Terms of Service

· Acceptance of Terms

Welcome to Spark Station. These Terms of Service (“Terms”) constitute a legally binding agreement between you and VerSe Innovation Private Limited (“Provider,” “we,” “us,” or “our”) governing your access to and use of the Spark Station platform, including our website, APIs, software, tools, and related services (collectively, the “Platform”).

If you are accepting these Terms on behalf of a company, organization, or other legal entity (“Entity”), you represent and warrant that you have the authority to bind that Entity to these Terms, in which case “you” and “your” shall refer to that Entity. If you do not have such authority, or if you do not agree to these Terms, you may not access or use the Platform.

1 Definitions

• “Acceptable Use Policy” or “AUP” means the acceptable use policy for the Platform, available at /acceptable-use-policy-global.html, as may be updated by us from time to time. The Acceptable Use Policy is incorporated by reference into these Terms.
• “Authorized Users” means, if you are an Entity, your employees, contractors, and agents who are authorized by you to access and use the Platform on your behalf pursuant to these Terms.
• “Beta Services” means a product, service or functionality provided by Provider that may be made available to Customer for testing at Customer’s option, including at reduced rates or no additional charge.
• “Documentation” means the user guides, help center articles, technical specifications, and other documentation made available by us describing the features, functionality, and operation of the Platform.
• “Fees” means the fees payable by you for access to and use of the Platform as set forth on our pricing page or as otherwise agreed in writing.
• “Intellectual Property Rights” means all patents, copyrights, trademarks, service marks, trade names, trade dress, logos, trade secrets, know-how, and all other intellectual property and proprietary rights, whether registered or unregistered, anywhere in the world, together with all applications, registrations, renewals, and extensions thereof, but excluding rights of publicity, which are addressed separately in these Terms.
• “Output” means any content, materials, images, audio, video, text, or other results generated by the Platform in response to User Content or prompts submitted by you or your Authorized Users.
• “Personal Data” means any information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with an identified or identifiable natural person or household, as defined under applicable data protection laws.
• “Platform” means our Spark Station AI aggregator platform, including all websites, APIs, software, tools, interfaces, and related services that facilitate access to third-party AI models for content generation.
• “Privacy Policy” means our privacy policy, available at /privacy-policy-global.html, as may be updated from time to time. The Privacy Policy is incorporated by reference into these Terms.
• “Prohibited Content” means any content described in Section 5.2 (Prohibited Uses) of these Terms or the Acceptable Use Policy.
• “Subscription Term” means the period during which you have an active subscription to the Platform, as determined by your selected pricing plan.
• “Third-Party Models” means the artificial intelligence models, machine learning algorithms, and related technologies owned, operated, or provided by third parties that are accessible through the Platform.
• “User Content” means any data, text, images, audio, video, prompts, or other materials that you or your Authorized Users input, upload, or otherwise provide to the Platform, excluding any Output.

2 Platform access and license

2.1 License Grant

Subject to your compliance with these Terms and payment of all applicable Fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during your Subscription Term solely for your internal business purposes (if you are an Entity) or personal, non-commercial purposes (if you are an individual), in accordance with these Terms, the Documentation, and the Acceptable Use Policy.

2.2 Authorized Users

If you are an Entity, you may permit your Authorized Users to access and use the Platform, provided that you are responsible for the acts and omissions of all Authorized Users as if they were your own acts and omissions. You shall ensure that all Authorized Users comply with these Terms, the Acceptable Use Policy, and all applicable laws.

2.3 Account Security

You are responsible for maintaining the confidentiality and security of your account credentials, API keys, and authentication tokens. You shall immediately notify us of any unauthorized use of your account or any other breach of security. You are responsible for all activity that occurs under your account.

2.4 Platform Modifications

We reserve the right to modify, update, or enhance the Platform at any time. We will use commercially reasonable efforts to provide advance notice of any material changes that materially diminish the functionality of the Platform. We may add, modify, or remove Third-Party Models available through the Platform at any time without liability.

2.5 Beta Services

From time to time, we may make beta, pilot, or early access features available to you (“Beta Services”). Beta Services are provided for evaluation purposes and not for production use, are not fully supported, and may be subject to additional terms. Beta Services are provided on an “as-is” and “as available” basis without any warranty. We may discontinue Beta Services at any time. We shall have no liability whatsoever arising out of or in connection with Beta Services.

3 Output and intellectual property

3.1 Output

Subject to your compliance with these Terms and payment of all applicable Fees, as between you and Provider, and to the extent permitted by applicable law, you own all right, title, and interest in and to Output generated through your use of the Platform. Notwithstanding the foregoing, you grant us a non-exclusive, worldwide, royalty-free license to use Output (in anonymized or aggregated form) solely to operate, maintain, and improve the Platform and to derive general learnings and know-how. We do not represent that Output is eligible for copyright or other intellectual property protection, and Output generated solely by artificial intelligence may not be protectable under U.S. law.

3.2 Disclaimers

• We make no representation or warranty that any Output is original, unique, or does not infringe, misappropriate, or violate the Intellectual Property Rights, rights of publicity, or other proprietary rights of any third party.
• You acknowledge and agree that: (i) we do not own, train, or operate the Third-Party Models that generate Output; (ii) we have no control over the training data, algorithms, or methodologies used by Third-Party Models; (iii) Output may be similar or identical to output provided to other users or content that exists in the public domain; and (iv) the Third-Party Models may have been trained on data that includes copyrighted, trademarked, or otherwise protected content.
• We expressly disclaim any ownership interest in Output and make no claim that Output constitutes a “work made for hire” or that we are the author of any Output for purposes of copyright or any other intellectual property law.
• You assume all risk associated with the use of Output, including without limitation any risk that Output may infringe, misappropriate, or violate the rights of any third party. You are solely responsible for evaluating the suitability of Output for its intended purposes and for obtaining any necessary rights, permissions, licenses, or consents.
• You acknowledge that, under current U.S. law, content generated solely by artificial intelligence is generally not eligible for copyright protection, and that copyright protection, if any, may extend only to human-authored contributions such as your creative selection, arrangement, or modification of Output. Accordingly, you may not have exclusive rights in Output, and third parties may be able to use, copy, or generate similar or identical content.

3.3 Our IP

As between you and us, we and our licensors retain all right, title, and interest in and to the Platform, including all software, algorithms, APIs, interfaces, documentation, methodologies, trade secrets, and other Intellectual Property Rights therein. Nothing in these Terms transfers any ownership of our intellectual property to you.

3.4 User Content

You retain all right, title, and interest in and to User Content. You grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, process, and transmit User Content solely to the extent necessary to provide the Platform and related services, improve the Platform’s routing and functionality, and as otherwise described in the Privacy Policy. You further grant us the right to sublicense User Content and prompts to Third-Party Model Providers to the extent required for such providers to process your requests and as otherwise permitted under the applicable Third-Party Model Provider’s terms, which may include use by such providers to provide and improve their services.

3.5 Feedback

If you provide any suggestions, ideas, feedback, or recommendations regarding the Platform (“Feedback”), we shall have an unrestricted, perpetual, irrevocable, worldwide, royalty-free right to use, incorporate, and commercialize such Feedback without any obligation or compensation to you.

3.6 AI-Generated Content Disclosure

The Platform uses Third-Party Models to generate Output. All Output is generated by artificial intelligence. We may identify Output as AI-generated and may preserve, and you shall not remove, obscure, or alter, any watermarks, provenance data, metadata, or other indicators included in Output that identify it as AI-generated or identify its source.

4 Fees and payment

4.1 Fees and Pricing

Access to and use of the Platform is subject to the Fees set forth below:

Unless the Plan states otherwise, unused Credits expire at the end of the cycle in which they were issued and do not roll over.

In addition to the Credits included in your Plan, you may purchase additional Credits (“Top-Up Credits”) in the following packs:

4.2 Payment Terms

Paid subscriptions are billed in advance on a monthly or annual basis, as selected during registration. All Fees are non-refundable except as expressly set forth herein. You authorize us, our affiliates, and/or our third-party payment processors to charge your designated payment method for all Fees when due. You are responsible for providing accurate and current payment information.

4.3 Taxes

All Fees are exclusive of taxes. You are responsible for all sales, use, value-added, withholding, and other taxes and governmental charges arising from these Terms, excluding taxes based on our net income.

4.4 Late Payments and Suspension

If we are unable to charge your payment method or if any payment is past due, we may suspend or terminate your access to the Platform. Any amounts not paid when due may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law.

5 Acceptable use and customer responsibilities

5.1 Acceptable Use Policy

You and your Authorized Users shall comply with the AUP at all times when accessing or using the Platform.

5.2 Prohibited Uses

You and your Authorized Users shall not use the Platform to:

• Generate, create, or request any content that infringes, misappropriates, or violates any third party’s Intellectual Property Rights, including copyrights, trademarks, trade dress, patents, or trade secrets;
• Submit prompts designed to replicate, imitate, or reproduce any third party’s trademark, trade dress, logo, brand identity, or distinctive product design;
• Use, input, or request the use of any real person’s name, image, likeness, voice, persona, or identity without having obtained all necessary rights, permissions, licenses, consents, and authorizations from such person (or their authorized representative);
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity;
• Create Output that falsely suggests or implies the endorsement, sponsorship, or approval of any person or entity, or that creates a false impression of association with any person or entity;
• Generate, create, or disseminate deceptive political content, including but not limited to: (i) content that falsely represents the statements, actions, or positions of any political candidate, elected official, or public figure; (ii) content designed to mislead voters about elections, voting procedures, or ballot measures; or (iii) deepfakes or synthetic media of political figures intended to deceive;
• Include Personal Data in prompts or User Content, except as expressly permitted in writing by us;
• Generate content that depicts, promotes, or facilitates child sexual abuse material, non-consensual intimate imagery, or other illegal sexual content;
• Generate content that promotes violence, terrorism, self-harm, or hatred against individuals or groups based on protected characteristics;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or structure of the Platform or any Third-Party Models;
• Modify, translate, reproduce, or create derivative works of the Platform;
• Remove any proprietary notices from the Platform;
• Probe, scan or attempt to penetrate the Platform;
• Provide to any third party the results of any benchmark tests of the Platform;
• Use unauthorized third-party programs to harvest, scrape, or extract data from the Platform;
• Use the Platform or Output to train, improve, or develop any competing AI model or service;
• Resell, sublicense, rent, lease, lend, sell, or otherwise provide access to the Platform to any third party, except as expressly permitted in these Terms; or
• Violate any applicable law, regulation, or third-party rights.

5.3 Prohibited Content Acknowledgment

You acknowledge and agree that: (a) you have read and understand the prohibitions set forth in Section 5.2 and the AUP; (b) you shall not use the Platform to generate Prohibited Content; (c) you are solely responsible for reviewing all Output before any use, distribution, or publication; and (d) we are not responsible for any Prohibited Content generated through the Platform as a result of your prompts or instructions.

5.4 Assumption of Risk

You acknowledge and assume all risks associated with the use of Output, including without limitation the risk that Output may infringe, misappropriate, or violate the Intellectual Property Rights, rights of publicity, or other rights of third parties. You are solely responsible for: (a) conducting appropriate due diligence before using any Output; (b) obtaining any clearances, licenses, or permissions required for such use; and (c) any claims, damages, or liabilities arising from your use of Output.

6 Content moderation and filtering

6.1 Content Filtering Measures

We employ content filtering and moderation measures designed to prevent the generation of certain categories of harmful or prohibited content through the Platform. You acknowledge that: (a) these measures may include automated filters, keyword detection, classifiers, and other technical safeguards; (b) we do not guarantee that all Prohibited Content will be detected or blocked; (c) some legitimate content may be incorrectly filtered; and (d) we make no warranty regarding the effectiveness, accuracy, or completeness of any content filtering measures.

6.2 Monitoring and Enforcement

We reserve the right, but have no obligation, to monitor your use of the Platform for compliance with these Terms and the Acceptable Use Policy. We may, in our sole discretion and without prior notice: (a) remove, disable, or refuse to process any User Content or Output that we believe violates these Terms; (b) suspend or terminate your access to the Platform for actual or suspected violations; and (c) report suspected illegal activity to appropriate law enforcement authorities.

6.3 Copyright Infringement Notices

We respect the Intellectual Property Rights of others and respond to notices of alleged copyright infringement in accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512). If you believe that any content available through the Platform infringes your copyright, please send a written notice to our designated agent at: Nahendiran G, grievance.officer@sparkstation.ai. Your notice should include: (a) your physical or electronic signature; (b) identification of the copyrighted work claimed to be infringed; (c) identification of the allegedly infringing material and information reasonably sufficient for us to locate it; (d) your contact information; (e) a statement that you have a good faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (f) a statement, under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the copyright owner. Upon receipt of a valid notice, we will act expeditiously to remove or disable access to the material. We may suspend or terminate the accounts of users who are repeat infringers.

7 Confidentiality; privacy and data protection

7.1 Confidentiality

You agree to keep confidential any non-public information about the Platform, including without limitation any technical, business, or operational information that we designate as confidential or that a reasonable person would understand to be confidential. You shall not disclose such information to any third party except to your employees or consultants who have a need to know and are bound by confidentiality obligations at least as protective as those set forth herein.

7.2 Privacy Policy

Our collection, use, and disclosure of information in connection with the Platform is governed by our Privacy Policy. By using the Platform, you acknowledge that you have read and understand the Privacy Policy.

7.3 Prohibition on Personal Data in Prompts

You shall not include Personal Data in any prompts, User Content, or other inputs to the Platform unless we have expressly authorized such use in writing and you have agreed to our DPA. You acknowledge that the Platform is not designed to process, store, or protect Personal Data submitted in prompts, User Content, or other inputs.

7.4 Data Use for Service Improvement

You acknowledge and agree that we may use User Content, prompts, and Output (in anonymized or aggregated form where practicable) to: (a) operate, maintain, and improve the Platform; (b) improve the routing and selection of Third-Party Models; (c) develop new features and services; and (d) generate anonymized or aggregated analytics. We will not ourselves use User Content or Output to train Third-Party Models unless you provide separate, express consent; however, Third-Party Model Providers may use content submitted through their services as permitted by their own terms.

8 Indemnification

8.1 Your Indemnification

You shall indemnify, defend, and hold harmless Provider and its officers, directors, employees, agents, affiliates, successors, and assigns (collectively, “Provider Indemnitees”) from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) (collectively, “Claims”) arising out of or relating to:

• User Content, including any allegation that User Content infringes, misappropriates, or violates any third party’s Intellectual Property Rights, rights of publicity, privacy rights, or other proprietary rights;
• Your use or commercial exploitation of Output, including any allegation that Output used by you infringes, misappropriates, or violates any third party’s Intellectual Property Rights, rights of publicity, privacy rights, or other proprietary rights;
• Your violation of Section 5.2 (Prohibited Uses), the Acceptable Use Policy, or any applicable law; or
• Your breach of any representation, warranty, or covenant in these Terms.

8.2 Indemnification Procedures

We shall: (a) promptly notify you of any Claim for which indemnification is sought; (b) allow you sole control of the defense and settlement of the Claim, provided that you shall not settle any Claim without our prior written consent if the settlement requires any admission of liability or payment by us; and (c) provide you with reasonable cooperation and assistance at your expense.

9 Warranties; disclaimers

9.1 Your Representations and Warranties

You represent and warrant that:

• You have all necessary rights, licenses, consents, and permissions to submit, upload, or provide all User Content to the Platform, including with respect to any intellectual property, rights of publicity, or Personal Data contained therein;
• Your use of the Platform and any Output will comply with all applicable laws, regulations, and industry standards, including without limitation laws regarding Intellectual Property Rights, rights of publicity, privacy, data protection, consumer protection, and unfair competition;
• You will not use Output in a manner that infringes, misappropriates, or violates any third party’s intellectual property rights, rights of publicity, or other proprietary rights;
• You will not submit, upload, or include any Personal Data in User Content unless expressly permitted by us in writing and in compliance with our DPA;
• You have the legal capacity and authority to enter into these Terms (and, if you are an Entity, the authority to bind that Entity to these Terms); and
• If you are an individual, you are at least 18 years of age (or the age of legal majority in your jurisdiction, if different).

9.2 Disclaimer of Warranties

9.3 Output Disclaimer

Without limiting the foregoing, we expressly disclaim any warranty that Output will not infringe, misappropriate, or violate the Intellectual Property Rights, rights of publicity, or other proprietary rights of any third party. You acknowledge that: (a) we do not own, train, or control the Third-Party Models that generate Output; (b) we have no ability to ensure that Output does not resemble or copy existing copyrighted works, trademarks, or other protected content; and (c) you use Output at your own risk.

9.4 Third-Party Models

We do not make any warranty or representation regarding the availability, quality, accuracy, reliability, or performance of any Third-Party Models accessible through the Platform. We are not responsible for any errors, inaccuracies, biases, or limitations in the Output of Third-Party Models.

9.5 No Exclusivity of Output

You acknowledge and agree that Output may be similar or identical to Output provided to other users or to content existing in the public domain. We do not guarantee the uniqueness or exclusivity of any Output.

10 Limitation of liability

10.1 Exclusion of Indirect Damages

10.2 Liability Cap

To the maximum extent permitted by applicable law, our total cumulative liability arising out of or relating to these Terms, whether in contract, tort (including negligence), or otherwise, shall not exceed the greater of: (a) the total Fees paid by you to us during the twelve (12) month period immediately preceding the event giving rise to such liability; or (b) one hundred U.S. dollars ($100).

10.3 Output Claims

Notwithstanding anything to the contrary in these Terms, we shall have no liability for any claims arising from or related to: (a) the use or commercial exploitation of Output by you or any third party; (b) any allegation that Output infringes, misappropriates, or violates any third party’s Intellectual Property Rights, rights of publicity, or other proprietary rights; or (c) any claim that Output is substantially similar to Output provided to other users or to content existing in the public domain.

10.4 Basis of the Bargain

The limitations of liability set forth in this Section 10 are a fundamental element of the basis of the bargain between you and us. We would not provide the Platform without such limitations.

11 Term and termination

11.1 Term

These Terms commence when you first access or use the Platform and continue until terminated. For paid subscriptions, your Subscription Term will automatically renew for successive periods of the same duration unless you cancel before the end of the then-current term through your account settings or by contacting us.

11.2 Termination by You

You may terminate your account at any time through your account settings or by contacting us. If you terminate a paid subscription, you will not receive a refund for any Fees already paid, but you will continue to have access to the Platform until the end of your current billing period.

11.3 Termination by Us

We may terminate or suspend your access to the Platform: (a) immediately upon notice if you breach these Terms; (b) immediately upon actual or suspected violation of Section 5.2 (Prohibited Uses) or the Acceptable Use Policy; (c) upon thirty (30) days’ notice for any reason or no reason; or (d) immediately if we discontinue the Platform. If we terminate for convenience, we will refund any prepaid Fees on a pro rata basis for the period after the effective date of termination.

11.4 Effect of Termination

Upon termination: (a) all rights and licenses granted to you shall immediately terminate; (b) you shall cease all use of the Platform; (c) any amounts owed shall become immediately due and payable; and (d) we may delete User Content and Output in our possession within a reasonable period following termination.

11.5 Survival

Sections 1 (Definitions), 3.2 (Disclaimers), 3.3 (Our IP), 5.4 (Assumption of Risk), 7.1 (Confidentiality), 8 (Indemnification), 9.2 to 9.5 (Disclaimers), 10 (Limitation of Liability), 11.4 (Effect of Termination), 11.5 (Survival), and 12 (General Provisions) shall survive any termination of these Terms.

12 General provisions

12.1 Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles. You irrevocably submit to the exclusive jurisdiction of the state and federal courts located in the State of New York for any action arising out of or relating to these Terms.

12.2 Assignment

You may not assign or transfer these Terms, in whole or in part, without our prior written consent. We may freely assign these Terms. Any attempted assignment in violation of this Section shall be null and void.

12.3 Notices

We may provide notices to you by email to the address associated with your account, by posting on the Platform, or by other reasonable means. You may provide notices to us by email at grievance.officer@sparkstation.ai or by mail to VerSe Innovation Private Limited, Mantri Commercio, Spatium Offices, Unit 001, Tower A, 5th Floor, Outer Ring Road, Near Sakra World Hospital, Kariyammana Agrahara, Bellandur, Bengaluru, Karnataka 560103, India. Notices are deemed given upon receipt.

12.4 Export Regulation

The Platform utilizes software and technology that may be subject to U.S. export control laws. You shall not directly or indirectly export, re-export, or release the Platform or the underlying software or technology to, or make the Platform accessible from, any jurisdiction or country to which export is prohibited by law. You shall comply with all applicable export laws and regulations.

12.5 Modifications to Terms

We may modify these Terms at any time by posting revised Terms on our website. We will use commercially reasonable efforts to notify you of material changes by email or by posting a notice on the Platform. Your continued use of the Platform after any modifications constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Platform.

12.6 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, and any other policies incorporated by reference, constitute the entire agreement between you and us with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, understandings, negotiations, and discussions.

12.7 Waiver

Our failure to enforce any provision of these Terms shall not be construed as a waiver of such provision or the right to enforce it at a later time.

12.8 Severability

If any provision of these Terms is held invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired.

12.9 Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms where such failure or delay results from any cause beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, pandemics, government actions, or failure of third-party telecommunications or power supply.

12.10 Independent Contractors

The parties are independent contractors. These Terms do not create any agency, partnership, joint venture, or employment relationship.

12.11 Third-Party Beneficiaries

Except for the Third-Party Model Providers (which are intended third-party beneficiaries of the disclaimers, limitations of liability, and license restrictions set forth in these Terms), these Terms are for the sole benefit of you and us. Nothing in these Terms shall confer upon any other person or entity any legal or equitable right, benefit, or remedy.

13 Contact us

If you have any questions about these Terms, please contact us at: