Terms and Conditions

  • Terms and Conditions

ReAvat Terms of Service

Starting from December 6, 2023

 

GENERAL

By using the ReAvat programming interfaces, software, tools, data, documentation or website of ASC27 (collectively, the “Services”), you expressly acknowledge that you have read and agree to be bound by the following terms and conditions (collectively, the “Terms”) and all applicable laws and regulations. You also confirm that you are at least 18 years of age and have the legal capacity to enter into a binding contract.

Unless otherwise specified, the terms used below and in other agreements or notices, including our Privacy Policy, have the following meanings:

  • “Customer”, “Client”, “User”,” “You” and “Your” refer to the person using the Services and accepting the Terms.
  • “ASC27”, “We”, “Our”, “Us” and “Ourselves” refer to our company, ASC27 S.r.l.
  • “Representatives” includes the employees, consultants, affiliates, agents and suppliers of ASC27
  • “Party”,” “Parties” or references to the Customer and Us or either the Customer or Us.

Any use of the above terms or other words in the singular, plural, capitalised and/or he/she or they shall be deemed interchangeable and therefore refer to the same thing.

These Terms and any policies contained herein constitute the entire agreement between you and ASC27 with respect to access to or use of the Services. They supersede any prior or contemporaneous agreements, communications or understandings between you and ASC27 on this subject matter, other than any service-specific terms of use or applicable corporate agreements.

No agency, partnership, joint venture or other relationship is created by your access to or use of the Services.

You may not assign or delegate any rights or obligations under these Terms, and any purported assignment or delegation by you is null and void. We reserve the right to assign these Terms in connection with a merger, acquisition or sale of all or substantially all of our assets or to an affiliate as part of a corporate reorganisation.

 

PRIVACY STATEMENT 

We are committed to protecting your privacy. Our Privacy Policy sets out how we collect, use and disclose the personal information you provide to us when you access and use the Services. Further details can be found in our Privacy Policy, which you can view [here Privacy Policy].

 

LICENSE TO USE THE SERVICES 

We hereby grant you a non-exclusive licence to access and use the Services on the terms and conditions described herein. It is expressly emphasised that ASC27 retains all right, title and interest in and to the Services and that no transfer of ownership is agreed with respect to the Services. Under this licence, you are prohibited from doing any of the following:

  • Download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, licence, create derivative works from or offer for sale any proprietary technology contained in the Services, except for the creation and storage of temporary files that are automatically cached by your web browser for display purposes, to the extent expressly permitted by these Terms, and expressly excluding these restrictions on Your Content.
  • Submitting, transmitting, displaying, performing, posting or storing Content that is inaccurate, illegal, unlawful, defamatory, obscene, sexually explicit, pornographic, violent, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, harmful, hateful, cruel or insensitive, misleading or otherwise objectionable, individually or collectively referred to as “Objectionable Content”
  • Using the Services for harassing, disruptive or offensive purposes, violating our policies and standards, including the Acceptable Use and Moderation Policy, or engaging in political campaigning or lobbying.
  • Framing, replicating or creating an interface to access the Services without going directly to the Website, unless this functionality is expressly provided by us.
  • Duplicating, decompiling, reverse engineering, disassembling or decoding the Services (including the underlying ideas or algorithms) or attempting to do so.
  • Use, reproduce or remove any copyrights, trademarks, service marks, trade names, slogans, logos, images, graphics, designs, commercial symbols or other proprietary notices displayed on or through the Services, except for Your Content.
  • Use cheats, automation software (bots), hacks, modifications (mods) or any unauthorised third party software designed to modify the Services.
  • Access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services.
  • Attempt to gain unauthorised access to, interfere with, damage or disrupt the Services, accounts registered to other users or computer systems or networks connected to the Services.
  • Bypass, remove, alter, disable, impair or defeat any technical or content protection measures of the Services.
  • Use any robot, spider, crawler, scraper or other automatic device, process, software or query to intercept, “mine”, extract or otherwise access the Services in order to monitor, extract, copy or collect any information or data from or through the Services, or perform any manual process for that purpose.
  • Introduce any viruses, Trojan horses, worms, logic bombs or other malicious or technologically harmful material into our systems.
  • Violate any applicable law or regulation in connection with your access to or use of the Services.
  • Access or use the Services in any manner not expressly authorised by these Terms.
  • Use or distribute User Output in a misleading manner, including by claiming that the User Output was created entirely by humans. If you share your User Output with others, it is recommended that you proactively disclose that such User Output was created using artificial intelligence technologies to avoid misleading others about its origin.

 

LICENSE FOR YOUR CONTENT 

When using the Services, you may enter, post, upload and submit information (“User Input”). You also have the ability to instruct the Services to create and output new content based on your User Inputs (“User Outputs”). ASC27 reserves the right, in its sole discretion, to prevent or remove certain User Inputs or User Outputs if they violate these Terms. It is important to note that ASC27’s ReAvat does not assert any ownership rights in your User Inputs or User Outputs and does not restrict your ability to use User Outputs for your own purposes, including commercial purposes, except in the event of termination as provided below. ASC27 expressly disclaims any liability arising from your commercial use of User Outputs. In the event that ASC27 acquires rights to any User Output, it hereby assigns to you all right, title and interest in and to such User Output. Your User Inputs, User Outputs and any other information, material or content that you post, upload, transmit or make available through the Services is referred to herein as “Your Content.” You are solely responsible for Your Content and must ensure that it complies with all applicable laws and does not infringe the rights of any third party or violate these Terms.

ReAvat does not claim ownership of Your Content. By using the Services and uploading or creating Your Content, you grant us a licence to access, use, host, cache, store, reproduce, transmit, display, publish, distribute and modify Your Content for technical purposes necessary to operate, improve, promote and provide the Services. It is agreed that these rights and licences are royalty-free, transferable, sub-licensable, worldwide and irrevocable (for the duration of the storage of your content with us). This includes the right for us to make your Content available to others with whom we have contractual relationships in connection with the provision of the services, solely for the purpose of providing those services. In addition, we reserve the right to allow third parties to access or disclose your Content if such access is necessary to fulfil our legal obligations.

To the extent permitted by applicable law, ASC27 reserves the right to remove, review, edit or delete your Content at any time and without notice in its sole discretion. By posting or submitting Your Content through the Services, you represent and warrant that you have all necessary rights, licences, consents, permissions, authorities and/or power of attorney to grant the rights set forth herein to Your Content. In addition, you agree that your Content will not contain any material that is subject to copyright or other proprietary rights unless you have the necessary permission or are legally authorised to post the material and grant us the licence described above.

 

TERM AND TERMINATION

These Terms shall come into force upon your first access to the Services and shall remain in force until terminated. You have the option to terminate these Terms at any time by discontinuing your use of the Services and Outputs and deleting your account, if applicable, through your account settings. We reserve the right to terminate your use of the Services immediately and without notice if you violate the Terms or if we reasonably suspect, in our sole discretion, that you may have violated the Terms. We also reserve the right to terminate the Terms at any time upon 30 days’ notice. In the event of termination of the Terms by ASC27 or termination of your use of the Services for any reason, ASC27 may, in its sole discretion, delete your Content. Please note that ASC27 is under no obligation to delete Your Content and will not be held responsible for failing to delete it. If ASC27 terminates the Terms or your use of the Services for breach of these Terms or any other applicable Acceptable use Policy (e.g., the ASC27 Acceptable use Policy), you must stop using the Services and delete any Outputs and any other materials you have received from the Services, whether in electronic or printed form. This section, as well as the sections that by their nature are intended to survive termination or expiration of the Terms, such as the sections titled General, Input and Output Licence, Confidentiality, Exclusions and Limitations, Indemnification and Dispute Resolution, will survive termination or expiration of the Terms.

 

CONFIDENTIALITY

Your use of the Services may give you access to confidential information belonging to ASC27 and other third parties. You are authorised to use confidential information only to the extent necessary to access or use the Services in accordance with the Terms of Use. It is your responsibility to treat such Confidential Information with reasonable care and to take measures at least as secure as those you use for your own Confidential Information. In the event that legal or judicial obligations require the disclosure of such confidential information, you must give ASC27 reasonable prior written notice. In addition, you must use reasonable endeavours to limit the disclosure of Confidential Information and assist ASC27 in contesting such claims to the extent possible.

Information will be considered “Confidential Information” if it is expressly designated as such by ASC27 or the Owner or if it should be considered confidential under the circumstances. In case of ambiguity, it is advisable to treat the information as confidential information.

 

PAYMENT

If you intend to purchase any Services offered by ASC27 (“Payment”), you may be asked to provide certain information in connection with your Payment, including, but not limited to, your credit card number, credit card expiry date and billing address. By making a Payment, you represent and warrant that: (i) you are legally authorised to use the credit card(s) or other payment method(s) for payment and (ii) the information you provide is accurate, truthful and complete.

We may use third party services to facilitate payments and by submitting your payment information, you agree that we may share this information with these third parties, subject to our Privacy Policy.

Your payment is not confirmed until you receive a confirmation email from us or our third party providers. In particular, we and the third party providers reserve the right to refuse your payment if a product or service is not available or if there is a suspicion of fraud or an unauthorised or illegal transaction. We also reserve the right to refuse payment, cancel an order or correct pricing errors, even if we have already issued an invoice or received payment. Once your payment has been completed and processed, you will receive a credit to your ReAvat account which you may use to create content in accordance with these Terms and the applicable Pricing Terms.

All prices quoted by ReAvat are generally in EUR. We reserve the right to change our prices. Such changes will take effect 14 days after their publication on our website. We may choose to display prices in the currency of your country. You are responsible for paying all applicable taxes for your service purchases. These will be determined based on the billing information provided at the time of service.

For subscription-based services, we will debit your payment at regular intervals, although we may change the debit date at our sole discretion. You have the option to cancel the subscription payment via your ReAvat account. Refund requests for a subscription payment may be made within fifteen (15) days of the payment date, and refunds may be prorated based on the balances already consumed from your subscription. To request a refund, please contact us via the online contact form or by email at info@asc27.com. We will endeavour to transfer the refund promptly to the original payment method. Failure to make payment may result in immediate cancellation of your access to the Services without notice.

At our sole discretion, we may provide you with free credit for free use of the Services. You acknowledge that you have no right or interest in these free credits, which are not legal tender and may be revoked by ASC27 at any time. Attempts to create multiple accounts or fraudulently obtain free credits may result in you being charged for the Services used with the credits or your access to the Services being blocked.

 

REFUNDS

Payments are generally non-refundable unless expressly provided for in the Terms. If you have made a payment to ReAvat, you retain the right to request a refund within fifteen (15) days of the original payment date without providing a specific reason. We reserve the right to make a pro-rata refund reflecting the credit you have utilised from your payment before you request the refund. To request a refund (or partial refund), please contact us via the in-app contact form or by email at info@asc27.com. Once the refund is authorised, it will be transferred to the payment method used for payment. Please note that refunds do not apply to Enterprise contracts.

 

EXCLUSIONS AND RESTRICTIONS

The Services are provided on an “as is” basis. To the fullest extent permitted by law, we and our agents make no warranties (express, implied, statutory or otherwise) with respect to the Services and exclude all warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, satisfactory quality, non-infringement and quiet enjoyment. In addition, we do not warrant that the services will be uninterrupted, accurate or error-free or that the Content will be secure or remain unaltered.

We and our representatives shall not be liable for any indirect, incidental, special or consequential damages, including, but not limited to, damages for loss of profits, goodwill, use or data or other intangible losses, even if we have been advised of the possibility of such damages. Our total liability under these Terms shall not exceed the greater of the amount you have paid for the service giving rise to the claim in the 12 months prior to the liability event or one hundred euros (€100). The limitations set out in this section apply only to the maximum extent permitted by applicable law.

ASC27 takes no responsibility and assumes no liability for any content created, uploaded, posted, sent, received or stored by you, any other user or any third party on or through our Services.

You acknowledge and agree that you may be exposed to Content that is offensive, illegal, misleading or otherwise inappropriate and for which ASC27 assumes no responsibility.

 

REVISIONS AND ERRORS

The Services may contain technical, typographical or photographic errors. ASC27 does not warrant that the Services are accurate, complete or current. The Services are subject to change at any time without notice, but ASC27 does not undertake to update the Services regularly.

 

REDISTRIBUTION OR REPUBLICATION

Redistribution or republication of any portion of the Services is prohibited unless otherwise specified in the Terms or unless expressly authorised in writing by the Company.

 

THIRD PARTY MATERIAL IN THE SERVICES

We do not actively monitor or review the content of third party websites or services linked to or accessible from the Services. Opinions or materials expressed on such websites or services do not necessarily reflect our views or endorsement, and we are not considered the publisher of such opinions or material. You acknowledge and agree that ASC27 is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of any third party website or service. We do not warrant, assume liability or responsibility for, and do not endorse, any materials, products or services provided by third parties. Such materials and links to other websites are presented solely as a convenience.

Please be aware that we are not responsible for the privacy practises or the content of such external websites or services. We encourage our users to be aware when they leave our Services and to read the privacy statements of those websites or services. It is your responsibility to evaluate the safety and trustworthiness of other websites or services that you visit. ASC27 is not liable for any loss or damage arising from your interactions with third party websites or services.

 

OUR INTELLECTUAL PROPERTY

The Services contain intellectual property owned by ASC27 and/or our agents, including but not limited to trademarks, copyrights, proprietary information and other forms of intellectual property. This includes the heygen.com name, logo, all designs, text, graphics and other files, collectively referred to as the “Look and Feel”. The entirety of the Services are protected by intellectual property laws, including international copyright and trade mark laws. Any modification, publication, transmission, participation in the transfer or sale, creation of derivative works, distribution, display, reproduction, performance or exploitation of any portion of the Services or the Intellectual Property in any format without our prior written consent is strictly prohibited. This applies in particular to text, graphics, code, software, videos and audio files on the Services. Violation of this provision may result in immediate removal from the Services without notice or refund or restriction of access to the Services.

 

COPYRIGHT COMPLAINTS

If you believe that your intellectual property rights have been infringed by a user of the Services, please send a notice by registered mail to our registered agent at the address below. We reserve the right to remove allegedly infringing content and may terminate the use of the Services by infringers.

Contacts: phone +39 3485155209 – mail info@asc27.com 

Complaints of copyright infringement must be submitted in writing and contain the following information:

1. The physical or electronic signature of the copyright owner or an authorised agent.

2. Identification of the copyrighted work claimed to have been infringed, or, if multiple works are located on a single website, a representative list of such works.

3. Identification of the infringing material or activity (or reference or link to such material) and information reasonably sufficient to permit us to locate the material (or reference or link).

4. The address, telephone number, and email address of the copyright owner or its authorised agent.

5. A statement that the person submitting the notification has a good faith belief that use of the material in the manner complained of is not authorised by the copyright owner, its agent, or the law.

6. A statement that the information in the notification is accurate, and that the person submitting the notification is authorised to act on behalf of the copyright owner, under penalty of perjury.

 

COMPENSATION

You agree to indemnify and hold us and our agents harmless from and against any and all losses, damages, settlements, liabilities, costs, charges, assessments, expenses, and claims and causes of action brought by third parties, including attorneys’ fees, arising out of any breach of these Terms, any violation of applicable law, or any use by you of the Services or Outputs. You shall assist us in connection with any such defence free of charge upon request, including providing us with information, documents and records and reasonable access to you as we deem necessary. You may not settle any third party claim or waive any defence without our prior written consent.

 

FORCE MAJEURE

We will not be liable for any failure to perform any obligation in connection with the Services, including any obligation under these Terms, which is due to an event beyond our reasonable control. Such events include, but are not limited to, acts of God, terrorism, war, political insurrection, riot, civil commotion, acts of civil or military authorities, insurrection, earthquakes, floods or other natural or man-made events beyond our control which result in the termination of an agreement or contract entered into and which could not reasonably have been foreseen.

 

WAIVER

The failure of either party to insist upon strict performance of any provision of these Terms or the failure of either party to exercise any right or remedy to which it is entitled shall not constitute a waiver of such provision, right or remedy. Failure to enforce any part of these Terms will not diminish any obligation arising under these Terms or any agreement relating to the Services. No waiver of any provision of these Terms or any agreement relating to the Services shall be effective unless expressly stated in writing and signed by duly authorised representatives of the Company.

 

DISPUTE RESOLUTION

YOU AGREE TO THE FOLLOWING PROVISIONS REGARDING MANDATORY ARBITRATION AND CLASS ACTION WAIVERS.

You and ASC27 agree to resolve any past or present claims related to these Terms or our Services through final and binding arbitration, except for claims brought in small claims court or claims seeking only injunctive relief or intellectual property disputes.

You have the right to reject these arbitration terms and any future changes to these terms by notifying us in writing within thirty (30) days of your first access to the Services. Your written notification must include your name and address and a clear statement that you do not wish to resolve disputes with ASC27 through arbitration. Your failure to opt out within thirty (30) days of your first access to the Services will constitute your acceptance of all arbitration and dispute resolution procedures described in the Terms.

Before initiating any formal proceeding against ASC27, including, but not limited to, a lawsuit or arbitration, you agree to attempt to resolve the dispute informally by notifying ASC27 by certified mail that includes your name, a description of the dispute, the relief you seek, and the best method for contacting you regarding your dispute. If we are unable to resolve the dispute within 60 days or within a time period agreed upon by us, you may initiate a formal proceeding. All statutes of limitations will be tolled during such informal efforts.

The arbitration will be conducted by the National and International Arbitration Chamber of Milan (CAM), an institution of the Italian Arbitration Association (AIA). In the arbitration proceedings in Italy, the parties would jointly select a sole arbitrator from the register of the Italian Arbitration Association (AIA) or a comparable arbitration body. Personal hearings, if necessary, could take place at an agreed location, possibly in a specific Italian city such as Milan.

In terms of legal costs, each party would be responsible for their legal fees and associated costs. However, if the arbitrator deems a claim frivolous, brought for an improper purpose or rules in favour of the opposing party, reimbursement of all fees associated with the arbitration, including attorneys’ fees and costs, may be imposed. The details of these proceedings are governed by the provisions of the AIA or the rules of the chosen arbitration institution.

The arbitrator is not authorised to grant injunctive relief (unless the parties mutually agree otherwise). In disputes involving both monetary and injunctive relief, monetary claims must be resolved in arbitration before injunctive relief is sought in court, to the extent permitted by law. The arbitrator’s award shall be final and binding and may be enforced by any court having jurisdiction.

Unless otherwise provided by applicable law, the arbitration proceedings and all records, including documents produced or submitted, will be confidential and shall not be disclosed to any third party except as necessary for judicial confirmation of the arbitration award.

These Terms shall be governed by the laws of Italy, without regard to its choice of law rules. Except where a dispute is required to be submitted to arbitration or small claims court pursuant to these Terms, or where the obligation to arbitrate is deemed unenforceable or invalid, proceedings may only be brought in an ordinary Italian court having jurisdiction over the defendant’s domicile, and you and ASC27 consent to the jurisdiction of such court.

You and ASC27 further agree that any proceeding to resolve any dispute, claim or controversy will, to the extent permitted by applicable law, be brought and conducted only in each party’s individual capacity and not as part of a class action (or purported class action), consolidated action, multi-plaintiff action or representative proceeding (“Class Action”). You agree to waive the right to participate as a plaintiff or class member in a class action and expressly waive the ability to bring a class action. If the Dispute is subject to arbitration, the arbitrator is not authorised to consolidate claims, conduct a class action, or make an award on behalf of any person or entity that is not a party to the arbitration. In addition, you and ASC27 agree that the arbitrator may not consolidate proceedings or claims of more than one person and may not conduct any form of class action.

You agree that a breach of these Terms will cause irreparable harm to ASC27 for which monetary damages would not be an adequate remedy, and that ASC27 will be entitled to recover equitable relief without a bond, other security or proof of damages.

Written notices under this section should be sent by registered mail to the following address: 

ASC27 Legal Services Operation – Umberto Di Primio, umberto@asc27.com 

 

NOTIFICATION OF CHANGES

ASC27 reserves the right to modify these Terms from time to time in its sole discretion, and your continued use of the Services constitutes your acceptance of any modifications to these Terms. We will use reasonable endeavours to notify you of material changes to these Terms, such as by email or in-product notices, and such changes will become effective 30 days after such notice. For all other changes, immediate changes may apply without prior notice. It is your sole responsibility to check the Terms periodically for updates.

 

EXPORT

As a user accessing our services in Italy, you acknowledge and agree to comply with Italian and European export control regulations. You are not permitted to export or re-export any information, materials or services provided by the Company to any location outside the European Union without obtaining the necessary authorisations or licences from the Italian or European authorities.

In particular, you undertake not to export or re-export the Services to countries subject to an embargo imposed by the European Union or categorised as “terrorist supporting” by the competent authorities. Furthermore, you confirm that you are not on any Italian or European list of prohibited or restricted parties.

By using our services, you warrant that your location is not in a restricted destination country and that you are solely responsible for all applicable Italian and European export laws and regulations and will comply with them at your own expense.

It is important that you seek advice from legal experts or regulatory authorities to ensure full compliance with export control laws in Italy.

 

FEEDBACK

We welcome feedback, comments and suggestions to improve our services (“Feedback”). By submitting Feedback, whether directly or through a third party service, you acknowledge and expressly agree that no right, title or interest in the Services or the Feedback itself is transferred thereby. All Feedback shall become the exclusive property of ASC27, and ASC27 shall have the right to use and disclose the Feedback in any manner and for any purpose without notice or compensation to you. You assign all rights, including intellectual property rights, associated with the Feedback. If rights cannot be assigned under applicable law, you waive all moral rights and copyrights associated with the Feedback.