Replikant Terms of Service

Last Updated: October 2024

THESE TERMS OF SERVICE CONTAIN AN ARBITRATION PROVISION IN SECTION 17 BELOW.

1. Parties; Effective Date

This Terms of Service Agreement ("Agreement") is entered into by and between DNABLOCK Inc, a Delaware corporation with its principal place of business at 3625 Serra Road, Malibu, CA 90265, USA ("DNABLOCK" or "Company"), and the individual or entity accepting this Agreement ("User" or "You"). This Agreement is effective as of the date You accept these terms electronically ("Effective Date").

2. Purpose; Services Provided

DNABLOCK provides access to its software products, including but not limited to Replikant and Replikant Chat (collectively, the "Services"). Replikant is a 3D animation and motion capture software available for download via the Epic Games Store. These Terms govern all Users of the Services, including software downloads, subscriptions, in-application purchases, and any other services offered by DNABLOCK presently or in the future.

3. User Account

3.1 Account Creation

To utilize certain features of the Services, You must create an account ("Account"). By creating an Account, You represent and warrant that:

• You are at least eighteen (18) years of age or the age of majority in Your jurisdiction, whichever is greater.

• All information You provide is truthful, accurate, and complete.

• You will maintain and promptly update Your Account information to keep it accurate and complete.

3.2 Account Security

• You are responsible for maintaining the confidentiality of Your Account credentials.

• You are solely responsible for all activities that occur under Your Account.

• You agree to notify DNABLOCK immediately of any unauthorized use of Your Account or any other breach of security.

3.3 Restrictions

• You shall not share Your Account credentials with any third party.

• You shall not use the Services for any unlawful purpose or in violation of any applicable laws or regulations.

4. Privacy Policy

Your use of the Services is subject to DNABLOCK's Privacy Policy, which is incorporated herein by reference. The Privacy Policy outlines how DNABLOCK collects, uses, and protects Your personal information.

5. Subscriptions and Payments

5.1 Subscription Levels

DNABLOCK offers tiered subscription plans facilitated by Xsolla, which handles payments, subscription management, cancellations, and refunds in accordance with its Refund Policy available at https://xsolla.com/refund-policy/moderate-policy.

Free Plan

• Price: $0 per month

• Includes:some text

  • Basic Avatar Support

  • Basic Environment Support

  • Rendering up to 1080p

  • Basic Motion Capture Support

• Limited-Time Offer:some text

  • Extended Assets Collection

  • Option to Use Own API Keys

  • Import Animation/Static Mesh Tool (Experimental)

  • Advanced Motion Capture Level

  • 50 Replikant Credits (first 1,000 users only)

• Restrictions:some text

  • No Commercial License

  • Attribution to replikant.com required

  • Watermark on exported videos

  • No monthly Replikant Credits

  • Not available for companies or organizations

Starter Plan

• Price: $5 per month

• Includes:some text

  • All features of Free Plan

  • Watermark-free rendering

  • Rendering up to 2K

  • Extended Assets Collection

• Restrictions:some text

  • No Commercial License

Creator Plan

• Price: $15 per month

• Includes:some text

  • All features of Starter Plan

  • Rendering up to 4K

  • Import Animation/Static Mesh Tool

  • Indie Commercial License

Professional Plan

• Price: $30 per month

• Includes:some text

  • All features of Creator Plan

  • Advanced Motion Capture Level

  • Bring Your Own API Keys Option

Business Plan

• Price: $119 per month

• Includes:some text

  • All features of Professional Plan

  • Commercial License

5.2 Payment Terms

• All payments are to be made in U.S. dollars.

• You authorize DNABLOCK or its payment processor to charge the payment method provided for all applicable fees.

• Subscription fees are non-refundable except as provided in Xsolla's Refund Policy.

6. License Types

6.1 Non-Commercial License

• Intended for non-commercial use only.

• Attribution to replikant.com is required.

• Does not include an educational license.

6.2 Indie Commercial License

• For Users with annual gross revenue not exceeding $100,000 USD from creative work.

• License cannot be applied to projects valued at or over $100,000 USD.

• One license per User or organization per subscription.

6.3 Commercial License

• For Users with annual gross revenue exceeding $100,000 USD from creative work.

• License can be applied to any project, regardless of value.

• One license per User or organization per subscription.

• Does not include an educational license.

6.4 Educational License

• Suitable for educational institutions such as universities and schools.

• Separate terms and conditions may apply.

7. Replikant Credits

7.1 Usage

Replikant Credits are a virtual currency used within the application for certain operations that utilize paid third-party services.

7.2 Acquisition

• Subscriptions include a finite number of Credits.

• Additional Credits can be purchased at https://store.replikant.com.

7.3 Features Utilizing Credits

• Script Generation

• Text-to-Speech

• Texture Generation

• Skybox Generation

• Avatar Generation

8. Third-Party Services

The Services integrate third-party APIs and services. By using these features, You agree to comply with their respective terms and privacy policies:

• OpenAI: Privacy Policy

• Anthropic: Privacy Policy

• Google: Privacy Policy

• ElevenLabs: Privacy Policy

• Groq: Privacy Policy

9. Data Collection and Privacy

9.1 Data Collected

• EpicID and email address via Epic Games authentication for validating purchases and subscriptions.

• Data is collected in accordance with DNABLOCK's Privacy Policy.

9.2 Third-Party Terms

• Xsolla Terms of Service: https://xsolla.com/terms-of-service

• Epic Games Store Terms of Service: https://www.epicgames.com/site/en-US/tos

10. Intellectual Property Rights

All content and features of the Services are the exclusive property of DNABLOCK and its licensors. You are granted a limited, non-exclusive, non-transferable license to use the Services in accordance with this Agreement. Unauthorized use of any DNABLOCK intellectual property is strictly prohibited.

11. User Conduct

11.1 Prohibited Activities

You agree not to:

• Use the Services for any unlawful purpose.

• Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services without express written permission.

• Interfere with or disrupt the integrity or performance of the Services.

• Circumvent, disable, or interfere with security-related features.

11.2 Compliance with Laws

You agree to comply with all applicable local, state, national, and international laws and regulations in connection with Your use of the Services.

12. Limitation of Liability

12.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. DNABLOCK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

12.2 Limitation on Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DNABLOCK SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES;

• ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES;

• ANY CONTENT OBTAINED FROM THE SERVICES;

• UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

12.3 Cap on Liability

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF DNABLOCK EXCEED THE AMOUNT YOU PAID TO DNABLOCK IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13. Indemnification

You agree to indemnify, defend, and hold harmless DNABLOCK, its affiliates, officers, directors, employees, agents, and licensors from any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:

• Your access to or use of the Services;

• Your violation of this Agreement;

• Your violation of any third-party right, including without limitation any intellectual property right or privacy right.

14. Termination

14.1 By DNABLOCK

DNABLOCK may terminate or suspend Your Account and access to the Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach this Agreement.

14.2 Effect of Termination

Upon termination, Your right to use the Services will immediately cease. All provisions of the Agreement which by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

15. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

16. Dispute Resolution and Arbitration

16.1 Arbitration Agreement

Any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, shall be resolved by binding arbitration in Los Angeles County, California, in accordance with the rules of the American Arbitration Association ("AAA").

16.2 Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the dispute between DNABLOCK and You individually. You acknowledge and agree that:

• No arbitration shall be joined with any other;

• There is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures;

• There is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

17. Notices and Electronic Communications

17.1 Notices from DNABLOCK

DNABLOCK may provide notifications to You as required by law or for marketing or other purposes via email or posting on the Services.

17.2 Consent to Electronic Communications

By using the Services, You consent to receive electronic communications from DNABLOCK. You agree that any notices, agreements, disclosures, or other communications that DNABLOCK sends to You electronically satisfy any legal communication requirements.

17.3 Contact Information

For any questions regarding this Agreement, You may contact DNABLOCK at:

• Address: 3625 SERRA RD, MALIBU, CA 90265, USA

• Email: support@dnablock.com

18. Severability

If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

19. Assignment

You may not assign or transfer any rights or obligations under this Agreement without prior written consent from DNABLOCK. DNABLOCK may assign or transfer its rights and obligations under this Agreement without restriction.

20. Entire Agreement

This Agreement constitutes the entire agreement between You and DNABLOCK regarding the Services and supersedes all prior agreements and understandings, whether written or oral.

21. Force Majeure

DNABLOCK shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond DNABLOCK's reasonable control, including but not limited to mechanical, electronic, or communications failure or degradation.

22. Waiver

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and DNABLOCK's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

23. Survival

All provisions of this Agreement which by their nature should survive termination shall survive termination, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

ACCEPTANCE OF TERMS:

By clicking "I Agree," creating an Account, or by accessing or using the Services, You acknowledge that You have read, understood, and agree to be bound by this Agreement.