Legal

Terms of Service

The commercial and legal framework for every NeuralCanvas Studio engagement, from pilot to production retainer.

Last updated: [Effective Date]

Bracketed placeholders such as [Jurisdiction] are flagged for legal review and must be completed by qualified counsel before publication.

01Agreement

These Terms of Service govern access to this website and all services provided by NeuralCanvas Studio, operating as [Legal Entity Name] of [Registered Address]. Where a signed statement of work ("SOW") exists, the SOW prevails over these terms in the event of conflict.

02Services and scope

Services may include prompt architecture, ControlNet pipeline configuration, LoRA model training, art direction, batch generation and quality assurance. Deliverables, volumes, formats, review rounds and timelines are defined in the applicable SOW. Work outside the agreed scope requires a written change order and may affect fees and delivery dates.

03Client responsibilities

  • Provide reference material, brand guidelines and approvals within the timeframes set in the SOW.
  • Warrant that all supplied material is lawfully owned or licensed and does not infringe third-party rights, including likeness rights of any depicted person.
  • Nominate a single approver empowered to sign off deliverables at each review milestone.

04Intellectual property in deliverables

On full payment, the client receives ownership of, or an unlimited commercial licence to, the delivered final imagery as specified in the SOW. Client-supplied material remains the client's property. Studio background methods, internal tooling and reusable process templates remain our property.

05Trained models and pipelines

Custom LoRA adapters and pipeline recipes created for a client are transferred to that client where the SOW says so; otherwise they are licensed for that engagement only. Base models, checkpoints and third-party nodes remain subject to their own upstream licences, which the client agrees to observe.

06Generative AI acknowledgements

The client acknowledges that generative model outputs may vary between runs, that copyright protection for AI-generated material differs by territory, and that platform terms for tools such as Midjourney and Stable Diffusion may change. We disclose the tooling used per deliverable and apply the review process described in the SOW, but we cannot guarantee any particular legal status for an output in [Jurisdiction].

07Fees and payment

Fees, currency, invoicing schedule and any deposit are set out in the SOW. Invoices are payable within [Payment Term] days of issue. Late amounts may accrue interest at the rate permitted by [Jurisdiction]. Fees exclude applicable taxes unless stated otherwise.

08Revisions and acceptance

Each deliverable includes the number of revision rounds stated in the SOW. Deliverables are deemed accepted if no written feedback is received within [Acceptance Window] business days of delivery.

09Confidentiality

Each party will keep the other's non-public information confidential and use it only to perform the engagement. This obligation survives termination for [Confidentiality Term] years.

10Warranties and disclaimers

Services are performed with reasonable skill and care. Except as expressly stated, services and deliverables are provided without further warranties of any kind, including implied warranties of merchantability or fitness for a particular purpose, to the extent permitted by [Jurisdiction].

11Limitation of liability

Neither party is liable for indirect, incidental or consequential loss, including lost profits or loss of data. Our aggregate liability arising from an engagement is limited to the fees paid by the client for that engagement in the [Liability Period] preceding the claim, except where liability cannot lawfully be limited.

12Termination

Either party may terminate an engagement on [Notice Period] days' written notice, or immediately for material breach that remains uncured for [Cure Period] days. On termination, the client pays for work completed and costs committed up to the termination date.

13Governing law

These terms are governed by the laws of [Jurisdiction], and the courts of [Jurisdiction] have exclusive jurisdiction over any dispute, subject to any mandatory consumer protections that apply.

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