valid license or authorization; (d) Constitutes or facilitates any illegal activity, including but not limited to: fraud, defamation, harassment, discrimination, hate speech, terrorism, child exploitation, or any criminal offense under applicable law; (e) Violates the Acceptable Use Policy set forth in this Agreement; (f) Was created using User Inputs that the User did not have the legal right to use; or (g) Is subject to any legal claim, dispute, injunction, or proceeding related to intellectual property or personal rights. FOR ANY SUCH EXCLUDED CONTENT, THE COMPANY SHALL NOT BE CONSIDERED A CO-AUTHOR, CO-CREATOR, CO-PUBLISHER, OR CONTRIBUTOR. SOLE AND EXCLUSIVE AUTHORSHIP, OWNERSHIP, AND LEGAL RESPONSIBILITY SHALL REST ENTIRELY WITH THE USER WHO CREATED OR CAUSED SUCH CONTENT TO BE GENERATED. The Company reserves the right to remove, disable, or destroy any such content and to cooperate fully with law enforcement and rights holders.

5.4.7. Indemnification for Publishing Claims. You agree to indemnify, defend, and hold harmless the Company and any Assignees from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees from the first moment a claim is asserted) arising from: (a) any claim that your Co-Created Content infringes third-party rights; (b) any claim related to your User Inputs; (c) any breach of your representations and warranties under this Agreement; or (d) any use of Co-Created Content that violates applicable law. This indemnification obligation shall survive termination of this Agreement and the expiration of the Publishing Term.

5.4.8. Audit Rights. The Company and its Assignees shall have the right, upon reasonable notice, to audit your records related to External Monetization of Co-Created Content. If any audit reveals an underpayment of more than five percent (5%), you shall bear the reasonable costs of such audit in addition to any amounts owed.

5.4.9. Survival and Severability. The Co-Publishing Agreement shall survive any termination or expiration of this Agreement, your Account, or your use of the Service, and shall remain in full force and effect for the duration of the Publishing Term. If any provision of this Co-Publishing Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

5.4.10. Enterprise Plan Co-Publishing Terms. Users subscribed to valid, fully-paid Enterprise Plans remain subject to the Co-Publishing Agreement with the standard 20% Publisher Share. However, Enterprise Users may qualify for a reduced 10% Publisher Share by committing to a 12-month upfront annual payment. To qualify: (a) pay the full 12-month Enterprise subscription upfront; (b) maintain an active subscription in good standing; and (c) execute a written Enterprise Agreement. The reduced 10% rate applies only to content generated during the prepaid period. If the subscription lapses, the standard 20% Publisher Share resumes.

5.4.11. Negotiable Terms for High-Volume Accounts. Studios, Film Production Companies, and Corporate Accounts ("Studio Accounts") may negotiate the standard 20% Publisher Share to a reduced rate based on: (a) credit consumption volume; (b) project budget scale; and (c) annual platform spend. PROJECTS OR ACCOUNTS EXCEEDING €100,000 (ONE HUNDRED THOUSAND EUROS) IN ANNUAL PAYMENTS are automatically eligible to renegotiate the Co-Publishing Agreement terms, including the Publisher Share percentage, agreement scope and duration, IP assignment terms, and custom revenue distribution models. All negotiated terms must be documented in a separate written agreement. Contact enterprise@cibeeo.com to initiate renegotiation. Creator minimum share protections (80%) remain non-negotiable for standard tier users.

5.6. Our Use of Inputs and Outputs for Service Improvement.As described in our Privacy Policy, we may use your Inputs and Co-Created Content (Outputs) to improve, enhance, and develop our Services, including for the purposes of training and refining our AI models. You may opt out of having your data used for model training at any time through your Account settings. You acknowledge that our third-party AI providers may have their own data usage policies. The Company makes no representations or warranties regarding their use of data, and you agree that the Company is not liable for their practices. Notwithstanding the foregoing, the Company shall not be considered a co-creator, co-author, or contributor to any User Input or Output that is illegal, infringing, unauthorized, or otherwise in violation of any applicable law or third-party rights. You acknowledge and agree that you are solely and fully responsible for ensuring that all Inputs and related materials (including text, images, audio, or video) comply with applicable laws and that you possess all necessary rights, licenses, and permissions for their use. The Company expressly disclaims any and all liability arising from or related to illegal, infringing, or unauthorized User Inputs or Outputs.

5.7. Content Licenses by Tier.
(a) Paid Subscription Tiers: You receive a perpetual, exclusive license to use the Co-Created Content for any lawful purpose, subject to the terms of the Perpetual Publishing Agreement and related Co-Created Content provisions below. This license applies solely to the Co-Created Content and does not include any rights to the Company’s software, systems, proprietary technology, or any other intellectual property.
(b) Enterprise Plan: The Company hereby assigns all of its rights, title, and interest in the Co-Created Content to you. Upon such assignment, you become the sole and exclusive owner of the Co-Created Content. This assignment does not extend to, and expressly excludes, any rights in or to the Company’s software, models, infrastructure, or other proprietary materials. The assignment is subject to the terms of the Enterprise Agreement, which shall supersede any conflicting terms in this Agreement.
(c) Non-Paid Tiers: You receive a limited, non-exclusive, non-transferable license to use the Co-Created Content for personal, non-commercial purposes only, subject to the terms of this Agreement and the Co-Created Publishing rights. This license does not include any rights to the Company’s software, systems, proprietary technology, or any other intellectual property.

5.8. AI Model Training. ou acknowledge that Co-Created Content may be used by the Company to train, test, and improve its AI models and services. You may opt-out of having your content used for training purposes at any time within your Account settings. Data from Enterprise accounts is excluded from model training. Data from Enterprise accounts will not be used for model training. Images or likenesses of real humans, persons, public figures, or recognizable personalities are not permitted to be used as User Input. It is the user’s sole responsibility to ensure compliance with this restriction. The submission or generation of such materials without proper authorization constitutes an illegal and prohibited use of the Services. The Company reserves the right to take legal action against any user who violates this restriction. The Company shall not be held responsible or liable for any use of your content in AI model training by third-party providers, nor for any illegal, infringing, or unauthorized use of User Inputs by any user.

6.1. Responsibility for Inputs. You are solely and exclusively responsible for all Inputs you submit to the Service. By submitting Inputs, you represent and warrant that: (1) you are the lawful owner of, or hold all necessary rights to use, such Inputs; (2) your Inputs and any resulting Outputs will not infringe on any third-party rights; (3) your Inputs comply fully with this Agreement and our Acceptable Use Policy; (4) you will not submit any content that is defamatory, obscene, illegal, or promotes unlawful conduct; and (5) you are fully liable for all consequences of any Inputs you provide.

6.2. Rights to Outputs. All generated outputs ("Outputs") are considered "Co-Created Content" under this Agreement. Your rights to use these Outputs are governed by the specific license tier (Paid, Enterprise, or Non-Paid) outlined in Article 5. Due to the nature of generative AI, similar Inputs may produce similar Outputs for different users. Your license applies only to the specific Outputs you generate in your Account.

6.3. Reliance on Outputs. You acknowledge that generative artificial intelligence is an emerging and developing technology. Outputs may contain inaccuracies, artifacts, or may not reflect your intended result. You are solely responsible for reviewing, verifying, and validating the accuracy, legality, and appropriateness of any Outputs before using or sharing them. Outputs should not be used for any critical decisions in medical, legal, financial, or other professional fields without independent human review by a qualified professional. The Outputs generated do not represent the views of the Company.

7.1. Company-Owned AI Personas. These are the exclusive IP of the Company. Your license to use content featuring them is contingent upon an active subscription.

7.2. User-Created AI Personas. You are solely and exclusively liable for any personas you create, and you warrant that you have the legal right to use any likeness you provide.

7.3. Voice Act & TalkDirect AI Systems. Our Voice Act and TalkDirect AI systems process text, images, and audio to generate avatar lip-sync realism videos. These features may involve the processing of Biometric Data including facial imagery and voice patterns.

7.4. Deepfake Prohibition. THE CREATION OF DEEPFAKES OR AI-GENERATED CONTENT DEPICTING REAL PERSONS WITHOUT THEIR EXPLICIT, VERIFIABLE, AND LEGALLY SUFFICIENT WRITTEN CONSENT IS STRICTLY PROHIBITED. You shall not use Voice Act, TalkDirect AI, or any AI Persona features to create content that impersonates, misrepresents, defames, or depicts any real person (including celebrities, public figures, or private individuals) without their prior written authorization.

7.5. Use of Your Own Likeness. You may use your own face, voice, and likeness with Voice Act and TalkDirect AI features. By doing so, you acknowledge and consent that the Company will process, store, and review this Biometric Data for service delivery and security purposes. The Company reserves the right to review all user-generated AI persona content at any time for security, compliance, and fraud prevention purposes.

7.6. Consent Documentation. If you use a third party's likeness, you must maintain verifiable documentation of their consent and provide such documentation to the Company upon request. Failure to provide valid consent documentation within seven (7) calendar days of request shall constitute a material breach of this Agreement.

8.1. Definition and Ownership. The "Agency" consists of a library of Company-Owned AI Personas developed and exclusively owned by the Company. All rights, title, and interest in and to these Agency personas, including their likeness, voice, and associated data, are fictive, non human public AI ersonas, free to use.

8.2. Public and Private Agency Personas. The Company may offer both "Public" and "Private" Agency personas.
(a) Public Personas: These are available to all eligible Users for use within the Service. The Company retains full control over their appearance, use cases, and availability.
(b) Private Personas: These may be developed by the Company for the exclusive use of a specific Brand or User, subject to a separate agreement and additional fees.

8.3. Intellectual Property and Licensing. Content generated using Agency personas constitutes Co-Created Content. As the User, you own the final Output of your Co-Created Content, but your rights to use this content are **licensed**, not transferred, and are contingent upon maintaining an active subscription in good standing. This license does **not** grant ownership of the underlying Agency persona itself. Usage rights are determined by your subscription tier, as outlined in Article 5.5.

8.4. User Responsibility. While the Company owns the Agency personas, you remain solely and exclusively responsible for all User Inputs, including images of created or generated personas, and for the context in which the Co-Created Content is used. You are considered the publisher of the final work and assume all legal responsibility for its dissemination.

Any use of images, likenesses, or content of other community creators, brands, logos, or real humans without their explicit consent is strictly prohibited and considered illegal. The Company is **not responsible** for such unauthorized or illegal use. Content found to violate this policy will be removed, tracked, and reported to the relevant authorities, and the user responsible will be subject to all applicable legal actions.

9.1. Service Description. The VeyoFilmakerStudio is a feature of the Service that provides tools for creating and editing images and videos. The studio offers different creation modes, including a "Pro 2K" mode for high-quality 2K resolution content and a "Filmaker4K" mode for professional-grade 4K resolution content. The studio is also designed to handle the creation of long-format professional videos, with supported lengths ranging from 12 seconds to 3 hours.

9.2. User-Uploaded Content. You are solely responsible for any and all video clips, audio files, images, and other content you upload to the VeyoFilmakerStudio ("User-Uploaded Content"). You represent and warrant that you own or have all necessary rights, licenses, consents, and permissions to use and authorize the Company to use your User-Uploaded Content in the manner contemplated by the Service and these Terms.

9.3. Output Quality and Formats. The final quality, resolution, and file size of any video or image created using the VeyoFilmakerStudio ("Studio Output") will depend on various factors, including the quality of your User-Uploaded Content, the creation mode selected (Pro 2K or Filmaker4K), and your chosen export settings. While the Service is designed to support high-resolution outputs, the Company does not guarantee that the Studio Output will be of a specific quality or free from errors or artifacts.

9.4. Long-Format Video Considerations. The creation and exporting of long-format videos (up to 3 hours) are computationally intensive and may require significant processing time and system resources. You acknowledge that export times can vary greatly depending on the length and complexity of your project, the selected resolution, and server load. The Company is not liable for any delays or interruptions in the availability of the VeyoFilmakerStudio for long-format video processing.

9.5. Intellectual Property of Studio Output. For the purposes of intellectual property, all Studio Output is considered "Co-Created Content" and is subject to the terms outlined in Article 5 of this Agreement. Your rights to use the Studio Output are determined by your subscription tier.

9A.1. Service Description. VeyoTV (accessible at veyolabs.com/tv) is a video streaming and publishing platform that allows users to publish, share, and view video content created on the Veyo platform. VeyoTV is currently available free of charge to all visitors and registered users.

9A.2. Future Monetization. VeyoTV is in active development and may introduce freemium advertising-based monetization features in the future. By continuing to use VeyoTV after such features are introduced, you consent to the display of advertisements and the collection of related analytics data as described in our Privacy Policy.

9A.3. Content Publishing Rights. By publishing content to VeyoTV, you grant the Company a worldwide, royalty-free license to host, display, stream, and distribute your content on the VeyoTV platform. This license is for the purpose of operating and promoting VeyoTV and does not affect your underlying ownership rights to the content as determined by your subscription tier.

9A.4. Streaming Data Collection. VeyoTV collects viewing analytics, engagement metrics, streaming quality preferences, and other data as described in our Privacy Policy. This data is used to deliver and improve the streaming service.

9A.5. Content Moderation. The Company reserves the right to remove, restrict, or demonetize any content published to VeyoTV that violates this Agreement, the Acceptable Use Policy, or applicable laws. Content creators are solely responsible for ensuring their published content complies with all applicable laws and regulations.

9B.1. Service Description. TAR (The Artist Room) is a music video generation tool that processes audio voice files, song lyrics, and related content to generate AI-powered music video outputs.

9B.2. User Responsibility for Audio and Lyrics. You are solely and exclusively responsible for all audio files, voice recordings, song lyrics, and related content you submit to TAR. By submitting such content, you represent and warrant that: (1) you are the lawful owner or have all necessary rights, licenses, and permissions to use such content; (2) your content does not infringe upon any third-party intellectual property rights, including music publishing rights, sound recording rights, or mechanical rights; and (3) you have obtained all necessary clearances, licenses, and permissions for any samples, covers, or derivative works.

9B.3. Processing Consent. By submitting content to TAR, you acknowledge and explicitly approve that the Company will process, store, and use your audio files, lyrics, and related data to generate music video outputs. This processing is necessary for the delivery of the TAR service.

9B.4. Music Rights Disclaimer. THE COMPANY DOES NOT PROVIDE, GUARANTEE, OR FACILITATE ANY MUSIC LICENSING, PUBLISHING RIGHTS, OR MECHANICAL LICENSES. You are solely responsible for obtaining all necessary rights and clearances for commercial distribution of any music video content created using TAR.

9B.5. Output Ownership. Music video outputs generated through TAR are considered "Co-Created Content" and are subject to the intellectual property terms outlined in Article 5 of this Agreement.

9C.1. Service Description. VeyoStudio Pro offers advanced AI model fine-tuning capabilities that allow users to train custom AI models using their own sample data. These custom models can then be deployed for personalized content generation.

9C.2. User-Provided Training Data. You are solely and exclusively responsible for all sample data, images, videos, audio, and other content you provide for fine-tuning purposes ("Training Data"). By submitting Training Data, you represent and warrant that you own or have all necessary rights to use such data for AI model training purposes.

9C.3. Fine-Tuning vs. General Training. Training Data you provide is used exclusively for fine-tuning your personalized custom models and is NOT used for general AI model training across the platform. Your Training Data remains isolated to your custom model deployment unless you explicitly opt-in to broader data sharing.

9C.4. Custom Model Deployment. Custom models created through VeyoStudio Pro fine-tuning are deployed specifically for your account and are based on your provided Training Data. The underlying AI architecture and base models remain the exclusive intellectual property of the Company and its licensors.

9C.5. Data Retention for Fine-Tuning. Training Data may be retained for the duration necessary to maintain and update your custom models. Upon account termination or upon your request, Training Data will be deleted in accordance with our Privacy Policy and applicable data retention requirements.

10.1. Payment. You agree to pay all fees in accordance with the billing terms in effect at the time the fee is due. You must provide a valid payment method.

10.2. Automatic Renewal. Subscriptions will automatically renew for periods of the same duration as the initial term at the Company's then-current fee. YOU ARE RESPONSIBLE FOR THE TIMELY CANCELLATION OF YOUR ACCOUNT. You may cancel your subscription at any time through your account settings. Cancellation will be effective at the end of the current subscription term.

10.3. Community Platform Fee. The Company retains a non-refundable platform fee of 20% (Twenty Percent) of the total Campaign Budget for all funded Campaigns.

10.4. Refund Policy & EU Right of Withdrawal.
(a) General Rule: All fees are generally non-refundable.
(b) EU Consumer Waiver: IF YOU ARE A CONSUMER BASED IN THE EUROPEAN UNION, YOU NORMALLY HAVE THE RIGHT TO WITHDRAW FROM A DIGITAL CONTRACT WITHIN 14 DAYS. HOWEVER, BY PURCHASING CREDITS OR A SUBSCRIPTION AND USING THE SERVICE (GENERATING CONTENT OR CONSUMING A CREDIT), YOU EXPRESSLY CONSENT TO THE IMMEDIATE PERFORMANCE OF THE CONTRACT AND ACKNOWLEDGE THAT YOU THEREBY LOSE YOUR RIGHT OF WITHDRAWAL.
(c) Strict Usage Rule: Once ONE (1) CREDIT has been consumed or any content generated, the Service is deemed fully delivered, and no refunds shall be issued.

10.5. Taxes. All fees are exclusive of applicable taxes, which you are responsible for paying.

10.6. Refund Exceptions. All fees are generally non-refundable except as follows:
(a) Trial Period: New users receive one hundred (100) trial credits upon registration, valid for three (3) calendar days. If you have only used trial credits and request cancellation within the trial period, no payment will be charged.
(b) Post-Trial Subscriptions: After the trial period has ended or once you have consumed credits beyond your initial trial allotment, subscription fees are non-refundable. By continuing to use the Service beyond the trial period, you acknowledge that your subscription will automatically renew.
(c) Inactive Account Refunds: Users who have not used the Service (no credits consumed, no content generated, no active campaigns) during their most recent billing cycle may request a refund of their last monthly payment. Such refunds will be processed via Stripe within fifteen (15) business days of approval. To request this refund, contact support with your account details.
(d) Account Deletion: Users may cancel their subscription and request permanent account deletion at any time through their account settings. Upon deletion, all data will be permanently removed in accordance with our Privacy Policy.

10.7. 7-Day Window. You may request a refund within seven (7) days of your initial (first month) purchase only if ZERO (0) Credits have been used.

10.8. Technical Issues. Refunds are not provided for dissatisfaction with the artistic style or quality of the AI Output, as AI generation is inherently variable.

10.9. Credit Accumulation, Rollover & Expiry. AI credits allocated under a paid subscription plan accumulate month to month. If you do not consume all credits within a given billing cycle, the remaining unused credits carry over and are added to the credits allocated in the following billing cycle. This accumulation continues month by month; however, unused credits expire 12 months from the date they were originally allocated. Promotional or service credits issued by VeyoLabs expire upon termination of your subscription. Credits are personal, non-transferable, and may not be shared between separate accounts. Upon cancellation or termination of your subscription, any remaining credits are forfeited without compensation.

11.1. User as Sole Director. You acknowledge and agree that while the Company provides the Creative Environment, tools, and infrastructure that justify its status as a "Joint Author" for commercial purposes, **YOU ARE THE SOLE "DIRECTOR" AND DECISION-MAKER** regarding the specific prompts, inputs, subject matter, artistic direction, and final generation of the Content. The Company functions solely as the technical facilitator and exercises no editorial control over your specific creative choices.

11.2. Exclusion of Liability. NOTWITHSTANDING THE "JOINT AUTHORSHIP" STATUS DEFINED IN ARTICLE 5, THE COMPANY ASSUMES **NO LIABILITY** FOR THE SUBSTANCE, MEANING, CONTEXT, OR LEGALITY OF THE CO-CREATED CONTENT. You are solely and exclusively responsible for reviewing, validating, and ensuring the legality of all Co-Created Content under the laws of your jurisdiction and any jurisdiction where the content is distributed.

11.3. Indemnification for Authorship Claims. If a third party brings a claim against the Company alleging liability based on the Company’s status as a "Joint Author" of your content (e.g., a defamation or copyright suit naming Veyo as a co-defendant), you agree to **indemnify, defend, and hold the Company harmless** for all damages, settlements, and legal fees, effectively shielding the Company as if it were not a Joint Author of the disputed work.

12A.1. Right to Suspend for "Imminent Threat".Unlike standard termination for breach, the Company reserves the right to immediately FREEZE or SUSPEND your Account and access to any Funds/Credits if we reasonably believe your usage poses a threat to:
(a) The stability or security of our GPU clusters (e.g., crypto-mining attempts or DDoS behavior);
(b) The reputation of the Platform (e.g., generating content that may trigger a PR crisis); or
(c) A third party (e.g., doxxing or targeted harassment).

12A.2. No Liability for Suspension.You agree that the Company shall not be liable to you for any lost revenue, missed deadlines, or creative interruptions caused by a "Protective Suspension," even if our investigation later clears you of wrongdoing.

15.1. Financial Flow and Platform Fee. For each Campaign, the Company acts as a limited payment collection agent. Upon the Brand's final approval of deliverables, the Campaign Budget shall be distributed: eighty percent (80%) to the Creator(s), and twenty percent (20%) shall be retained by the Company as its non-refundable Platform Fee.

15.2. Taxation. Creators are solely responsible for the calculation and payment of all applicable Taxes on their earnings. The Company will not provide tax advice.

15.3. Enterprise Agreements. The Company offers Brands the option to negotiate separate, bespoke Enterprise Agreements. An executed Enterprise Agreement shall supersede any conflicting terms within this Agreement for the Brand in question. Interested parties should contact the Company directly.

16.1. Content Distribution. By using the Service's distribution features, you grant the Company the right and license to publish approved Campaign content to the social media platforms you connect to your account. You remain subject to the terms of service of each respective social media platform.

16.2. Payment Processing. Campaign Budgets are processed via our third-party payment processor. The Company acts as a limited payment collection agent, holding the funds until the Campaign deliverables are confirmed as complete. Upon confirmation, the Company will release the payment to the Creator, less the applicable Platform Fee.

16.3. Payouts and Taxes. Payouts to Creators will be made via the methods offered on the platform. Creators are solely responsible for paying all applicable income, VAT, and other taxes on their earnings. The Company is not responsible for withholding, collecting, or remitting any taxes on your behalf.

17.1. The Creator Community. The Community is a curated network of verified Creators available to Brands for marketing Campaigns. The Company, in its sole discretion, manages the application, verification, and approval process for all Creators to maintain quality and professional standards.

17.2. Brand Campaigns. Brands can create Campaigns by submitting a detailed brief outlining their objectives, content requirements, brand assets, and total Campaign Budget. The Brand is responsible for providing accurate information and funding the Campaign Budget in full before Creators begin work.

17.3. Content Rights and Usage License. Content created by a Creator for a Campaign is considered a joint work between the Creator, the Brand, and the Company. Upon final payment, the Creator grants the Brand and the Company a perpetual, worldwide, royalty-free license to use, reproduce, display, and distribute the content for sales, marketing, and promotional purposes across any media channels.

17.4. Financial Flow and Platform Fee. The Company acts as a limited payment collection agent. Upon the Brand's final approval of Campaign deliverables, the Campaign Budget shall be distributed: eighty percent (80%) to the Creator(s), with the remaining twenty percent (20%) retained by the Company as its non-refundable Platform Fee.

17.5. Taxation Responsibility. Creators are independent contractors and are solely responsible for the calculation and payment of all applicable income, VAT, and other Taxes on their earnings. The Company will not provide tax advice and is not responsible for withholding or remitting any taxes on behalf of Creators.

17.6. Enterprise Agreements. The Company offers Brands the option to negotiate separate, bespoke Enterprise Agreements. An executed Enterprise Agreement shall supersede any conflicting terms within this Agreement for the Brand in question. Interested parties should contact the Company directly.

You agree not to use the Service for any purpose that is prohibited by this Agreement or by applicable law. The following is a non-exhaustive list of prohibited activities:

STRICT LIABILITY: You are strictly prohibited from using "Adversarial Prompting," "Token Smuggling," "Prompt Injection," or "Jailbreaking" techniques. This includes using linguistic obfuscation, synonyms, code-switching or prompingt context manipulation, or roleplay scenarios to bypass, force or trick our safety filters or our partners generative image/video filters in order to generate prohibited ilegal content. Attempting to trick the AI into generating illegal content is treated legally as the intentional creation of that content, it will be taken down, and your account it will be stamped, and reported to authorities in your country.

We Prohibit Violations of Law and Others’ Rights

• Violating any applicable laws or regulations, including intellectual property, privacy, or publicity rights.
• Using subliminal or manipulative techniques that distort a person’s ability to make informed decisions and are likely to cause harm.
• Evaluating or classifying persons based on their social behavior or personal characteristics (social scoring) leading to detrimental treatment.
• Creating or expanding facial recognition databases without consent.
• Categorizing people based on biometric data to infer race, political opinion, religion, or sexual orientation.

We Prohibit Harm to or Exploitation of Children

• Generating or disseminating child sexual abuse material (CSAM), or any content related to the sexual exploitation, grooming, or trafficking of minors. We will report all suspected CSAM to the appropriate authorities.
• Using prompts that sexualize minors or combine terms related to minors (e.g., "baby," "child," "teen") with sexualized or explicit descriptors, regardless of "artistic intent."

We Prohibit Sexually Explicit and Non-Consensual Content

• Generating non-consensual intimate imagery (NCII).
• Generating illegal pornographic content or content relating to sexual violence.

We Prohibit Content That Causes Harm

• Encouraging or providing instructions for self-harm or violence against others.
• Promoting discrimination, threats, or hateful content based on protected attributes.
• Generating extreme gore or content depicting torture or animal abuse.

We Prohibit Deception and Misinformation

• Generating content intended to misinform, disinform, or mislead others on matters of public importance.
• Impersonating others without consent or legal right in a manner that is deceptive or defamatory.
• Failing to appropriately disclose that content is AI-generated where it is not otherwise apparent, especially when interacting with others.

Our Services may use or be used in connection with third-party software, services, or AI models ("Third-Party Services"). By using our Services, you acknowledge and agree that your User Input may be shared with or processed by such Third-Party Services to enable functionality. You are solely responsible for complying with the terms and policies of these third parties.

THE COMPANY HAS NO CONTROL OVER AND ASSUMES NO RESPONSIBILITY FOR, THE CONTENT, ACCURACY, PRIVACY POLICIES, DATA SECURITY, OR PRACTICES OF ANY THIRD-PARTY SERVICES. YOU EXPRESSLY RELIEVE THE COMPANY FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY SERVICE. WE ARE NOT RESPONSIBLE FOR HOW THESE THIRD PARTIES MAY USE YOUR DATA, INCLUDING FOR THEIR OWN AI MODEL TRAINING, AND THEIR USE OF YOUR DATA WILL BE GOVERNED BY THEIR OWN TERMS AND PRIVACY POLICIES.

We may offer manual or automatic updates to our software. If there is any conflict between this Agreement and any third-party terms applicable to any part of our software (such as open-source license terms), the third-party terms will control for that portion of the software.

19A.1. Account Binding Risks.The Service may allow you to bind, link, or sync your Account with third-party platforms (e.g., YouTube, Instagram, TikTok, LinkedIn) for the purpose of "One-Click Publishing" or data importation ("Linked Accounts").

YOU ACKNOWLEDGE AND AGREE THAT:
(a) You are solely responsible for complying with the Terms of Service of the Linked Account;
(b) The Company acts solely as a technical bridge and has no control over the third-party platform's moderation or ban algorithms; and
(c) The Company is NOT LIABLE for any account suspension, shadow-banning, demonetization, or loss of access you may experience on a Linked Account resulting from content published via VeyoLabs.

19A.2. Token Invalidity.If your authentication token for a Linked Account expires or is revoked, the Company may fail to publish your content. We are not liable for any missed marketing windows or lost revenue due to connection failures.

You agree to indemnify, defend, and hold harmless the Company and its affiliates, officers, directors, agents, and employees from and against any and all claims, liabilities, damages, losses, costs, and expenses **(including reasonable attorneys' fees and all legal costs from the first moment a claim is asserted)** arising from or in any way connected with:

(a) Your access to or use of the Service;
(b) Your User Input or your Co-Created Content;
(c) Your breach or alleged breach of this Agreement;
(d) Your violation of any applicable law or the rights of any third party, including but not limited to claims of copyright infringement, defamation, invasion of privacy, or violation of publicity rights;
(e) Any claim that your Co-Created Content caused damage or harm to a third party.

The Company reserves the right, at your sole expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of the Company.

PLEASE READ THIS ARTICLE CAREFULLY. IT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS BETWEEN YOU AND THE COMPANY ARE RESOLVED, INCLUDING A MANDATORY ARBITRATION PROVISION, A JURY TRIAL WAIVER, AND A CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS.

24.1. Governing Law. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of Romania, without regard to its conflict of law principles.

24.2. Applicability of Arbitration Agreement. This Dispute Resolution clause applies to any and all claims or disputes (whether sounding in contract, tort, statute, or otherwise) between you and VeyoLabs AI. This clause does not apply to disputes relating to the infringement of either party's intellectual property rights (such as patents, copyrights, trademarks, or trade secrets), for which either party may seek injunctive or other equitable relief in a court of competent jurisdiction.

24.3. Mandatory Informal Dispute Resolution. Before initiating any formal legal action, you and the Company agree to first attempt to resolve the dispute informally for a period of at least sixty (60) days. To initiate this process, the complaining party must send a written "Notice of Dispute" to the other party that includes: (a) the full name and contact information of the complaining party; (b) a detailed description of the nature and basis of the claim or dispute; and (c) a description of the specific relief sought. The Notice to the Company must be sent to: legal@cibeeo.com. This informal resolution process is a mandatory prerequisite and a condition precedent to initiating arbitration or litigation.

24.4. Binding Arbitration.
(a) For Users Residing Outside the European Union: If the informal resolution process fails, any dispute shall be resolved exclusively and finally by binding arbitration administered in Prahova County, Romania. The arbitration shall be conducted in the English language by a single, neutral arbitrator. The arbitrator's decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
(b) For Users Residing Within the European Union: If the informal resolution process fails, any dispute shall be instituted exclusively in the competent courts of Prahova County, Romania. You and the Company hereby irrevocably consent to the personal jurisdiction and venue of these courts.

24.5. WAIVER OF JURY TRIAL. YOU AND THE COMPANY HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY AND ALL CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE SUE IN COURT, HAVE A JURY TRIAL, OR PARTICIPATE IN A CLASS ACTION LAWSUIT IN FRONT OF A JUDGE OR A JURY. Instead, both parties elect that all claims and disputes shall be resolved by arbitration under this Article, where applicable.

24.6. WAIVER OF CLASS OR CONSOLIDATED ACTIONS. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

24.7. 30-Day Right to Opt Out. You have the right to opt out of the arbitration provisions of this Article 25 by sending a timely written notice of your decision to opt out to **legal@cibeeo.com** within thirty (30) days of the date you first accept this Agreement. Your notice must include your name, address, and the email address associated with your Account, and an unequivocal statement that you wish to opt out of this arbitration agreement. If you opt out of these arbitration provisions, the Company will also not be bound by them, and all other parts of this Agreement will continue to apply.

24.9. Severability of Public Injunctive Relief.If a court of competent jurisdiction decides that applicable law precludes enforcement of any of this Article's limitations as to a particular claim for relief (such as a claim for public injunctive relief), then that claim (and only that claim) must be severed from the arbitration and may be litigated in court, while the remainder of the claims and disputes remain subject to mandatory binding arbitration.

26.1. Entire Agreement. This Agreement, together with our Privacy Policy, License Agreement, and Distribution and Sales Policy, constitutes the entire agreement between you and the Company.

26.2. Severability. If any provision is found to be unenforceable, it will be limited or eliminated to the minimum extent necessary so that the Agreement will otherwise remain in full force and effect.

26.3. No Waiver. The failure of the Company to exercise or enforce any right shall not constitute a waiver of such right.

26.4. Assignment. This Agreement may not be transferred by you, but may be assigned by the Company without restriction.

26.5. Notices. All legal notices to the Company must be sent by registered mail. Notices to you may be sent to the email address associated with your Account.

26.6. Headings. The headings in this Agreement are for convenience only and shall not affect its interpretation.

VeyoLabs AI ("Company," "we") is a software development and artificial intelligence company that develops a proprietary ecosystem of intellectual property and software products under its exclusive license and ownership.

Our Service, VeyoLabs AI or Simply (Veyolabs), is provided to you by, and you are contracting exclusively with:
VeyoLabs AI, a private limited liability company incorporated in Romania.

Founded in 2024 by Moldoveanu Catalin Marian after more than a decade of experience in the media industry, VeyoLabs AI serves as the exclusive technology and software development entity for the Arxcade Group, a MultiMedia AI, IP Film, Music, and BigData Intelligence holdings company fully and strictly managed by Mr. Moldoveanu.

30.1. Unrestricted Right to Transfer.The Company reserves the absolute, restriction-free right to sell, assign, transfer, encumber, or otherwise dispose of:
(a) The Service and its underlying IP;
(b) User Accounts and associated data;
(c) The "Co-Publishing" revenue rights (the 20% Publisher Share); and
(d) The corporate entity (VeyoLabs AI) itself.

30.2. Transfer Event.In the event of a merger, acquisition, bankruptcy, reorganization, or sale of all or a portion of our assets (a "Transfer Event"), your data, User Inputs, and the Co-Publishing Agreements may be part of the transferred assets. You acknowledge that such a transfer shall not constitute a breach of this Agreement.

30.3. Survival of Revenue Rights.In the event of a Transfer Event, the acquirer or successor entity shall inherit all rights to the 20% Publisher Share defined in Article 5. Your obligation to pay this share survives the sale of the Company.

30.4. No User Interference.You agree that you have no right to object to, block, or seek an injunction against any Transfer Event, Asset Sale, or Exit Strategy executed by the Company, regardless of any pending disputes or litigation between you and the Company.

32.1. Global Trade Compliance.You acknowledge that the Service, tools, and underlying AI models may be subject to export control laws and regulations of the United States (including the Export Administration Regulations "EAR" and OFAC sanctions), the European Union (EU Dual-Use Regulation), and Romania.

32.2. User Warranties.You represent and warrant that:
(a) You are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive US or EU sanctions (currently including, but not limited to, Cuba, Iran, North Korea, Syria, Russia, and the Crimea/Luhansk/Donetsk regions of Ukraine);
(b) You are not on any list of prohibited or restricted parties (e.g., US Specially Designated Nationals, EU Consolidated List); and
(c) You will not use the Service to generate content related to military technology, nuclear engineering, or weapons systems in violation of export controls.

32.3. Immediate Termination.If you are found to be in violation of this Article, the Company reserves the right to immediately terminate your account and freeze any funds or credits without notice to comply with international law. The Company shall not be liable for any losses resulting from such legal compliance.

33.1. Non-Liability for Service Failure.The Company shall not be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is caused by events beyond its reasonable control ("Force Majeure Events").

33.2. Definition of Events.Force Majeure Events include, but are not limited to:
(a) Acts of God, fires, floods, earthquakes, or natural disasters;
(b) War, terrorism, riots, civil unrest, or national emergencies;
(c) Cyberattacks, massive DDoS attacks, ransomware, or internet service provider failures;
(d) Model Collapse or Legal Ban: If the underlying AI models used by the Service are shut down, regulated, or made unavailable by third-party providers or government decree;
(e) Labor strikes, electrical outages, or failure of utility services.

33.3. Effect of Force Majeure.Upon the occurrence of a Force Majeure Event, the Company's ability to provide the Service may be suspended for the duration of the event. You acknowledge that you are not entitled to a refund or compensation for downtime caused by such events.

34.1. Internet Dependency.The Service is a cloud-based web application that requires a persistent and stable internet connection. You are solely responsible for obtaining and maintaining the network connection and hardware necessary to access the Service. The Company is not responsible for latency, bandwidth limitations, or performance issues caused by your internet service provider.

34.2. Browser Compatibility.The Service is optimized for web browsers. The Company makes no warranty that the Service will function correctly on outdated browsers, unsupported versions, or mobile browsers with limited functionality, or any browser malfunction or any other situations.

34.3. Not a Storage Service.VeyoLabs is a creative production engine platform, NOT A CLOUD STORAGE OR BACKUP SERVICE. While we may store your Co-Created Content for a limited time to facilitate your workflow:
(a) We reserve the right to delete content from inactive accounts or content that exceeds storage limits;
(b) You are solely responsible for downloading and backing up your Co-Created Content to your own local device; and
(c) The Company is not liable for any loss of data, corrupted files, or accidental deletion of User Inputs or Outputs stored on our servers.

35.1. Use of User Identity.You grant the Company a worldwide, non-exclusive, royalty-free license to use your Name, Username, Brand Logo, Profile Picture, and screenshots of your Co-Created Content for the limited purpose of marketing, advertising, and promoting the Service (e.g., on our "Showcase" page, pitch decks to investors, or social media).

35.2. Case Studies.If you are a Brand or Enterprise User, the Company may identify you as a customer and publish a "Case Study" regarding your use of the Service, provided that such Case Study does not disclose your Confidential Information (as defined in Article 13).

35.3. Opt-Out.You may opt out of these publicity rights by sending a written request to brands@cibeeo.com. Upon receipt, we will use reasonable efforts to remove your marks from future marketing materials, though we are not obligated to recall existing printed or distributed materials.

36.1. "As Is" Nature of Beta.From time to time, the Company may invite you to try "Beta," "Alpha," or "Experimental" features (collectively, "Beta Services"). You acknowledge that Beta Services are not ready for prime time, may contain bugs, may cause data loss, and are provided "AS IS" with absolutely no warranty.

36.2. No Liability for Beta Data Loss.The Company shall have NO LIABILITY for any harm, lost revenue, lost data, or corrupted projects arising from your use of Beta Services. You use them entirely at your own risk.

36.3. Confidentiality of Beta.If the Company declares a Beta Service to be confidential, you agree not to disclose screenshots, video, or details of the feature to the public or press until official launch.

37.1. Mandatory Labeling.You agree not to mislead the public regarding the nature of the content. If you publish Co-Created Content externally, you must not represent AI-generated content as entirely human-made if such representation would violate applicable consumer protection laws or the EU AI Act.

37.2. Watermarks and Metadata (C2PA).The Service may embed visible watermarks, invisible cryptographic signatures (C2PA/IPTC), or metadata indicating that the content was generated by AI. YOU ARE STRICTLY PROHIBITED FROM REMOVING, ALTERING, OBSCURING, OR STRIPPING THESE VISIBLE OR INVISIBLE INDICATORS.

37.3. Immediate Ban for Tampering.Any attempt to use software or editing techniques to remove Veyo's provenance data or watermarks to "pass off" the content as human-created or to hide the origin of the content is a material breach of this Agreement and will result in immediate Account termination and forfeiture of all Credits.

37.4. Content Authenticity Certificates. For content distributed through the Platform's marketplace, VeyoTV, or Campaign delivery channels, the Company may generate a Content Authenticity Certificate ("CAC") that includes:
(a) A unique cryptographic identifier linked to the content;
(b) The date and time of creation;
(c) The AI model(s) and version(s) used in generation;
(d) The identity verification tier of the creating User (without disclosing personal information);
(e) Consent documentation status (verified / self-declared / not applicable); and
(f) A tamper-evident digital signature from the Platform.

Content Authenticity Certificates may be verified by third parties through the Company's public verification API or website. The CAC does not constitute a warranty of legality or non-infringement but serves as a provenance record.

37.5. Digital Provenance Chain. The Company maintains a digital provenance chain for all Co-Created Content, recording the sequence of creation, modification, and distribution events. This provenance chain is designed to comply with the Coalition for Content Provenance and Authenticity (C2PA) technical specification and the IPTC Photo Metadata Standard. You acknowledge that this provenance data is embedded in all content outputs and may be accessible to downstream recipients, platforms, and verification services.

37.6. Third-Party Verification Integration. The Company may integrate with third-party content authenticity verification services, including but not limited to Google's SynthID, Adobe Content Credentials, and industry-standard deepfake detection platforms. You consent to your Co-Created Content being processed by such services for authenticity verification purposes.

38.1. Abandoned Accounts (Dormancy).If your Account remains inactive (no logins) for a period of twenty-four (24) consecutive months, and you have funds, credits, or accrued Revenue Share in your Wallet, the Company may, subject to applicable law, charge a "Dormancy Fee" of up to €29.00 per month against your balance until it reaches zero.

38.2. Escheatment.If required by applicable "Unclaimed Property" laws, we may be legally obligated to turn over your abandoned funds to the government authority in your jurisdiction. The Company is released from liability upon such transfer.

38.3. Non-Transferability Upon Death.Your Account and License are personal to you. You may not bequeath, inherit, or transfer your Account credentials via a will or trust. However, any accrued and unpaid Revenue, Distribution revenues etc. (money actually owed) may be claimed upon provision of valid death certificate and probate documents satisfactory to the Company.

39.1. User Right to Terminate.You may terminate this Agreement at any time by closing your Account via the settings dashboard. Upon termination, your right to use the Service ceases immediately.

39.4. Effect of Deletion on Revenue Share.Termination of your Account DOES NOT terminate the Company’s "Joint Authorship" or commercial interest in content generated prior to termination. The Company retains the right to collect its 20% Publisher Share on previously created content, even after your Account is deleted.

CRITICAL NOTICE: Generating AI content that depicts, reproduces, imitates, or is identifiably based on any real living or deceased person — including but not limited to actors, musicians, athletes, sports personalities, politicians, public figures, influencers, or private individuals — without their explicit, AI-specific, verifiable written consent is strictly prohibited and constitutes a violation of applicable law. You, the User, bear sole and exclusive legal and financial responsibility for all such violations. The Company bears no liability whatsoever.

44.1. Scope and Fundamental User Responsibility.
This Article governs the generation of any AI content — including images, video, audio, voice synthesis, text, or any other medium — that depicts, evokes, or is recognisably based on the likeness, name, voice, image, signature, photograph, or distinctive appearance of any real person, whether living or deceased. The prohibitions and obligations in this Article apply to all Users regardless of subscription tier (Creator, Pro, Enterprise), including all entities acting through an Enterprise account such as advertising agencies, production studios, brands, and their sub-users.

By using the Service, you irrevocably acknowledge that:
(a) the Platform provides AI generation tools — it does not generate content autonomously for commercial purposes on your behalf;
(b) you are the sole decision-maker regarding what inputs you provide and what outputs you request;
(c) you are the sole legal author and owner of any infringing, unauthorised, or unlawful output you cause to be generated;
(d) the Company is not a co-author, co-creator, publisher, or distributor of any output that violates this Article, and the Company's co-publishing framework under Article 5.4 expressly excludes all such content per Article 5.4.6(b).

44.2. Right of Publicity — United States.
The right of publicity is a state-level intellectual property right protecting every individual's exclusive right to control the commercial use of their name, image, likeness, voice, signature, and other indicia of identity. It applies regardless of whether the person is a celebrity or a private individual. The following laws directly govern content generated through the Platform by or for US-based users, and are enforceable against you (not the Company) for any violation:

California (most widely applied nationally):
• California Civil Code §3344 — Prohibits the knowing use of any living person's name, voice, signature, photograph, or likeness for commercial purposes without prior consent. Minimum statutory damages: $750 per violation, plus actual damages, disgorgement of profits, and punitive damages.
• California Civil Code §3344.1 (Astaire Celebrity Rights Act) — Extends the right of publicity to deceased personalities for 70 years post-death, enforceable by their estate. Applies to any person who was commercially known at the time of death.

Tennessee:
• Tennessee Personal Rights Protection Act (TRPA) / "Elvis Act" (T.C.A. §47-25-1101 et seq.) — Protects the name, likeness, and voice of any individual (not just celebrities) during life and for 10 years post-death (indefinitely while actively exploited commercially). Originally enacted to protect the estate of Elvis Presley; applies broadly. Violation is a separate tortious act.

New York:
• New York Civil Rights Law §§50–51 — Prohibits the use of any living person's name, portrait, picture, or voice for advertising or trade purposes without written consent. Provides injunctive relief and compensatory and punitive damages.

Texas:
• Texas Statute of Identity (Tex. Prop. Code §26.001 et seq.) — Protects the right of publicity of deceased persons for 50 years post-death. Covers name, voice, signature, photograph, image, likeness, and distinctive appearance.

Other US States:
Indiana, Oklahoma, Virginia, Illinois, and over 30 additional states maintain their own right of publicity statutes, each with varying terms, damages, and post-mortem durations. You are responsible for complying with the law of every jurisdiction in which you distribute or publish AI-generated content depicting any real person.

Federal — Lanham Act §43(a):
Beyond state publicity rights, generating AI content that creates a false impression of celebrity endorsement, affiliation, or sponsorship — even without using the person's name — constitutes false designation of origin under the Lanham Act §43(a), 15 U.S.C. §1125(a). This applies even to archetype-described content if the output is recognisably based on a specific real person and is used in a commercial context implying their endorsement.

44.3. Name, Image & Likeness (NIL) Rights — Athletes & Sports Personalities.
Athletes — professional, semi-professional, and collegiate — hold distinct and vigorously enforced rights over their Name, Image, and Likeness (NIL). Following the US Supreme Court's ruling in NCAA v. Alston (2021) and subsequent state NIL legislation, all college athletes in the United States are entitled to commercially exploit their NIL and to enforce against unauthorised use. Professional athletes hold NIL rights both individually and through their collective bargaining agreements.

Applicable frameworks:
• NCAA NIL Policy (2021) — All current and former collegiate athletes retain NIL rights. Unauthorised AI generation of a collegiate athlete's likeness for commercial use is actionable.
• NFLPA (NFL Players Association) — All NFL players hold group licensing rights through the NFLPA. Commercial use of an identifiable NFL player's likeness in any medium, including AI-generated content, requires NFLPA licensing.
• NBPA (National Basketball Players Association), MLBPA (Major League Baseball Players Association), NHLPA, MLSPA — all maintain equivalent group licensing frameworks.
• Olympic Athletes — Athletes' NIL rights during the Olympic period are additionally governed by IOC Rule 40, which restricts commercial use of Olympic athletes' images during and around the Games.
• EU / International athletes — Professional athletes in EU member states enjoy personality rights under national civil codes (see Article 44.4) in addition to any applicable sports federation rules.

You must not generate any content depicting an identifiable athlete's likeness, jersey number, team affiliation, signature move, or any combination of attributes that makes them recognisable without valid written NIL authorisation. The Company is not a licensed NIL partner of any sports league, federation, or athlete group, and grants no rights of this nature through the Service.

44.4. Personality Rights — European Union, Romania & International.
In the European Union and most civil law jurisdictions, personality rights (droits de la personnalité / Persönlichkeitsrechte / dreptul la imagine) are fundamental, inalienable rights arising from human dignity. Unlike the US right of publicity — which is primarily a commercial property right — EU personality rights are fundamental human rights and cannot be contractually waived in their entirety. They protect every individual, regardless of celebrity status, against the unauthorised use of their image, voice, name, and identity in any medium including AI-generated content.

Romania (governing law of the Company):
• Romanian Civil Code (Law 287/2009), Arts. 58–60 — Every natural person has the right to protection of their non-patrimonial rights, including the right to name, image, honour, and private life. Violation gives rise to injunctive relief, moral damages, and patrimonial damages.
• Romanian Civil Code, Arts. 72–77 — Specifically protects the dreptul la imagine (right to image): no person's image may be captured, reproduced, distributed, or published — including through AI synthesis — without their consent. Authorisation obtained for one purpose (e.g., a photograph) does NOT automatically extend to AI generation of the same person's likeness.

France:
• Code Civil Art. 9 (droit à la vie privée / droit à l'image) — Every person has the right to respect for their private life and the exclusive right to their own image. Courts routinely grant injunctions and award substantial damages for AI-generated likeness misuse.

Germany:
• Kunsturhebergesetz (KUG) §§22–23 — Images of a person may only be distributed or publicly displayed with the person's express consent. The AI synthesis of a recognisable likeness is treated as a "portrait" under KUG. Limited exceptions (persons of contemporary history) do not apply to commercial AI generation.
• Allgemeines Persönlichkeitsrecht (General Personality Right) — derived from the Basic Law (GG) Art. 1 (human dignity) and Art. 2 (personal freedom); applied by the Federal Court of Justice (BGH) to prohibit unauthorised AI likeness use.

European Convention on Human Rights / EU Charter:
• ECHR Art. 8 (right to private and family life) and EU Charter Art. 7 (respect for private life) have been applied by the European Court of Human Rights and EU courts to protect individuals against AI-generated likeness use that violates their reasonable expectation of privacy or dignity.

The Company, as a Romanian entity operating under Romanian and EU law, is bound by these frameworks in its own capacity. However, the Company is not the generator of content you create — you are. You are fully and exclusively liable for any violation of EU personality rights arising from your use of the Service.

44.5. Posthumous & Estate Rights — Deceased Personalities.
The death of a person does not extinguish rights over their name, likeness, image, or voice. Depending on jurisdiction, post-mortem personality and publicity rights are enforceable by the deceased person's estate, heirs, or designated rights holders for periods ranging from 10 to 70+ years after death, and in some jurisdictions indefinitely while actively exploited commercially.

Key post-mortem frameworks applicable to content generated on the Platform:
• California §3344.1 — 70 years post-death (estates of Elvis Presley, Marilyn Monroe, James Dean, etc. have successfully enforced this);
• Tennessee TRPA — 10 years, extendable indefinitely with active commercial exploitation;
• Texas Prop. Code §26.001 — 50 years post-death;
• Indiana Code §32-36-1 — 100 years post-death;
• Romanian Civil Code Art. 79 — personality rights protections may be exercised post-mortem by the deceased's heirs for the defence of non-patrimonial interests;
• French law — the droit à l'image post-mortem is exercisable by heirs for a period appropriate to protecting the dignity and memory of the deceased;
• German law — the postmortales Persönlichkeitsrecht survives death, with the duration dependent on the continued legitimate interests of the memory of the deceased.

You must not generate any AI content depicting any deceased person — regardless of how long ago they died — without verifying whether their estate holds enforceable post-mortem rights and obtaining appropriate authorisation from the rights holder. The Company provides no clearance, licence, or legal cover for content depicting deceased personalities.

44.6. AI-Specific False Endorsement & False Association Prohibition.
Generating AI content that creates — even without explicitly naming a person — a false impression that a real individual endorses, sponsors, uses, or is affiliated with a product, service, brand, or message is independently prohibited and legally actionable. This includes:
(a) generating a likeness that appears to show a public figure using or recommending a product or service they have not endorsed;
(b) placing recognisable voice synthesis of a real person in an advertisement or promotional video without consent;
(c) creating content that implies a celebrity's participation in or approval of a campaign;
(d) generating "testimonial-style" content depicting a real person speaking favourably about any offering.

Applicable law: Lanham Act §43(a) (US — false designation/false endorsement); EU Unfair Commercial Practices Directive 2005/29/EC, Art. 6 (misleading commercial practices); Romanian Law No. 158/2008 on misleading and comparative advertising; UK Consumer Protection from Unfair Trading Regulations 2008. Violations may also constitute fraud under applicable criminal law.

The Company's AI generation pipeline does not and cannot verify whether any output creates a false endorsement impression. You are solely responsible for ensuring no AI-generated content you create implies any real person's endorsement or association without valid contractual authorisation from that person.

44.7. Platform Content Policy & Archetype Substitution — Disclosure & Limitations.
The Platform maintains a centrally enforced Content Policy that is automatically injected into all AI generation system prompts. Among other safety measures, this policy instructs the AI models to substitute recognisable names of celebrities, public figures, politicians, athletes, and trademarked fictional characters with generic descriptive archetypes (e.g., a prompt referencing a specific actor by name may be internally rewritten to reference "a charismatic male action star of similar build and age"). This substitution is a best-effort technical safety measure designed to reduce the likelihood of generating recognisable likenesses of real people.

This substitution mechanism does NOT constitute a legal guarantee or safe harbour, and you must not rely on it as a defence. Specifically:
(a) archetype substitution does not prevent an AI model from generating output that nonetheless resembles or evokes a specific real person, whether intentionally or as a result of training data;
(b) if you deliberately craft prompts using descriptive language designed to produce output resembling a specific real person — even without naming them — you remain fully liable for any resulting right of publicity, personality rights, or false endorsement violation;
(c) the Company makes no representation that the Content Policy will in every case prevent the generation of content that infringes third-party personality or publicity rights;
(d) the existence of the Content Policy and archetype substitution mechanism does not affect the Company's exercise of its right to remove, disable, or take legal action regarding any infringing content that is identified, regardless of the prompting method used.

44.8. Platform's Legal Position — AI-Generated Content & Safe Harbour.
The Platform's primary legal defence against third-party publicity and personality rights claims arising from User-generated content is not based solely on traditional safe harbour frameworks, but on the following combined legal position:

(a) Authorship Exclusion (Article 5.4.6): The Company is expressly not a co-author, co-creator, or publisher of any content that infringes third-party likeness or personality rights. Legal authorship — and with it all associated liability — rests exclusively with the User who caused the content to be generated.

(b) Prohibition + Reasonable Measures (Articles 7.4, 14.3, 44.1–44.7): The Company has implemented and published explicit prohibitions, technical safeguards (Content Policy, archetype substitution, automated likeness scanning), graduated enforcement penalties, and a mandatory consent chain. These constitute "reasonable measures" demonstrating the Company's good-faith effort to prevent infringement — a key factor in liability assessment under both US and EU law.

(c) Traditional Safe Harbour — Limited Applicability to AI: The Company asserts protection under Section 230 of the Communications Decency Act (47 U.S.C. §230) for content information from third-party users (US), and under EU Digital Services Act (DSA) Art. 6 for hosting user-generated content (EU). However, you acknowledge that courts in multiple jurisdictions are actively examining whether AI generation tools qualify as passive hosts or as active content creators, and that the applicability of traditional safe harbour to AI-generated content remains unsettled law. The Company's reliance on authorship exclusion (44.8(a)) and demonstrated reasonable measures (44.8(b)) is therefore the primary — and more legally robust — defence.

(d) Full Indemnification: Regardless of the outcome of any safe harbour analysis, you are obligated under Article 23 and Article 5.4.7 to fully indemnify the Company for all costs, damages, and legal fees arising from any third-party publicity, personality rights, false endorsement, or likeness claim related to content you generated. This indemnification obligation is unlimited, immediate (from the moment a claim is asserted), and survives termination of this Agreement.

44.9. Enhanced Obligations for Pro & Enterprise Users.
Pro and Enterprise subscription users operate the Platform at a scale, and frequently in commercial contexts, that materially increases the potential harm and legal exposure arising from unauthorised likeness use. Courts and regulators apply heightened scrutiny to commercial-scale operations. Accordingly, in addition to all obligations applicable to Creator-tier users, Pro and Enterprise users must:

(a) Maintain a Consent Ledger: Keep an auditable record of all consent authorisations obtained for any third-party likeness used in AI generation, including the date, method of consent, content scope, territory, and duration of authorisation. This ledger must be producible to the Company within 72 hours of written request and to competent authorities within any legally mandated timeframe;
(b) Pre-Distribution Legal Review: Before publishing, distributing, or delivering to any client any AI-generated content depicting an identifiable real person, obtain written confirmation from qualified legal counsel that all applicable publicity, personality rights, NIL, and false endorsement clearances are in place;
(c) Contractual Pass-Through: Where the Enterprise account is used on behalf of or for a client (advertiser, brand, production company), the Enterprise user must contractually bind that client to these Terms and the obligations of this Article — including the indemnification obligations — and shall be jointly and severally liable with that client for any violation;
(d) No Bulk Generation of Public Figure Likenesses: Enterprise-tier API access or bulk generation workflows must not be used to generate large volumes of content depicting public figures, celebrities, athletes, or politicians, whether for training data, creative testing, or any other purpose, without first obtaining the Company's written pre-clearance and all applicable third-party consents;
(e) Insurance: Enterprise users engaged in the commercial production and distribution of AI-generated content for third parties are strongly advised to maintain Errors & Omissions (E&O) insurance covering right of publicity and personality rights claims. The Company makes no representation regarding the insurability of any specific use case.

44.10. Enforcement, Takedown & Consequences.
(a) Rights Holder Requests: Any person who believes their likeness, name, image, voice, or personality rights have been violated by content generated on the Platform may submit a takedown request to legal@cibeeo.com with: (i) identification of the specific content; (ii) proof of identity and rights ownership; (iii) a statement that the use is unauthorised. The Company will action verified requests within 24 hours of receipt, consistent with Article 14B.3.

(b) Graduated Enforcement: Violations of this Article are subject to the graduated enforcement framework in Article 37A.2, from warning and content removal (minor/first offence) through permanent termination and law enforcement referral (serious/repeat violations).

(c) Mandatory Cooperation: Upon receipt of any legal process (subpoena, court order, regulatory demand) relating to content you generated, the Company will cooperate fully with rights holders, courts, and regulators. The Company will disclose your account information and content generation records to the extent required or permitted by applicable law.

(d) Your Indemnification — Full Scope: You agree to indemnify, defend, and hold harmless the Company, its officers, directors, shareholders, employees, agents, legal representatives, and authorised processors from and against any and all claims, proceedings, damages, awards, settlements, legal fees, and costs — from the moment a claim is threatened or asserted — arising from or related to: (i) your unauthorised use of any real person's name, image, likeness, voice, or identity in AI-generated content; (ii) any violation of the right of publicity under any applicable US state statute; (iii) any violation of personality rights under EU, Romanian, or any other applicable civil law; (iv) any NIL violation relating to any athlete; (v) any false endorsement or false association claim under the Lanham Act or equivalent law; (vi) any claim by the estate of a deceased personality; or (vii) any other claim arising from your non-compliance with this Article. This indemnification obligation is unconditional, unlimited in amount, and survives the termination of this Agreement.