Terms of Service

Last Updated: October 26, 2023

Welcome to Delta Clear, your partner for advanced AI-powered image solutions. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User" or "you") and Delta Clear ("Company," "we," "us," or "our"), governing your access to and use of our website, AI-powered background removal, image editing and enhancement tools, bulk image processing, API integration, custom visual content solutions, digital asset management services, and all related offerings (collectively, the "Service").

By accessing or using any part of the Service, you signify that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Service. We reserve the right to modify these Terms at any time without prior notice. Any changes will be effective immediately upon posting to the website, and your continued use of the Service thereafter constitutes your acceptance of such changes. We encourage you to review these Terms periodically.

1. Accounts

1.1 Eligibility

To use the Service, you must be at least 18 years old or the age of legal majority in your jurisdiction, and capable of forming a binding contract with Delta Clear. By creating an account, you represent and warrant that you meet these eligibility requirements.

1.2 User Responsibilities

You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your account login credentials and for all activities that occur under your account.

1.3 Account Security

You must notify Delta Clear immediately of any unauthorized use of your account or any other breach of security. Delta Clear will not be liable for any loss or damage arising from your failure to comply with this section.

2. Use of Services & Acceptable Use

Delta Clear grants you a limited, non-exclusive, non-transferable, revocable license to use the Service solely for your internal business purposes, subject to these Terms.

2.1 Acceptable Use Policy

You agree not to use the Service to:

• Upload, post, email, transmit, or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable.
• Harm minors in any way.
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
• Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Service.
• Upload, post, email, transmit, or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships.
• Upload, post, email, transmit, or otherwise make available any content that infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party.
• Upload, post, email, transmit, or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
• Upload, post, email, transmit, or otherwise make available any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment.
• Interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service.
• Intentionally or unintentionally violate any applicable local, state, national, or international law.
• Harvest or otherwise collect information about others, including email addresses, without their consent.

3. Fees, Payments, and Subscriptions

3.1 Pricing

The pricing for Delta Clear services, including subscription fees, pay-as-you-go rates, and any additional charges, will be displayed on our website or, for custom solutions, provided via a separate agreement. All prices are subject to change upon reasonable notice.

3.2 Billing Cycles and Payments

Subscription fees are billed in advance on a recurring, periodic basis (e.g., monthly or annually). Payments are due on the date specified at the time of purchase. You authorize Delta Clear to charge your designated payment method for all applicable fees.

3.3 Refunds

Unless expressly stated otherwise, all fees are non-refundable. Exceptions may apply in cases where required by law or explicitly stated in a separate service level agreement.

3.4 Taxes

You are responsible for all applicable taxes, levies, duties, or similar governmental assessments, including VAT, sales, use, or withholding taxes, incurred as a result of your use of the Service, excluding taxes based on Delta Clear's net income.

4. Intellectual Property & Licensing

4.1 Your Content Ownership

You retain all intellectual property rights, including copyright, in any content you submit, post, or display on or through the Service ("Your Content"). You also retain all intellectual property rights in the final edited images derived from Your Content.

4.2 License to Delta Clear

By submitting Your Content to Delta Clear, you grant us a worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, distribute, display, and process Your Content solely for the purpose of providing, maintaining, supporting, and improving the Service. This includes, where necessary, using Your Content for internal quality assurance and algorithm training purposes, strictly to enhance the performance of our AI models. This license terminates when you remove Your Content or terminate your account, except for the limited purpose of necessary archival backups.

4.3 Delta Clear's IP

The Service itself, including all software, algorithms, designs, text, graphics, images, video, information, logos, and all other elements of the Service, are the sole property of Delta Clear or its licensors. These are protected by copyright, trademark, and other intellectual property laws. Your use of the Service does not grant you ownership of any intellectual property rights in the Service or the content you access.

5. API Usage Terms

If you use Delta Clear's Application Programming Interface (API), these API-specific terms apply in addition to the general Terms of Service.

5.1 Rate Limits And Usage

Delta Clear may set and enforce limits on the number of calls you may make to the API in its sole discretion. You agree to adhere to these rate limits and not to circumvent them.

5.2 Security

You are responsible for maintaining the security of your API keys and credentials. You must take all necessary steps to prevent unauthorized access to or use of your API key.

5.3 Prohibited API Uses

You agree not to use the API to:

• Replicate or attempt to replicate the core functionality of Delta Clear's service to offer a competing service.
• Attempt to gain unauthorized access to any part of the Service or its related systems or networks.
• Scrape, spider, or otherwise collect data from the Service without permission, beyond the intended use of the API.
• Use the API in any manner that is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, or otherwise objectionable.

6. Confidentiality

Each party agrees to maintain the confidentiality of all non-public information disclosed by the other party that is designated as confidential or that, by its nature, would reasonably be understood to be confidential. This includes, but is not limited to, business and marketing plans, technology and technical information, product plans and designs, and business processes.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party before its disclosure by the disclosing party; (c) is rightfully obtained by the receiving party from a third party without restriction as to disclosure; or (d) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

7. Term and Termination

7.1 Term

These Terms remain in full force and effect while you use the Service, unless terminated earlier in accordance with these Terms.

7.2 Termination by You

You may terminate your account at any time by contacting customer support. Upon termination, your right to access and use the Service will immediately cease.

7.3 Termination by Delta Clear

Delta Clear may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. Upon termination for cause, any prepaid fees are non-refundable.

7.4 Effect of Termination

Upon termination, all provisions of these Terms which, by their nature, should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Disclaimers and Limitation of Liability

8.1 Service Availability (SLA)

Delta Clear will use commercially reasonable efforts to ensure the Service is available. However, we do not guarantee continuous, uninterrupted, or secure access to the Service, and operation of the Service may be interfered with by numerous factors outside of our control.

8.2 Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. DELTA CLEAR DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.

8.3 Limitation of Liability

IN NO EVENT SHALL DELTA CLEAR, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUE, LOST DATA, OR LOSS OF BUSINESS OPPORTUNITY), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF DELTA CLEAR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICE, EXCEEDING THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO DELTA CLEAR FOR THE SERVICE IN THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR (B) ONE HUNDRED US DOLLARS (US$100).

9. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in Travis County, Texas, to resolve any dispute or claim arising from these Terms or the Service.