Ayyna — Terms of Service
Please note: These Terms of Service ("Terms") govern your access to and use of Ayyna's website, platform, APIs, services, and related software (collectively, the "Services"). These Terms form a legal agreement between you (an individual or legal entity, "you" or "Customer") and Ayyna ("Ayyna", "we", "our", or "us"). If you are entering into these Terms on behalf of a business, you represent that you have authority to bind that business. By signing an order form, registering for a paid account, or otherwise accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not access or use the Services.
1. Services and scope
Ayyna is a B2B SaaS provider of AI-powered virtual try-on and product visualization technology. Subject to these Terms and any applicable order form, statement of work, or subscription agreement (each a "Customer Agreement"), Ayyna will provide the Services described in the Customer Agreement and the applicable documentation. Ayyna may from time to time provide additional professional services, enterprise integrations, or customized solutions under separate written statements of work that will describe the scope, deliverables, and fees for such work.
2. Customer accounts, registration and responsibilities
To use the Services, Customers must register an account and provide true, accurate, current and complete information. Customers are responsible for maintaining the confidentiality and security of their account credentials and for all activity that occurs under their accounts. Customers agree to notify Ayyna immediately of any unauthorized use or security breach. Customers must use the Services in compliance with all applicable laws and regulations and will ensure that any data, content, images, or other materials uploaded to the Services (collectively, "Customer Content") do not violate any third-party rights and that the Customer has obtained all necessary rights and consents, including from end users, to permit Ayyna to process Customer Content as described in the Customer Agreement and Ayyna's Privacy Policy.
3. License and intellectual property
Subject to Customer's compliance with these Terms and payment of all applicable fees, Ayyna grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services during the subscription term for the Customer's internal business purposes. Customers retain all right, title and interest in and to their Customer Content and any intellectual property they provide. Ayyna retains all right, title and interest in and to the Services, including Ayyna's platform, software, models, algorithms, improvements, and any AI or machine-learning models, and any derivatives, modifications, or enhancements thereto. To the extent Ayyna provides AI-generated visualizations or other outputs, Ayyna grants the Customer a worldwide, royalty-free, sublicensable license to use, reproduce, display and distribute those generated outputs solely in connection with the Customer's lawful business activities in accordance with the Customer Agreement. Ayyna may collect aggregated, de-identified usage statistics and analytics derived from Customer activity; Ayyna may use such aggregated, anonymized data for product improvement, research and development and business purposes, provided that such data is not personally identifiable and does not reveal the identity of any Customer or end user.
4. Acceptable use and prohibited activities
Customers will not use the Services to engage in unlawful activities, to process data without proper authorization or consent, to upload content that infringes third-party intellectual property or privacy rights, or to upload material that is unlawful, abusive, harmful, or otherwise prohibited under applicable law. Customers must not attempt to reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or machine learning model parameters from the Services, and must not attempt to probe, scan, or test the vulnerability of the Services. Customers are responsible for ensuring that any images or personal data they upload for virtual try-on comply with applicable age- and consent-related requirements; Customer will not upload images of children or sensitive personal data unless expressly permitted and lawful. Ayyna may suspend or terminate access to the Services for activity that, in Ayyna's reasonable judgment, violates this section or presents a security risk.
5. Fees, billing and taxes
Fees for the Services are set out in the applicable Customer Agreement or order form. Unless otherwise agreed, Subscription fees are billed in advance on a monthly or annual basis and are non-refundable, except as expressly provided in these Terms or the Customer Agreement. Usage-based charges (for example, per-visualization or API-call fees) will be billed in arrears based on measured usage. Customers agree to pay all fees and taxes associated with their use of the Services. Ayyna will use commercially reasonable efforts to bill accurately; disputes regarding invoices must be raised promptly and in any event within thirty (30) days after receipt. If Customer fails to pay any amounts when due, Ayyna may, after providing notice, suspend the Services and/or charge interest on overdue amounts to the extent permitted by law. Payment processors and gateways are independent third parties; Ayyna does not store full payment card numbers and uses third-party processors subject to their terms and privacy practices.
6. Trial, renewal and cancellation
If a free trial is offered, trial usage is subject to any limits described at the time of registration and will terminate at the end of the trial period. By default, paid subscriptions will automatically renew at the end of each subscription term unless either party provides prior written notice of non-renewal in accordance with the Customer Agreement. Customers may cancel their subscription in accordance with the cancellation procedures described in the Customer Agreement; cancellation will not entitle Customer to a refund of fees paid for the then-current subscription term unless otherwise agreed in writing.
7. Service levels, maintenance and support
Ayyna endeavors to provide secure, high-quality services and will use commercially reasonable efforts to ensure availability and performance. Except as set forth in a mutually agreed Service Level Agreement (SLA) provided to Enterprise Customers, the Services are provided on an "as available" basis and Ayyna does not guarantee continuous or error-free operation. Ayyna may perform scheduled or emergency maintenance that could temporarily affect availability; Ayyna will use commercially reasonable efforts to minimize disruption and to provide advance notice for scheduled maintenance where practicable. Ayyna will provide support to Customers in accordance with the support terms set out in the Customer Agreement or standard support documentation.
8. Data protection and privacy
Ayyna's processing of personal data is governed by the Privacy Policy and any applicable Data Processing Addendum (DPA) executed between the parties. To the extent Customer is a controller of personal data and Ayyna acts as a processor, Ayyna will process personal data only on the Customer's documented instructions and will implement technical and organizational measures designed to protect personal data against unauthorized or unlawful processing and accidental loss, destruction or damage. Ayyna may engage sub-processors for hosting, email delivery, payment processing and other services; Ayyna will maintain a list of sub-processors and will provide notice of material changes. Customers are responsible for ensuring compliance with applicable privacy laws, including obtaining necessary consents from end users for processing and transfers of personal data.
9. Confidentiality
Each party will keep confidential any confidential information of the other party disclosed in connection with the Services and will not disclose such information except to its employees, agents or contractors who need access to perform obligations under these Terms and who are bound by confidentiality obligations. Confidential information does not include information that is or becomes generally known to the public other than by breach of these Terms, is rightfully received by the receiving party without obligation of confidentiality, or is independently developed without use of the disclosing party's confidential information.
10. Warranties and disclaimers
Ayyna warrants that it will provide the Services in a professional manner consistent with generally accepted industry standards. Except for the foregoing limited warranty, the Services and all materials, content and information are provided "as is" and Ayyna disclaims all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, non-infringement and accuracy. In particular, because Ayyna relies on AI models and algorithmic processes, Ayyna does not warrant that generated visualizations or other outputs will be perfect or that they will exactly match real-world product appearance; Customers remain responsible for validating and complying with applicable advertising, marketing and product representation laws and standards.
11. Limitation of liability
To the maximum extent permitted by law, Ayyna's aggregate liability for any and all claims arising out of or relating to these Terms or the Services will not exceed the amount of fees paid by Customer to Ayyna under the Customer Agreement in the twelve (12) months preceding the event giving rise to liability (or, if Customer has not paid fees, USD 5,000). In no event will Ayyna be liable for indirect, incidental, consequential, punitive or special damages, including lost profits, loss of business, loss of data, or lost goodwill, even if Ayyna has been advised of the possibility of such damages. Nothing in this section limits liability for death or personal injury caused by negligence or for other liabilities that cannot be excluded or limited by applicable law.
12. Indemnification
Customer will indemnify, defend and hold Ayyna and its officers, directors, employees and agents harmless from and against any third-party claim, demand, suit or proceeding and all associated liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or relating to (a) Customer's use of the Services in violation of these Terms; (b) Customer Content, including claims that Customer Content infringes third-party intellectual property rights or violates privacy or publicity rights; or (c) Customer's failure to provide required notices or obtain consents from data subjects. Ayyna will indemnify and hold Customer harmless from and against third-party claims that Ayyna's Services (as provided by Ayyna and not modified by Customer) infringe a third party's issued patent, copyright or trademark; Ayyna's indemnity obligations are contingent on Customer providing Ayyna prompt written notice of the claim, allowing Ayyna to control the defense and settlement, and providing reasonable cooperation. If infringement occurs or is likely to occur, Ayyna may, at its option, (i) procure the right for Customer to continue using the Services, (ii) replace or modify the Services to avoid infringement, or (iii) terminate the affected Services and refund any prepaid, unused fees for the terminated Services.
13. Term and termination; effect of termination
These Terms commence on the Effective Date specified in the Customer Agreement and continue until all subscription terms have expired or these Terms are otherwise terminated in accordance with the Customer Agreement. Either party may terminate for material breach if the other party fails to cure such breach within a specified cure period after written notice (as set out in the Customer Agreement), or immediately where permitted by law. Upon termination or expiration of the Customer Agreement, Customer will immediately cease use of the Services. Subject to any account retention options set forth in the Customer Agreement or our policies, Ayyna will, at Customer's request made within a reasonable period, return or securely delete Customer Content in Ayyna's possession, except where retention is required by law or as otherwise agreed. Sections that by their nature should survive termination (such as ownership, confidentiality, indemnity, limitations of liability and dispute resolution) will survive.
14. Export controls, sanctions and compliance
Customer will comply with all applicable export control laws and regulations and will not upload, transmit, or use the Services in a manner that would violate trade sanctions or embargoes. Customers represent and warrant that they are not located in, under the control of, or a national or resident of any country subject to an applicable trade embargo or sanctions, and that they are not on any government list of prohibited or restricted parties.
15. Changes to the Services and these Terms
Ayyna may modify or discontinue features of the Services from time to time; Ayyna will use commercially reasonable efforts to provide notice of material changes to the Services. Ayyna may also revise these Terms; material changes will be communicated to Customers in advance where required by applicable law or the Customer Agreement. Continued use of the Services following notice of changes constitutes acceptance of the updated Terms. For significant or Enterprise Customers, amendments to these Terms will be subject to the terms set out in the Customer Agreement.
16. Governing law and dispute resolution
These Terms will be governed by and construed in accordance with the laws of India, without regard to its conflicts of law principles, except to the extent that mandatory laws of Customer's jurisdiction provide otherwise. Except where Customer is a consumer with mandatory local rights, the parties will first attempt to resolve disputes amicably through good-faith negotiations. If the dispute is not resolved within a specified negotiation period, the dispute will be submitted to binding arbitration in New Delhi, India, under the Arbitration and Conciliation Act, 1996, or other applicable arbitration law, with a sole arbitrator mutually agreed or appointed in accordance with the rules. The arbitration award will be final and binding, and judgment on the award may be entered in any court having jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights or to prevent irreparable harm. For Customers located in jurisdictions where arbitration or exclusive governing law provisions are restricted by mandatory consumer protection laws, those local laws will take precedence.
17. Notices
Any notice to Ayyna under these Terms should be sent to hi@ayyna.cc or to a physical address if provided in the Customer Agreement. Notices to Customers will be sent to the email address on file. Where these Terms require notices to be in writing, notices delivered electronically in accordance with these provisions shall suffice.
18. Miscellaneous provisions
These Terms, together with any Customer Agreement, order form, DPA and other documents expressly incorporated by reference, constitute the entire agreement between the parties relating to the Services and supersede all prior or contemporaneous communications and proposals. If any provision of these Terms is held to be invalid, illegal or unenforceable, that provision will be modified to the minimum extent necessary to render it enforceable and the remaining provisions will remain in full force and effect. No waiver of any breach of these Terms will constitute a waiver of any other or subsequent breach. Except as expressly provided herein, neither party may assign these Terms without the other party's prior written consent; however, Ayyna may assign these Terms to an affiliate or in connection with a sale of substantially all of its assets or a merger without Customer consent, provided that the assignee assumes Ayyna's obligations hereunder.
19. Consumer protections and jurisdiction-specific rights
These Terms are intended for commercial Customers and do not limit any non-waivable statutory rights that may apply to consumers in certain jurisdictions. Where mandatory local law grants additional rights to a Customer (for example, certain data subject rights or consumer protection rights), those mandatory provisions will prevail where applicable.
20. Contact information and legal review recommendation
If you have questions regarding these Terms, wish to raise a billing or service issue, or want to discuss data protection or contractual terms (including request for a Data Processing Addendum), please contact us at hi@ayyna.cc. These Terms are a general-purpose form of agreement intended to cover Ayyna's global SaaS offering; they should be reviewed and, if necessary, tailored by qualified legal counsel to reflect specific laws and commercial terms in the jurisdictions where you operate before being relied upon as a final customer-facing agreement.