boqo User Agreement

This agreement is between you and SSD Technologies LLC, a Delaware limited liability company with its principal office at 447 Broadway, 2nd Floor #3285, New York, NY 10013, United States ("boqo", "we", "us"), the owner and operator of the boqo platform at app.boqo.ai and boqo.ai (the "Service"). By creating an account or using the Service you accept this agreement and our Privacy Policy. If you use the Service for a company or other organization, you confirm that you may bind it, and "you" includes it.

1. Who may use the Service

You must be at least 18 years old and able to enter a binding contract. The Service is built for creators, businesses and their agencies and is offered for professional use. If the law where you live nonetheless treats you as a consumer, nothing in this agreement removes a right that the law does not allow you to waive. You may not use the Service if you are subject to sanctions of the United States, the European Union, the United Kingdom, Canada or Mexico, or if we have suspended or terminated your account.

2. What the Service does

You submit a video by link or by upload. The Service retrieves and stores it, extracts the audio, produces a transcript, uses automated analysis to choose moments, cuts and renders vertical clips with captions and, if you choose, your branding, and can produce several distinguishable versions of a clip. Everything is kept in your workspace until you delete the project.

You can also name a live stream channel for the Service to watch while it is live, so that it detects moments and, if you choose, clips them on its own; and you can connect social media accounts so that the Service publishes Output to them on your instruction or on a schedule you set.

We may change, limit or withdraw features at any time, and we may set technical limits (for example file size, formats, duration, the number of concurrent jobs and the number of streams watched at once) without notice.

3. Your account

You sign in with a one-time email code or a Google account through our authentication provider. You are responsible for everything done through your account, must keep your sign-in details to yourself, and must tell us promptly at [email protected] if you suspect unauthorized use. One person per account unless we agree otherwise.

4. Your content

Ownership. As between you and us, you own the videos, links, brand assets and settings you submit ("Input") and the clips, transcripts and other files the Service produces from them ("Output"). Your ownership of Output is subject to the rights of the owners of the underlying video.

License to us. You grant us a worldwide, non-exclusive, royalty-free license to host, store, copy, transmit, transcribe, analyze, adapt, render and display your Input and Output, solely to operate, secure, support and improve the Service. The license ends when you delete the relevant content, except for copies kept in backups for a short period or where the law requires retention. We do not use your Input or Output to train machine-learning models.

Your promises. You represent and warrant that, for every video you submit and every stream you ask the Service to watch, you own it or hold all rights and permissions needed for the Service to process it and for you to create, publish and monetize derivative works from it; and that your Input, your Output and your use of them do not infringe or misappropriate anyone's copyright, trademark, privacy, publicity or other rights and do not break any law or the rules of any platform where you publish.

Automated Output. Moment selection, titles, hooks, scores, captions and framing are produced by automated systems, including AI models and speech recognition, and can be wrong, incomplete or unsuitable. Review Output before you publish it. We do not guarantee any reach, ranking, monetization, or acceptance of Output by any platform.

5. Revenue share on monetized content

5.1 The share. For Content Produced on the boqo Platform while you do not hold an Active Subscription, boqo, as the owner of the platform, retains 50% (fifty percent) of the Profits from its Monetization, and you keep the remaining 50%. This share is the price of using the Service without a subscription. Content produced while you hold an Active Subscription is exempt: you keep 100% of its Profits, permanently, even if the subscription later ends. Whether content is exempt is decided once, on the date it is rendered; subscribing later does not exempt content produced earlier.

5.2 Definitions.

• "Content Produced on the boqo Platform" means every clip, version and other file rendered by the Service, and any edit, re-cut, dub, translation or compilation of it, wherever and however it is published.
• "Active Subscription" means a recurring paid subscription plan for the Service that is in force and not overdue on the date the content is rendered. A free trial, a promotional period or a one-off purchase of credits is not an Active Subscription unless the plan's terms say so.
• "Monetization" means any money or other value that you, or anyone on your behalf, receive and that is attributable to such content, including platform revenue-sharing and creator-fund payments, advertising revenue, sponsorships and brand integrations, licensing or sale, paid subscriptions and memberships, tips and gifts, affiliate commissions, and payments for an account or channel to the extent attributable to that content.
• "Profits" means gross Monetization received, less only (a) fees withheld by the publishing platform or payment processor and (b) sales tax or VAT collected on it. No other cost is deducted.

5.3 Apportionment. Where Monetization covers both content subject to this section and other content (for example a channel-wide payment, or exempt content), Profits are apportioned to the content subject to this section in proportion to its share of views over the period, unless you and we agree a fairer measure in writing.

5.4 Statements and payment. Within 15 days after the end of any calendar month in which you received Monetization, you will send a statement to [email protected] listing, per item of content, the source, gross Monetization, deductions and Profits, and you will pay our share within 30 days after the end of that month, in US dollars, by the method we specify. Amounts below USD 50 roll over to the next payment. Overdue amounts accrue interest at the lower of 1% per month and the maximum lawful rate. You bear your own bank and currency-conversion charges and any withholding tax that applies to your payment.

5.5 Records and audit. You will keep accurate records of Monetization, including the publishing platforms' own analytics and payout reports, for three years after the payment they relate to, and will provide them on request to support a statement. Once in any 12-month period, on 15 days' written notice, we or an independent accountant bound by confidentiality may inspect those records. If an inspection finds an underpayment of more than 5%, you will pay the shortfall and the reasonable cost of the inspection.

5.6 Survival. This section applies to all content subject to it under section 5.1 that is produced while this agreement is in force, and continues for as long as that content is monetized, even after your subscription ends or your account is closed.

6. Plans, credits and fees

6.1 Credits. Use of the Service is measured in credits. Processing a video costs one credit per started minute of source video, with a minimum of 10 credits per video, and watching a live stream costs 10 credits per hour watched. The Service shows what a job will cost before you start it. Credits for work the Service fails to deliver are returned to your account.

6.2 Free plan. Every account receives a monthly allowance of free credits, together with limited storage and features. The Free plan costs nothing; content produced on it is subject to the revenue share in section 5. We may change the Free plan's allowance, storage and features at any time.

6.3 Paid plans. Paid plans are monthly subscriptions. Each grants a set number of credits per billing period and the features described on our pricing page when you subscribe. A subscription renews automatically every month at the price then in force until you cancel it, and you authorize us and our payment processor, Stripe, to charge your payment method at each renewal.

6.4 Changing or cancelling a plan. You can upgrade, downgrade or cancel at any time from the billing page of your account. An upgrade takes effect immediately and is charged pro rata for the rest of the billing period. A downgrade or a cancellation takes effect at the end of the current billing period, and your plan stays active until then.

6.5 Top-ups. You can buy additional credits in one-off top-ups. Top-up credits can be spent only while a paid plan is active.

6.6 Expiry. Unused credits expire: credits from a paid plan 60 days after they are granted, Free credits at the end of the calendar month after the month in which they are granted, and top-up credits 365 days after purchase. Your account shows credits that are about to expire. Expired credits are not refunded.

6.7 Price changes. We may change prices and plan allowances. For an existing subscription, a price increase applies from your first renewal after at least 15 days' notice by email or in the Service, and you may cancel before it applies.

6.8 Failed payments and disputes. If a renewal payment fails, the subscription is marked past due and you cannot start new projects until the payment succeeds; we may cancel a subscription that stays unpaid. If you dispute a charge with your bank or card issuer, we may suspend the account while the dispute is open.

6.9 Refunds. Payments are non-refundable except as stated in this agreement or required by law. If we refund a payment, the unspent credits it granted are removed. Refund rights that your local law does not allow you to waive are preserved.

6.10 Taxes. Prices exclude taxes unless stated. Sales tax or VAT is added where the law requires it.

7. Rules of use

You must not:

• submit content you have no right to use, or content that is unlawful, defamatory, hateful, harassing or sexually exploitative, or that depicts minors in a sexual way;
• publish Output in breach of the terms or community rules of the platform where you publish it, or use Output to deceive, spam or manipulate a platform or its users;
• probe, scrape, overload, reverse-engineer or interfere with the Service, or circumvent its limits or access controls;
• resell, sublicense or provide the Service to third parties, or use it to build a competing service; or
• otherwise use the Service in violation of applicable law, including export-control and sanctions law.

We may remove content, refuse to process a link, and suspend or terminate an account that breaches these rules or exposes us to legal risk.

8. Third-party platforms

We are not affiliated with YouTube, Google, Twitch, Kick, TikTok, Instagram, Meta or any other platform. Your use of those platforms, and any consequence of publishing Output on them, is between you and them and is governed by their terms. Platforms may restrict, penalize or remove content or accounts, and we are not responsible when they do.

9. Copyright complaints

If you believe content in the Service infringes your copyright, send a notice to our designated agent at SSD Technologies LLC, Attn: Copyright Agent, 447 Broadway, 2nd Floor #3285, New York, NY 10013, United States or [email protected] containing: identification of the work and of the material you say infringes it, with enough detail for us to find it; your contact details; a statement that you have a good-faith belief the use is not authorized; a statement, under penalty of perjury, that the notice is accurate and that you are authorized to act for the owner; and your physical or electronic signature. We will remove or disable access to material identified in a valid notice, notify the user, accept counter-notices, and terminate the accounts of repeat infringers.

10. Term and termination

You may stop using the Service at any time and ask us to close your account at [email protected]. We may suspend or terminate your access immediately for breach of this agreement, legal risk or a legal requirement, and otherwise on 30 days' notice. On termination your projects are deleted as described in the Privacy Policy (recoverable for 7 days, then permanently removed). Sections 4, 5 and 9 to 17 survive termination.

11. Our intellectual property

We and our licensors own the Service, including its software, models, prompts, designs and the boqo name and marks. You receive only a limited, revocable, non-transferable right to use the Service under this agreement. If you send us suggestions, we may use them without any obligation to you.

12. Disclaimers

The Service is provided "as is" and "as available". To the extent the law allows, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, availability, and the accuracy of automated Output. We do not warrant that the Service will be uninterrupted, error-free or free of data loss.

13. Limitation of liability

To the extent the law allows: (a) we are not liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill, or for the loss or restriction of any third-party platform account; and (b) our total liability arising out of or relating to the Service or this agreement is limited to the greater of USD 100 and the amounts you paid us in the 12 months before the claim. Nothing in this agreement limits liability for death or personal injury caused by negligence, for fraud, for gross negligence or willful misconduct, or for any liability that cannot be limited under the law that applies to you.

14. Indemnity

You will defend, indemnify and hold harmless boqo and its owners, staff and contractors from any third-party claim, and the resulting losses, costs and reasonable legal fees, arising from your Input or Output, your publication or monetization of Output, or your breach of this agreement. If you are a consumer, this section applies only to the extent your local law permits.

15. Governing law and disputes

This agreement is governed by the laws of the State of Delaware, United States, excluding its conflict-of-law rules, and disputes will be brought exclusively in the state and federal courts located in the State of Delaware. Before starting proceedings, each party will try to resolve the dispute by contacting the other and negotiating in good faith for 30 days. If you are a consumer in the European Union, the United Kingdom, Switzerland, Canada or Mexico, you also keep the protection of the mandatory rules of the country where you live and may bring a claim in its courts.

16. Changes to this agreement

We may change this agreement. For material changes we will give at least 15 days' notice by email or in the Service before they take effect; other changes take effect when posted. If you do not accept a change, stop using the Service and close your account before it takes effect. Continued use after the effective date is acceptance.

17. General

This agreement and the Privacy Policy are the entire agreement between you and us about the Service and replace any earlier terms. We may assign this agreement to a successor of our business; you may not assign it without our written consent. If a provision is unenforceable, the rest remains in force. A failure to enforce is not a waiver. Notices to you go to your account email; notices to us go to [email protected]. This agreement is written in English; translations are provided for convenience and the English text controls where the law allows. Les parties ont expressément demandé que la présente convention et tous les documents qui s'y rattachent soient rédigés en anglais.