Terms of Service

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the Kivio website, web application, and related services (collectively, the "Service"). The Service is provided by Kivio ("Kivio", "we", "us", or "our"). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Service.

You also acknowledge that our Privacy Policy explains how we collect, use, and protect personal data. Please read it carefully, as it forms part of your agreement with us.

We may modify these Terms from time to time. When we do, we will update the "Last updated" date above and, where appropriate, provide additional notice (for example, by email or within the Service). Your continued use of the Service after the updated Terms become effective constitutes your acceptance of the changes.

2. Company Information

The Service is operated by Kivio ("Kivio", "we", "us", or "our"), a provider established under the laws of Slovenia. If you need our full legal and registration details for contractual or invoicing purposes, please contact us at the email address below.

Contact email: hey@kivio.app

3. Definitions

For the purposes of these Terms:

• "Service" or "Platform" means the Kivio website, web application, and any related tools or services we provide.
• "User", "you" or "your" means any individual or entity that accesses or uses the Service.
• "Account" means a registered user account created to access and use the Service.
• "Credits" means the units you can purchase or receive and use within the Service to generate images, videos, or other outputs, or to use certain features.
• "User Content" means any content you upload, submit, or otherwise provide to the Service, including prompts, text, scripts, reference images, videos, and other assets.
• "Generated Content" means any content (including images, videos, or other outputs) generated by the Service in response to your prompts, uploads, or other inputs.
• "Subscription", "Plan" or "Offer" means the pricing plan or package under which you access and use the Service.
• "Third-Party Services" means services provided by third parties that are integrated with, or used in connection with, the Service (for example, payment processors, sign-in providers, hosting providers, or model providers).

4. Scope of the Services

Kivio is an AI-powered platform that enables users to generate and edit images and videos using prompts, reference assets, and other inputs. The Service may include tools for creating, editing, organizing, and managing projects and assets, and for storing project history.

You can access the Service via our web application and any other interface we may provide from time to time. We reserve the right to modify, suspend, or discontinue any part of the Service at any time, with or without notice, and we will not be liable to you or any third party for any such modification, suspension, or discontinuation, except where mandatory law requires otherwise.

5. Eligibility and Account Registration

You may use the Service only if you have the legal capacity to enter into a binding contract under the laws of your country of residence, and in any case you must be at least 18 years old (or the age of majority in your jurisdiction, if higher). If you are using the Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" shall refer to that entity.

To access certain features of the Service, you must create an Account by providing accurate and complete information. You agree to keep your Account information updated and to maintain the confidentiality of your login credentials. You are responsible for all activities that occur under your Account. If you believe your Account has been compromised, you must notify us immediately at hey@kivio.app.

6. Accounts, Access, and Project Management

The Service may allow you to manage multiple projects and saved profiles (such as character profiles) within your Account. You are responsible for controlling access to your Account and for all activity that occurs under it, including actions taken by anyone you authorize to use your Account.

You must not share your login credentials with others in a way that allows unauthorized access. We may limit the number of devices or sessions associated with an Account, and we may require additional verification where we deem it necessary for security.

7. Subscription, Credits, and Pricing

Access to the Service may be offered on a subscription basis, through one-time purchases of Credits, or through a combination of both. Details about available plans, included features, pricing, and the number or value of Credits are provided within the Service or on our website.

Credits are units you can use to access certain features or generate certain amounts of content (for example, a number of images or seconds of video). When you use the Service to generate or process content, Credits may be deducted from your balance according to the current rules shown in the Service. We may update these rules from time to time.

Unless otherwise stated:

• Credits are associated with your Account and are not transferable or refundable;
• Credits may expire at the end of a billing period or after a specified time; and
• unused Credits do not roll over.

We reserve the right to modify pricing, plans, feature limits, and Credit allocation at any time. Changes will not affect the current billing period for an active subscription, but may apply from the next renewal or for new purchases.

8. Orders, Payments, and Billing

You can purchase subscriptions or Credits through the Service using the payment methods made available to you. Payments are processed by one or more third-party payment processors. By making a payment, you agree to be bound by the terms, conditions, and privacy policies of such processors.

Prices are generally displayed in a specified currency and may include or exclude value-added tax (VAT) or similar taxes, depending on your location and applicable law. You are responsible for any charges or fees applied by your bank, payment provider, or currency exchange service.

Unless otherwise stated, subscriptions automatically renew at the end of each billing period at the then-current price, using the payment method associated with your Account. You may cancel auto-renewal at any time within your Account settings; however, cancellation will take effect at the end of the current billing period. Except where required by mandatory law, you will not receive a refund for any unused portion of a subscription period.

If a payment is unsuccessful (for example, due to insufficient funds or an expired card), we may suspend or limit your access to the Service until payment is successfully completed. We may cancel your subscription or terminate your Account if payments remain outstanding for an extended period.

Unless expressly stated otherwise, all purchases are final and non-refundable, except where required by mandatory law. If you believe you have been billed in error, please contact us at hey@kivio.app and we will review your request.

9. Use of the Services & Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms and any applicable laws, regulations, and third-party rights. You are solely responsible for your use of the Service, including the content you upload, the prompts you provide, and how you use any Generated Content.

You must not use the Service to:

• Engage in any illegal, harmful, fraudulent, or deceptive activities.
• Create, upload, or distribute content that exploits or harms minors, including any sexual content involving minors or content that appears to involve minors (zero tolerance).
• Create, upload, or distribute content that depicts sexual violence, coercion, or non-consensual sexual activity.
• Create or distribute non-consensual intimate imagery, including synthetic or manipulated content of a real person without that person's explicit consent.
• Harass, threaten, doxx, or defame any person or group, or promote hate, discrimination, or violence.
• Infringe intellectual property, privacy, publicity, or other rights of any third party, including by using images or likenesses without any required permissions or consents.
• Generate or disseminate misleading impersonations or "deepfakes" intended to cause harm, confusion, or fraud.
• Attempt to reverse engineer, decompile, or otherwise access the source code of the Service, or bypass or interfere with any security or access controls, except to the extent prohibited by mandatory law.
• Scrape, harvest, or collect data from the Service in an automated manner, except as expressly permitted by us.
• Use the Service to develop, train, or improve a competing product or service, unless explicitly permitted by us in writing.
• Upload viruses or harmful code, or interfere with the integrity, security, or performance of the Service.

We reserve the right to investigate and take appropriate action, including content removal, Account suspension, termination, and reporting to relevant authorities, if we reasonably believe you are violating these Terms, engaging in unlawful activity, or using the Service in a way that may harm us, other users, or third parties.

10. User Content

You retain all rights in and to your User Content, subject to the licences you grant to us in these Terms. You are solely responsible for your User Content, including its legality, reliability, accuracy, and appropriateness.

By uploading or otherwise providing User Content to the Service, you grant Kivio a non-exclusive, worldwide, royalty-free, sublicensable and transferable licence to host, store, process, transmit, display, and otherwise use your User Content as necessary to operate, maintain, secure, and improve the Service and to provide features you request (for example, generating content, saving project history, and providing previews).

You represent and warrant that you have all rights, licences, consents, and permissions necessary to upload and use your User Content within the Service and to grant the above licence to us. You also represent that your User Content will not violate any law or these Terms.

We may, but are not obligated to, review User Content and remove or disable access to any User Content that, in our reasonable opinion, violates these Terms or applicable law, or may otherwise be harmful, without prior notice to you.

11. Generated Content (AI Outputs)

The Service generates content ("Generated Content") based on your User Content, prompts, and other inputs. Generated Content is produced by underlying AI models and may, on occasion, be similar or identical to outputs generated for other users.

Subject to your compliance with these Terms and to any applicable third-party rights, we grant you a non-exclusive, worldwide, royalty-free licence to use, reproduce, modify, publicly display, distribute, and otherwise exploit the Generated Content created through your use of the Service, unless a plan, feature, or third-party provider imposes additional terms that are shown to you in the Service.

You are solely responsible for reviewing and using Generated Content. We do not guarantee that Generated Content will be accurate, unique, suitable for your purposes, or free from infringement of third-party rights. You should review Generated Content before publishing or using it commercially.

11.1 Similarity and Uniqueness

You understand that:

• Generated Content may not be unique;
• other users may generate similar outputs; and
• the Service may produce different outputs from the same inputs.

12. Intellectual Property Rights

Except for User Content and Generated Content (as described above), all rights, title, and interest in and to the Service, including software, code, designs, text, graphics, logos, trademarks, and other materials, are and will remain the exclusive property of Kivio and its licensors. These elements are protected by copyright, trademark, and other laws.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your personal or internal business purposes, in accordance with these Terms and any plan-specific limitations.

You must not copy, modify, distribute, sell, lease, or create derivative works based on any part of the Service, nor may you reverse engineer or attempt to extract the source code of the Service, except to the extent that such restrictions are prohibited by mandatory law.

13. Third-Party Services and Links

The Service may integrate with or provide links to Third-Party Services. We do not control and are not responsible for the content, policies, or practices of any Third-Party Services. Your use of Third-Party Services is subject to their own terms and privacy policies, and you are responsible for reviewing and complying with those terms.

We are not responsible for any damage or loss arising from your use of any Third-Party Services or from your reliance on any content, products, or services available through them.

14. Maintenance, Updates, and Support

We may perform maintenance, updates, or changes to the Service from time to time, which may temporarily affect availability. We will endeavour to minimise disruptions, but we do not guarantee uninterrupted access to the Service.

We may add, modify, or remove features and functionalities of the Service at any time. Where such changes materially reduce the core functionality of the Service for you, we will endeavour to provide reasonable notice.

Support for the Service is generally provided via email or in-app channels, as indicated within the Service. We aim to respond within a reasonable time frame but do not guarantee specific response times.

15. Term and Termination

These Terms apply from the time you first access or use the Service and continue until your Account is closed or these Terms are terminated by either party in accordance with this section.

You may terminate your subscription and/or close your Account at any time through your Account settings or by contacting us at hey@kivio.app. Unless required by mandatory law or expressly stated otherwise, termination will take effect at the end of your current billing period, and you will not receive a refund for any unused portion of your subscription or unused Credits.

We may suspend or terminate your access to the Service, or close your Account, if we reasonably believe that:

• you have materially breached these Terms or applicable law;
• your use of the Service may cause harm or liability to us, other users, or third parties; or
• you have failed to pay fees due for the Service.

Where reasonable, we will provide prior notice before termination, but we may suspend or terminate access immediately if necessary to comply with law or to protect the Service, users, or third parties.

Upon termination, your right to use the Service will cease, and we may delete or anonymise your User Content and Generated Content after a reasonable period, subject to legal obligations and our Privacy Policy. We may retain certain information for compliance, accounting, or security purposes, as permitted or required by law.

16. Disclaimers

The Service is provided on an "as is" and "as available" basis. To the maximum extent permitted by applicable law, we disclaim all warranties, whether express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of course of dealing or usage of trade.

We do not warrant that the Service will be uninterrupted, secure, or error-free, or that any defects will be corrected. We do not warrant the accuracy, completeness, or reliability of any content or information made available through the Service, including Generated Content.

You acknowledge that use of AI-generated content carries inherent risks and that Generated Content may be incorrect, offensive, or otherwise unsuitable. You agree to independently verify and review any Generated Content before relying on it for any purpose.

17. Limitation of Liability

To the maximum extent permitted by applicable law, Kivio and its affiliates, directors, employees, and agents shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any loss of profits, revenues, data, goodwill, or other intangible losses, arising out of or in connection with your use of, or inability to use, the Service, whether based on contract, tort, strict liability, or any other legal theory, even if we have been advised of the possibility of such damages.

To the maximum extent permitted by applicable law, our total aggregate liability arising out of or in connection with these Terms or the Service will be limited to the greater of:

(a) the amount you have paid to us for access to the Service in the twelve (12) months immediately preceding the event giving rise to the claim; and

(b) one hundred (100) euros.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, such as liability for gross negligence, wilful misconduct, or for death or personal injury caused by our negligence.

18. Indemnification

You agree to indemnify, defend, and hold harmless Kivio and its affiliates, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:

• your use of the Service;
• your User Content or your use of Generated Content;
• your violation of these Terms; or
• your violation of any law or the rights of any third party.

We reserve the right to assume the exclusive defence and control of any matter subject to indemnification by you, in which case you agree to cooperate with us in asserting any available defences.

19. Personal Data & Privacy

Our collection and use of personal data in connection with the Service is described in our Privacy Policy. By using the Service, you acknowledge that we will process personal data in accordance with our Privacy Policy, which forms part of these Terms.

If you are using the Service on behalf of a business and require a data processing agreement (DPA) or have specific data protection requirements, please contact us at hey@kivio.app.

20. Governing Law and Dispute Resolution

These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by and construed in accordance with the laws of Slovenia, without regard to its conflict of law principles.

You and Kivio agree that the courts of Slovenia shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation, without prejudice to any mandatory rights you may have under applicable consumer protection laws.

Before initiating formal proceedings, we encourage you to contact us at hey@kivio.app to attempt to resolve the matter informally. We will do our best to resolve disputes amicably.

21. Changes to the Terms

We may revise these Terms from time to time. When we do, we will update the "Last updated" date at the top of this document and, where appropriate, provide additional notice (for example, by email or through the Service).

Unless otherwise specified, the revised Terms will take effect when they are posted. If you do not agree to the revised Terms, you must stop using the Service. Your continued use of the Service after the revised Terms become effective constitutes your acceptance of the changes.

22. Miscellaneous

These Terms, together with our Privacy Policy and any other documents or policies referenced herein, constitute the entire agreement between you and Kivio regarding your use of the Service and supersede any prior agreements or understandings relating to the Service.

If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may freely assign or transfer our rights and obligations under these Terms in connection with a merger, acquisition, corporate reorganisation, or sale of assets, or by operation of law.

Neither party shall be liable for any delay or failure to perform its obligations under these Terms if such delay or failure results from an event beyond its reasonable control, including acts of God, war, terrorism, labour disputes, governmental regulations, failures of common carriers, or power failures.

If you have any questions about these Terms, please contact us at hey@kivio.app.