These Terms of Service ("Terms") govern your access to and use of the ReplicAds platform and services (the "Services") provided by ReplicAds LLC ("ReplicAds," "we," "us," or "our"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Services.

1. Eligibility

You must be at least 18 years old and have the legal capacity to enter into a binding agreement to use our Services. By using the Services, you represent and warrant that you meet these requirements. If you are using the Services on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

2. Account Registration

To access certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update your information to keep it accurate. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

3. Subscription and Payment

ReplicAds offers subscription plans as described on our pricing page. We reserve the right to modify our pricing at any time. Any price changes will take effect at the start of your next billing cycle, and we will provide you with reasonable prior notice of any changes.

By subscribing to a paid plan, you authorize us to charge your designated payment method on a recurring basis through our payment processor, Stripe. All fees are stated in U.S. dollars unless otherwise indicated.

We offer a 3-day free trial for new users. At the end of your free trial, your account will automatically convert to a paid subscription unless you cancel before the trial period ends. We will notify you before charging.

All subscription fees are non-refundable. Refunds may be considered on a case-by-case basis at our sole discretion by contacting corey@replicads.ai. If you cancel your subscription, you will continue to have access to the Services through the end of your current billing period.

4. Use of Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

You agree not to use the Services for any unlawful purpose or in violation of any applicable laws or regulations; upload, transmit, or distribute any content that infringes any intellectual property rights of a third party; upload content that is obscene, defamatory, threatening, harassing, or otherwise objectionable; attempt to reverse engineer, decompile, or disassemble any aspect of the Services; use the Services to create competing products or services; share, resell, or redistribute your account access to third parties; use automated systems such as bots or scrapers to access the Services without our written permission; interfere with or disrupt the integrity or performance of the Services; or attempt to gain unauthorized access to the Services or related systems.

Your subscription plan may include usage limits on features such as the number of ad creatives generated, product uploads, or API calls. If you exceed your plan limits, we may restrict access to certain features until your next billing cycle or require you to upgrade your plan.

5. Content and Intellectual Property

You retain ownership of all content you upload to the Services, including product images, logos, brand assets, and other materials ("Your Content"). By uploading Your Content, you grant us a non-exclusive, worldwide, royalty-free license to use, process, and display Your Content solely for the purpose of providing the Services to you. This license terminates when you delete Your Content or your account.

Ad creatives generated by our AI using Your Content ("Generated Content") are owned by you, subject to the following conditions. You are solely responsible for ensuring that your use of Generated Content does not infringe on any third-party intellectual property rights. Generated Content is based on templates and layouts in our library, and the underlying templates, layouts, and design frameworks remain our intellectual property. You may use Generated Content for your own advertising and marketing purposes without restriction. You may not resell Generated Content as standalone design templates or assets.

The Services, including all software, algorithms, designs, templates, layouts, text, graphics, logos, and trademarks, are owned by ReplicAds or our licensors and are protected by intellectual property laws. Nothing in these Terms grants you any right to use our trademarks, logos, or brand assets without our prior written consent.

Our Services include a library of reference ad layouts and templates. These reference ads are provided for the purpose of generating new ad creatives with your products. The original ads in our reference library may be inspired by publicly available advertising materials. ReplicAds does not claim ownership of the original ad concepts and provides these references solely as templates for AI-generated ad creation.

If you provide us with feedback, suggestions, or ideas regarding the Services, you grant us a perpetual, irrevocable, royalty-free license to use and incorporate that feedback into our Services without any obligation to you.

6. Third-Party Brand Images and Trademarks

Our Services may display product images, brand names, or trademarks belonging to third parties for demonstration or reference purposes only. ReplicAds is not affiliated with, endorsed by, or sponsored by any third-party brands displayed in our marketing materials, reference library, or demo content unless explicitly stated. All third-party trademarks and brand assets are the property of their respective owners.

You are solely responsible for ensuring that any ad creatives you generate using the Services do not infringe on any third-party trademarks, copyrights, or other intellectual property rights. ReplicAds does not guarantee that Generated Content will not resemble or conflict with existing third-party intellectual property.

7. AI-Generated Content Disclaimer

Our Services use artificial intelligence to generate ad creatives. You acknowledge and agree that AI-generated content may not always be perfect, accurate, or suitable for your intended purpose. You are responsible for reviewing all Generated Content before use in any advertising campaign. AI-generated text, images, and layouts may occasionally contain errors, inaccuracies, or unintended artifacts. We do not guarantee any specific advertising performance, results, or return on ad spend from using Generated Content. You are responsible for ensuring that your ads comply with all applicable advertising laws, regulations, and platform policies, including but not limited to Meta Ads policies, Google Ads policies, and FTC guidelines.

8. Disclaimer of Warranties

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

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL REPLICADS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10. Indemnification

You agree to indemnify, defend, and hold harmless ReplicAds and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your use of the Services, Your Content or Generated Content, your violation of these Terms, or your violation of any rights of a third party, including intellectual property rights.

11. Termination

You may terminate your account at any time by canceling your subscription through your account settings or by contacting us at corey@replicads.ai. We may suspend or terminate your access to the Services at any time, with or without cause, and with or without notice. Reasons for termination may include violation of these Terms, fraudulent or illegal activity, non-payment, or any conduct that we determine, in our sole discretion, is harmful to other users or to ReplicAds. Upon termination, your right to use the Services will immediately cease. We will delete your account data within 30 days of termination, except where we are required to retain data by law.

12. Dispute Resolution

Any disputes arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in the State of Tennessee. You agree to waive any right to a jury trial or to participate in a class action lawsuit. Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights.

13. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of law provisions.

14. Changes to These Terms

We reserve the right to modify these Terms at any time. We will notify you of any material changes by posting the updated Terms on our website and updating the "Last Updated" date. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Services.

15. Miscellaneous

These Terms, together with our Privacy Policy, constitute the entire agreement between you and ReplicAds regarding the Services. If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision. You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms without restriction. We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, or internet or infrastructure failures.

16. Contact Us

If you have any questions about these Terms, please contact us at corey@replicads.ai.

ReplicAds LLC
Email: corey@replicads.ai
Website: www.replicads.ai