Terms of Service
Effective Date: June 12, 2025Last Updated: June 12, 2025Governing Law: Texas, USA
1. Agreement to Terms
These Terms of Service (“Terms”) are a legally binding agreement between you (“User,” “you,” or “your”) and Fotyra (“Fotyra,” “we,” “us,” or “our”), governing your access to and use of the Fotyra Studio platform, including the website at fotyra.com and the application at app.fotyra.com (collectively, the “Platform” or “Service”).
By creating an account, clicking “I agree,” or using the Service in any way, you agree to be bound by these Terms. If you do not agree, you must not access or use the Service.
If you are using the Service on behalf of a business or organization, you represent and warrant that you have the authority to bind that entity to these Terms, and “you” refers to both you individually and that entity.
2. Who May Use Fotyra
You must be at least 18 years old to use the Service. By using the Service, you represent that you are 18 or older. The Service is not intended for and may not be used by individuals under 18.
The Service is available to both business entities and individual users (including solopreneurs and independent brand owners) operating lawful commercial activities.
You must not use the Service if you are located in a country or region subject to comprehensive U.S. trade sanctions, or if you are on any U.S. government restricted-party list.
3. Description of the Service
Fotyra Studio is an AI-powered creative production and publishing platform designed for e-commerce brands, Shopify merchants, and direct-to-consumer (DTC) businesses. The Service enables users to:
- Generate AI-produced marketing creatives including static images, video ads, UGC-style content, and carousels
- Build and maintain a Brand DNA — an AI model of your brand’s visual identity, tone of voice, and product catalogue
- Create AI-generated spokesmodel personas (including voice cloning and likeness generation, subject to consent)
- Review, approve, and schedule content through a human-approval workflow
- Publish approved content to connected social media accounts (Instagram, Facebook, TikTok, YouTube, LinkedIn, and others)
- Manage team members and projects with role-based access control
Fotyra reserves the right to modify, suspend, or discontinue any feature of the Service at any time with reasonable notice to affected users.
4. Accounts & Registration
You must create an account to use the Service. You agree to provide accurate, current, and complete registration information and to keep it updated. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.
You must notify us immediately at support@fotyra.com if you suspect any unauthorized use of your account. Fotyra is not liable for any loss or damage arising from unauthorized account access resulting from your failure to safeguard your credentials.
You may not share your account credentials with others. Each team member who accesses the Platform must use their own account, subject to your plan’s seat limits.
5. Subscriptions, Credits & Billing
5.1 Subscription Plans
Access to the Service is provided through paid subscription plans (“Plans”). Each Plan grants a monthly allocation of credits, seats, social connections, and feature access as described on the pricing page. Plans are billed monthly or annually depending on your selection.
5.2 Credits
Credits are the universal metering unit for AI generation, rendering, and voice jobs on the Platform. Each Plan grants a fixed number of credits per billing period. Credits do not carry over between billing periods and expire at the end of each period. Additional credits may be purchased as one-time top-ups. Credits have no monetary value and cannot be exchanged for cash.
5.3 Automatic Renewal
Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. By subscribing, you authorize Fotyra (via Stripe) to charge your payment method on a recurring basis. You will receive a receipt for each billing cycle.
5.4 Plan Changes
Upgrades take effect immediately and are prorated — you are credited for unused time on your current plan and charged the new plan rate for the remainder of the period.
Downgrades take effect at the end of the current billing period. You retain your current plan’s features and credit allocation through the period you have already paid for.
5.5 Failed Payments
If a payment fails, your project immediately enters a read-only state. You retain access to view your assets, Brand DNA, and history, but generation, rendering, publishing, and scheduling are suspended until payment is successfully processed. Fotyra will retry the payment automatically. If payment cannot be collected, your subscription may be cancelled.
5.6 Taxes
All fees are exclusive of applicable taxes. You are responsible for any applicable sales, use, VAT, GST, or similar taxes arising from your use of the Service.
6. No Refunds
If you believe you have been charged in error, contact us at support@fotyra.com within 30 days of the charge. We will investigate and correct any billing errors in our sole discretion.
This no-refund policy does not affect any rights you may have under applicable consumer protection law in your jurisdiction that cannot be contractually waived.
7. Your Content & Brand Data
7.1 Ownership
You retain ownership of all content you upload to the Platform, including brand assets, product images, website content, logos, and any other materials (“Your Content”). By uploading content, you grant Fotyra a limited, non-exclusive, worldwide license to host, process, and transmit Your Content solely to provide the Service to you.
7.2 Brand DNA
Your Brand DNA — the AI representation of your brand built from Your Content — is your property, scoped to your project. Fotyra does not use your Brand DNA to train models for other customers or share it outside your project.
7.3 Your Representations
You represent and warrant that:
- You own or have the necessary rights to all content you upload
- Your Content does not infringe any third-party intellectual property rights, privacy rights, or other legal rights
- Your Content does not violate any applicable law or the policies of any social media platform you connect to Fotyra
7.4 AI Training
Fotyra may use anonymized, aggregated, non-identifiable usage patterns (not your actual brand data or generated assets) to improve the platform’s general capabilities. We will never use your specific brand data, Brand DNA, generated assets, or uploaded media to train models accessible to other customers.
8. AI-Generated Content
8.1 Ownership of Outputs
Subject to your compliance with these Terms and payment of applicable fees, you own the AI-generated content (“Outputs”) produced by the Service using your Brand DNA and inputs. Fotyra does not claim ownership of Outputs generated specifically for your project.
8.2 Your Responsibility for Outputs
You are solely responsible for reviewing, approving, and publishing Outputs. Fotyra’s platform requires human approval before any content is published — no content is automatically published without your explicit action. You are responsible for ensuring that all Outputs you publish comply with:
- Applicable laws and regulations
- The advertising and content policies of each social media platform you publish to
- Truth-in-advertising standards — you must not publish false, misleading, or deceptive claims about your products
- Third-party intellectual property rights
8.3 No Guarantee of Output Quality or Fitness
Fotyra does not guarantee that AI-generated content will be accurate, suitable for your purposes, free from errors, or compliant with any particular platform’s policies. AI outputs may occasionally produce unexpected or undesirable results. You must review all content before publishing.
8.4 Performance Claims
Any statements about potential advertising performance improvements (such as CTR lift, ROAS improvement, or cost reduction) are illustrative design goals and not guarantees. Actual results vary based on your industry, audience, creative quality, budget, and platform algorithms.
9. Voice Cloning, Likeness & Biometric Data
9.1 Consent Requirement
Before creating an AI-generated voice clone or visual likeness (Spokesmodel) of any real person, you must:
- Be that person, or have obtained that person’s explicit written consent to create an AI clone of their voice and/or likeness for use in your marketing content
- Confirm through our consent flow that you have such authorization
- Verify your identity through our camera-based verification process when required
By proceeding with voice or likeness cloning, you represent and warrant that you have obtained all necessary consents and have the legal right to create and use such AI-generated personas.
9.2 Prohibited Use of Cloning Features
You must not use voice cloning or likeness features to:
- Clone any person without their explicit consent
- Create deceptive content that could mislead consumers about endorsements
- Impersonate any individual, public figure, or competitor
- Generate content that defames, harasses, or harms any individual
- Violate any applicable deepfake, biometric, or AI-generated content disclosure laws
9.3 Disclosure Obligations
You are solely responsible for complying with any applicable laws or platform policies requiring disclosure that content features AI-generated voices or likenesses. Fotyra does not automatically add disclosure labels to published content.
9.4 Indemnification
You agree to indemnify and hold Fotyra harmless from any claim, liability, or expense arising from your use of voice cloning or likeness features, including any claim that you lacked authorization to clone an individual’s voice or likeness. See Section 17.
10. Social Media Platform Connections
When you connect a social media account to Fotyra, you authorize us to publish content on your behalf using that platform’s API. By connecting an account, you represent that:
- You are the authorized owner or administrator of that account
- You have the right to grant Fotyra publishing permissions on that account
- Your use of connected platforms complies with those platforms’ own terms of service
Fotyra is not affiliated with, endorsed by, or responsible for Meta, TikTok, YouTube, LinkedIn, or any other social media platform. Each platform’s own terms of service govern what you may publish. You are solely responsible for compliance with those terms.
Publishing permissions may be revoked at any time from within Fotyra’s Settings or directly from each platform’s security settings. Upon disconnection, all stored OAuth tokens are immediately deleted from our systems.
11. Acceptable Use & Prohibited Conduct
You agree not to use the Service to:
- Generate, publish, or distribute content that is illegal, defamatory, obscene, harassing, threatening, or hateful
- Infringe the intellectual property rights, privacy rights, or other legal rights of any person or entity
- Create AI clones of real people without their consent (see Section 9)
- Publish false, misleading, or deceptive advertising in violation of applicable law
- Violate the content policies or terms of service of any social media platform
- Attempt to gain unauthorized access to the Platform, other user accounts, or Fotyra’s infrastructure
- Reverse engineer, decompile, or attempt to extract the source code of the Platform
- Resell, sublicense, or make the Service available to third parties without Fotyra’s prior written consent
- Use automated scripts or bots to access or interact with the Platform outside of the documented API
- Use the Service in any way that violates applicable law, including export control laws, anti-spam laws, or applicable advertising regulations
Fotyra reserves the right to investigate any suspected violation and to suspend or terminate your account if we determine, in our sole discretion, that you have violated these Terms.
12. Intellectual Property
12.1 Fotyra’s IP
The Platform, including its software, technology, design, AI models, workflows, user interface, and all related intellectual property, is owned by Fotyra and protected by applicable intellectual property laws. These Terms do not grant you any right, title, or interest in Fotyra’s technology beyond the limited right to use the Service as described herein.
12.2 Feedback
If you provide suggestions, feedback, or ideas about the Service, you grant Fotyra a perpetual, irrevocable, royalty-free license to use that feedback for any purpose without compensation to you.
12.3 Trademarks
“Fotyra” and associated logos are trademarks of Fotyra. You may not use our trademarks without prior written permission.
13. Team Members & Seat Access
Your Plan may allow you to invite team members to your project. Each invited team member must agree to these Terms before accessing the Platform. You are responsible for ensuring that all team members you invite comply with these Terms.
If your team exceeds the seat limit of your Plan, you must upgrade to a Plan with sufficient seats or remove members. Fotyra will not automatically remove existing team members if you downgrade your Plan, but you will be notified and given the opportunity to resolve over-limit situations.
You may transfer ownership of a project to another user through Fotyra’s ownership transfer flow. The incoming owner must accept the transfer and set up billing before ownership transfers.
14. Suspension & Termination
14.1 By You
You may cancel your subscription at any time through your account settings or by contacting us at support@fotyra.com. Cancellation takes effect at the end of your current billing period. No refunds are issued for the remaining portion of the billing period.
14.2 By Fotyra
We may suspend or terminate your account immediately, without notice, if we determine that:
- You have materially violated these Terms
- Your use of the Service creates legal risk or harm to Fotyra or other users
- We are required to do so by law or court order
For non-material violations or payment failures, we will provide reasonable notice and an opportunity to cure before termination.
14.3 Effect of Termination
Upon termination, your access to the Service ceases immediately. Your data will be retained for 30 days following termination, during which you may request an export. After 30 days, your data is permanently deleted except for records we are required to retain by law (see Privacy Policy, Section 8).
15. Disclaimers of Warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FOTYRA DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
FOTYRA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FOTYRA DOES NOT WARRANT THAT AI-GENERATED CONTENT WILL MEET YOUR REQUIREMENTS, COMPLY WITH ANY PLATFORM POLICY, OR ACHIEVE ANY PARTICULAR ADVERTISING RESULT.
Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you to the extent prohibited by applicable law.
16. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FOTYRA, DYVARCITY INC., OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL FOTYRA’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF: (A) THE TOTAL FEES YOU PAID TO FOTYRA IN THE 12 MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).
Some jurisdictions do not allow the limitation of liability for certain types of damages, so these limitations may not apply to you to the extent prohibited by applicable law.
17. Indemnification
You agree to defend, indemnify, and hold harmless Fotyra and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with:
- Your use of the Service or any content you generate and publish through it
- Your violation of these Terms
- Your violation of any third-party right, including intellectual property rights, privacy rights, or platform terms of service
- Your use of the voice cloning or likeness features, including any claim that you lacked proper consent
- Any false, misleading, or illegal advertising claims in content you publish
18. Governing Law & Dispute Resolution
18.1 Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions.
18.2 Informal Resolution
Before filing any formal legal proceeding, you agree to first contact us at legal@fotyra.com and attempt to resolve the dispute informally for at least 30 days.
18.3 Binding Arbitration
If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with the arbitration conducted in Dallas, Texas. The arbitrator’s decision shall be final and binding. Judgment on the award may be entered in any court of competent jurisdiction.
18.4 Class Action Waiver
YOU AND FOTYRA AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.
18.5 Exception
Notwithstanding the above, either party may seek injunctive or equitable relief in a court of competent jurisdiction in Texas to prevent irreparable harm.
18.6 EU/UK Users
If you are located in the European Union or United Kingdom, mandatory consumer protection laws of your jurisdiction may afford you rights that cannot be waived by contract. Nothing in these Terms limits those statutory rights.
19. Changes to These Terms
We may modify these Terms at any time. When we make material changes, we will notify you by email and by a prominent notice within the Platform at least 14 days before the changes take effect. The updated Terms will be posted at fotyra.com/terms with a new “Last Updated” date.
Your continued use of the Service after the effective date of revised Terms constitutes your acceptance. If you do not agree to the new Terms, you must stop using the Service and cancel your subscription before the effective date.
20. General Provisions
- Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and Fotyra regarding the Service and supersede all prior agreements.
- Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.
- Waiver: Fotyra’s failure to enforce any provision of these Terms shall not constitute a waiver of that provision.
- Assignment: You may not assign your rights or obligations under these Terms without Fotyra’s prior written consent. Fotyra may assign these Terms in connection with a merger, acquisition, or sale of assets.
- Force Majeure: Fotyra is not liable for any delay or failure to perform resulting from causes beyond our reasonable control, including acts of God, internet outages, or third-party service failures.
- No Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights.
- Language: These Terms are written in English. Any translation is provided for convenience only; the English version controls in all disputes.
21. Contact Us
For legal notices, disputes, or questions about these Terms:
Fotyra
Legal Department
Email: legal@fotyra.com
Support: support@fotyra.com
Address: 3500 Oaklawn Ave. #460 PMB 5065
Dallas, TX 75219
United States