Terms of Service and User Guidelines

1.1 Always is Now Inc., with registered office at 732 South 6th Street, Suite N, Las Vegas, NV 89101, USA("Licensor"), offers an information society service to the ("User"), who has been granted access to xchar ("Platform") via an account ("Account"), where the User can interact with AI characters and generate AI content at their own responsibility ("Service").

1.2 These license terms are essential and applicable to the use of the Platform and the Service by the User and constitute the entire agreement between the Licensor and the User ("Agreement").

1.3 The Licensor may refuse access to the Platform and the Service in the event that:

• The User has not reached the age of 18 years;
• The User's Account has been deleted in accordance with Article 2.2, 2.3, 6.3, 7.6.

1.4 The Licensor reserves the right to suspend the Agreement and deny access to the Account if the User breaches any provision of Article 4 and/or Article 5.

2.1 The Agreement is concluded for an indefinite period. The User may terminate the Agreement at any time by deleting their Account.

2.2 The Licensor may terminate the Agreement with immediate effect and delete the User's Account at any time without being liable for any refund or compensation to the User if the User acts in violation of this Agreement, public order, or morality and/or applicable law, without prejudice to the Licensor's right to full compensation for damages and costs incurred due to the User.

2.3 The Licensor has the right to prohibit a User whose Agreement has been terminated pursuant to Article 1.3 and 2.2 from creating a new Account and to deny them access to the Platform and/or Services.

2.4 A User who believes their Account has been wrongly deleted may contest this by sending a reasoned request to the Licensor via email at [email protected].

2.5 Upon termination of the Agreement, Articles 4.6, 5.1, 7.7, Article 10 and Article 12 shall remain in effect.

3.1 In order to use the Services, the User must purchase digital tokens ("Credits") or subscribe to a package that provides monthly credits ("Monthly Credits"). Credits remain valid until used, while Monthly Credits reset each month and do not roll over to the next month.

3.2 Credits and subscriptions can be purchased on the Platform using one of the available payment methods. The use of the payment method is subject to the terms and conditions of the third-party provider.

3.3 If the User's Account is deleted in accordance with Article 2.2, 2.3, 6.3, 7.6 the User is not entitled to a refund of Credits or Monthly Credits.

3.4 A User, who is a consumer, has the right to withdraw from the online purchase within 14 days without giving any reason, provided that no Credits have been used. The withdrawal period begins on the day of purchase.

4.1 The Licensor grants the User, in accordance with the terms of this Agreement, a limited, non-exclusive, non-transferable, worldwide, and non-sublicensable license to use the Platform and the Service for interacting with AI characters and generating AI content solely for personal purposes.

4.2 The conclusion of the Agreement does not grant the User any ownership rights over the intellectual property rights of the Licensor, including copyrights, trademarks, service marks, trade names, or any other intellectual property rights. These rights are the exclusive property of the Licensor and/or its licensors and/or suppliers.

4.3 The User agrees to use the Platform and the Service in a proper manner throughout the duration of the Agreement and as a responsible user. The User is strictly prohibited from:

• Decompiling, reverse-engineering, disassembling, modifying, distributing, reproducing, offering for sale, licensing, or creating derivative works from the Service and/or the Platform or the underlying technology;
• Circumventing, modifying, manipulating, or disabling any features or security measures of the Platform and/or the Service;
• Damaging, disabling, overloading, or impairing the Platform and/or the Service;
• Using the Platform and/or the Service unlawfully, for an unlawful purpose, or in a manner contrary to the provisions of the Agreement;
• Sharing login credentials for accessing the Platform and/or the Service with third parties or allowing third parties to violate the above restrictions.

4.4 If the Licensor determines that the User is using the Platform and/or the Service in violation of this Agreement and/or applicable law, public order, or morality, the Licensor is entitled to temporarily or permanently block the User's access to the Platform and/or the Service.

4.5 In the event of any violation by the User of the provisions in Articles 4.2 through 4.4 the Licensor has the right to terminate the Agreement, without prejudice to the Licensor's right to claim compensation for damages incurred.

4.6 The User agrees to indemnify and assist the Licensor upon first request against third-party claims resulting from the User's violation of the Agreement and/or applicable law.

5.1 The User guarantees that they are at least 18 years of age and will only use the Platform and Service in accordance with applicable law. The User acknowledges and accepts full responsibility and liability for any claims that may be brought by third parties and is obligated to indemnify the Licensor fully in accordance with Article 4.6. of the Agreement in the event of a breach of this Article.

5.2 The User is not permitted to remove or obscure any watermark or attribution from generated content.

5.3 The User declares to use the Platform in compliance with public order and morality.

6.1 The User is strictly prohibited from using the Platform or Service to create or promote content that:

• Relates to minors, including both people (whether AI-generated or not) who have not yet reached the age of 18, and those who have reached that age but portray themselves as minors;
• Infringes on the copyright and/or portrait rights of third parties;
• Promotes or glorifies illegal activities, hate speech, or violence.

6.2 When publishing AI characters to the Platform, the User must ensure these characters adhere to our community guidelines available here. The Licensor reserves the right to moderate and remove any characters that violate these guidelines.

6.3 The User is responsible for indemnifying the Licensor in accordance with Article 4.6 of the Agreement in the event that the use of the Platform and/or the Service violates the rights of third parties. Such a violation also constitutes a serious breach, allowing the Licensor to immediately terminate the Agreement at the User's expense and to prohibit further access to the Platform and/or the Service, as well as the creation of a new Account.

6.4 When the User uses the Service to generate, create, publish, or otherwise transmit content through the Platform, the User grants the Licensor a non-exclusive, royalty-free, transferable, sublicensable, worldwide, and perpetual license to use, modify, perform, copy, or otherwise create derivative works of such content in a manner consistent with privacy laws and the Licensor's Privacy Policy.

6.5 The User expressly grants the Licensor permission to use all entered prompts, conversations, and generated content for further training, improving, and developing the underlying AI models of the Platform.

6.1.1 All visual content on the Platform consists exclusively of AI-generated images that do not depict actual human beings. As such, the Platform is exempt from 18 U.S.C. §2257 record-keeping requirements. For more information, see our 2257 Statement.

6.1.2 Users are strictly prohibited from uploading, sharing, or attempting to create content that depicts or appears to depict real individuals, whether through deepfakes, photomanipulation, or any other means.

6.1.3 Where required by law or our payment processing partners, the Licensor will maintain appropriate compliance documentation and procedures in accordance with applicable regulations.

6.2.1 The Platform operates in compliance with payment processor requirements, including those of our billing partner CCBill. Users acknowledge that violations of payment processor acceptable use policies may result in immediate account termination and service suspension.

6.2.2 In addition to other prohibited content, Users are specifically prohibited from creating, sharing, or promoting content that includes:

• Bestiality or any sexual content involving animals
• Extreme violence, incest, snuff, scat, or bodily waste in sexual or erotic contexts
• Mutilation or rape depicted in sexual or erotic manner
• Content using terms associated with minors such as "Lolita", "Pedo", "Pre-teen", or similar terminology
• Any gambling, betting, or games of chance functionality

6.2.3 The Platform ensures clear disclosure of all pricing, trial periods, and recurring charges in compliance with payment processor requirements. Users acknowledge they have read and understood all billing terms before making any purchase.

6.2.4 The Licensor reserves the right to immediately suspend or terminate accounts that violate payment processor policies, with all funds potentially held pending resolution of any chargebacks, fines, or compliance issues.

7.1 The User acknowledges and accepts that the Licensor is subject to statutory obligations regarding liability for unlawful content, in accordance with applicable laws.

7.2 The User recognizes that the Licensor has a legal obligation, upon awareness of the availability of unlawful information or content via the User's Account or published characters, to take appropriate measures to prevent further dissemination of such unlawful information or content, without being held liable by the User for doing so.

7.3 The Licensor may, but is not obligated to, request in writing that the User immediately remove any actually or potentially unlawful content made available via their Account following awareness in accordance with Article 7.2. The User acknowledges that the Licensor is not required to follow this prior warning procedure and may, regardless of the nature and severity of the infringements, immediately take the measures described in Article 7.4.

7.4 Whether or not the warning procedure under Article 7.3 is followed, the Licensor has the right, upon awareness in accordance with Article 7.2, to immediately and without prior notice, block access to or remove potentially or actually unlawful content at its discretion.

7.5 The User acknowledges that the Licensor may be obliged to immediately notify the appropriate authorities of any alleged unlawful activities or unlawful content being exploited or made available by the User through their Account.

7.6 The Licensor's compliance with the procedures described in Articles 7.3 and 7.4 does not affect its right to take other actions against the User, particularly but not limited to the immediate termination of the Agreement at the User's expense and prohibiting further access to the Platform and/or the Service as well as the creation of a new Account.

7.7 The User is obligated to indemnify the Licensor against any claims made by third parties against the Licensor because of unlawful content associated with the User's Account.

7.8 The Licensor cannot be held liable for any damage suffered by the User because of the blocking or removal of content as specified in this Article 7.

7.9 Users can report potentially unlawful or guideline-violating content by using the reporting features available on the Platform or by contacting [email protected]. For formal complaints, users may also contact [email protected]. The Licensor will review such reports and take appropriate action in accordance with these Terms and applicable law. For more details, see our Complaints Policy.

8.1 The User acknowledges having knowledge of the privacy and cookie policy, available here.

9.1 The Licensor is not liable for the (temporary or otherwise) unavailability of the Platform and/or the Service due to, among others, (i) maintenance periods, (ii) installation of updates, (iii) power or server outages, (iv) cybercrime, (v) strikes, and (vi) any other external cause or circumstance that reasonably cannot be attributed to the Licensor. The Licensor therefore does not guarantee continuous and uninterrupted use of the Platform and/or the Service.

9.2 Notwithstanding the above, the Licensor will make reasonable efforts to ensure the Platform remains accessible and will limit planned maintenance to minimize service disruption. For subscription-based services, the Licensor commits to maintaining service availability and updating content regularly in accordance with billing cycles and payment processor requirements.

10.1 The successful use of the Service is subject to the technical functionalities and limitations of the User's device. The Licensor can never be held responsible for any incompatibility between the Platform and/or the Service and the User's equipment.

10.2 The Licensor does not guarantee that the AI characters, conversations, or generated content will meet the User's substantive expectations. The Licensor cannot be held liable for this.

10.3 The User shall be liable to the Licensor for any damages suffered by the Licensor because of the User's use of the Platform and/or the Service in violation of the provisions of this Agreement and applicable law.

11.1 This Agreement constitutes the entire agreement between the Parties and applies to the Platform and all performance of the Service. Unless otherwise agreed in writing, the User's terms and conditions are not applicable.

11.2 The Licensor reserves the right to assign its rights and obligations to third parties without the User's consent. The User may only transfer their rights and obligations with the express and written consent of the Licensor.

11.3 If one or more (parts of) provisions of this Agreement are declared null and void or unenforceable, the Parties shall replace those provisions with valid and enforceable provisions that, to the extent possible, achieve the economic, business, or other purpose of the void or unenforceable provision. The remaining provisions of the Agreement shall remain in full force.

11.4 The mere fact that the Licensor does not insist on the strict observance of any provision of this Agreement or does not enforce it cannot be interpreted as a waiver or relinquishment of rights unless confirmed in writing.

11.5 A User, who is a consumer, may file a complaint through appropriate consumer protection channels in accordance with applicable law.

11.6 Prior to initiating any legal proceedings, Users agree to attempt to resolve any disputes with the Licensor through good faith negotiations. If a dispute cannot be resolved through negotiation, Users agree that any claims against the Licensor shall be subject to binding arbitration in accordance with the laws of the State of Nevada, except where prohibited by applicable law. The arbitration shall take place in Clark County, Nevada, USA, and shall be conducted in English.

12.1 This Agreement is governed by and shall be interpreted in accordance with the laws of the State of Nevada, USA.

12.2 Any dispute concerning this Agreement shall be finally settled by the court of competent jurisdiction in Clark County, Nevada, USA, where the Licensor has its registered office.