Terms of Service

1. Eligibility and Account Responsibility

1. You must be at least 18 years old, or the age of majority in your jurisdiction, to use the Services.
2. You agree to provide accurate, current, and complete account information and to keep it updated.
3. You are responsible for maintaining the confidentiality of your account credentials and API keys, and for all activity that occurs under your account.
4. You must promptly notify us if you believe your account or API keys have been compromised.

2. Changes to These Terms

1. We may update these Terms from time to time to reflect changes to our Services, business practices, or legal obligations.
2. Updated Terms become effective when posted on the Site unless we state otherwise.
3. Your continued use of the Services after updated Terms are posted means you accept the revised Terms.
4. If you do not agree to the revised Terms, you must stop using the Services.

3. Our Services

4. Subscriptions, Billing, and Cancellation

1. Paid subscriptions renew automatically on a monthly or annual basis, depending on the billing cycle you select, unless canceled.
2. You agree to pay all applicable subscription fees, usage fees, taxes, and other charges associated with your plan.
3. We use third-party payment processors, including Stripe, to handle billing. Your payment information is subject to the terms and policies of those processors.
4. If you upgrade or downgrade your plan, billing adjustments may apply.
5. You may cancel your subscription at any time through your account settings. Unless otherwise stated in a separate agreement, cancellations take effect at the end of the current billing period.
6. Except where required by law or expressly stated otherwise, fees are non-refundable.

5. User Content and Limited License

1. You keep ownership of your content. You retain all rights in the images, files, and other content you upload to the Services (“User Content”).
2. You grant Prama a limited, non-exclusive, revocable license to host, process, transmit, store, and display User Content only as needed to:
   • provide and operate the Services you request;
   • maintain security, reliability, and abuse prevention;
   • comply with applicable law; and
   • enforce these Terms.
3. This limited license does not transfer ownership of your User Content to us.
4. You represent and warrant that you have all rights necessary to upload and use your User Content with the Services.

6. Acceptable Use, Data Handling, and Model Training

1. Prohibited Content and Conduct
   • You may not use the Services to upload, process, store, or transmit unlawful, exploitative, abusive, harassing, hateful, or otherwise harmful content.
   • You may not use the Services in a manner that violates any law or infringes the intellectual property, privacy, publicity, or other rights of any third party.
   • You may not misuse the Services to facilitate fraud, malware, credential theft, unauthorized surveillance, or other malicious activity.
2. Short Default Retention
   • We do not retain user images long term by default.
   • Unless you explicitly opt in to model training, uploaded images are retained for no more than 24 hours for security, abuse prevention, operational reliability, and troubleshooting.
   • After that period, images are deleted from our standard processing systems, except where longer retention is required by law or reasonably necessary to protect the Services, investigate abuse, or enforce these Terms.
3. Model Training Is Explicitly Opt-In
   • We do not train on your images by default.
   • We will not use your images to train, fine-tune, validate, or improve our models unless you explicitly choose to allow it.
   • To opt in, you must enable “AI Training Data” in your account settings at backgrounderase.com/account.
   • If that setting is not enabled, your images are not used for model training.
4. If You Opt In to AI Training Data
   • If you enable “AI Training Data”, you grant us permission to retain and use the images covered by that setting to improve, develop, evaluate, and train our models and related systems.
   • Content you opt in for training may be retained for longer than 24 hours as reasonably necessary for those purposes, unless otherwise agreed in writing.
   • Enterprise customers may request separate written terms governing training use, retention, and related data handling.
5. Security, Rate Limits, and Competitive Misuse
   • You may not bypass, disable, or interfere with rate limits, security controls, authentication requirements, or usage restrictions.
   • You may not probe, scan, or test the vulnerability of our systems without our prior written permission.
   • You may not use the Services in a manner that unduly burdens, disrupts, or degrades our infrastructure.
   • You may not use the Services to build or train a competing background removal or image segmentation service using our platform without our prior written consent.
6. Enforcement
   • We may throttle, suspend, restrict, or terminate access to the Services if we reasonably believe you have violated this Section or created a security, legal, or operational risk.

7. Intellectual Property and Feedback

1. Our Technology. The Services, including our models, software, interfaces, documentation, branding, and related technology, are owned by Prama or our licensors and are protected by applicable intellectual property laws.
2. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services.
3. Except as expressly permitted in writing, you may not copy, modify, distribute, reverse engineer, or create derivative works from the Services.
4. No Publicity Rights by Default. We will not use your company name, logo, or trademarks in customer lists, case studies, or marketing materials without your prior written permission, unless a separate written agreement states otherwise.
5. If you send us suggestions, ideas, or feedback, you grant us a non-exclusive, worldwide, royalty-free license to use that feedback without restriction and without any obligation to compensate you.

8. Third-Party Services

1. The Services may rely on or interoperate with third-party providers, including payment processors, cloud infrastructure providers, and other software or service partners.
2. We are not responsible for third-party services that we do not control.
3. Your use of third-party services may be subject to separate terms, privacy policies, or other agreements between you and those third parties.

9. Disclaimers

1. The Services are provided on an “as is” and “as available” basis.
2. To the fullest extent permitted by law, we disclaim all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, non-infringement, and uninterrupted availability.
3. We do not guarantee that the Services will be uninterrupted, error-free, fully secure, or suitable for every use case.
4. Unless expressly stated in a separate written agreement, service level commitments are not provided.

10. Limitation of Liability

1. To the fullest extent permitted by law, Prama and its affiliates, officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, business, goodwill, or data.
2. To the fullest extent permitted by law, our total aggregate liability arising out of or relating to the Services or these Terms will not exceed the greater of:
   • the amount you paid us for the Services during the 3 months before the event giving rise to the claim; or
   • USD $100.
3. Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you.

11. Indemnification

You agree to defend, indemnify, and hold harmless Prama LLC and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

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

12. Suspension and Termination

1. You may stop using the Services at any time.
2. You may cancel your subscription or delete your account through the tools we provide, subject to any billing obligations already incurred.
3. We may suspend or terminate your access to the Services immediately if we reasonably believe:
   • you have violated these Terms;
   • your use creates legal, security, or operational risk; or
   • we are required to do so by law.
4. Upon termination, your right to use the Services ends immediately, but Sections that by their nature should survive termination will continue to apply.

13. Governing Law and Dispute Resolution

1. These Terms are governed by the laws of the State of Kansas, USA, without regard to conflict of laws principles.
2. Any dispute arising out of or relating to these Terms or the Services will be resolved by binding arbitration in Kansas under the rules of the American Arbitration Association, except where applicable law prohibits it.
3. You and Prama agree to resolve disputes only on an individual basis and not as part of a class, consolidated, or representative action.
4. Nothing in this Section prevents either party from seeking injunctive or equitable relief in a court of competent jurisdiction for misuse of intellectual property, confidential information, or other matters requiring urgent relief.

14. General Terms

1. Entire Agreement. These Terms, together with any policies or documents expressly incorporated by reference, form the entire agreement between you and Prama regarding the Services, unless a separate written agreement applies.
2. Order of Precedence. If you have a separate written agreement with us, that agreement controls to the extent of any conflict with these Terms.
3. Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in effect.
4. Waiver. A failure to enforce any provision of these Terms is not a waiver of our right to do so later.
5. Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.

15. Contact Us

If you have questions about these Terms, please contact us at:
Email: [email protected]

Prama LLC reserves all rights not expressly granted in these Terms.

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.