Terms of Service

These Terms of Service (“Terms”) constitute a binding legal agreement between Make Media Limited, a private limited company incorporated and existing under the laws of England and Wales with company number 15632662, having its registered office at Silverstream House, 45 Fitzroy Street, London ,England, W1T 6EB, trading as MakeUGC (hereinafter referred to as “MakeUGC,” “Company,” “we,” “our,” or “us”), and the individual or legal entity accessing or using the Services (“User,” “you,” or “your”).

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By accessing, registering for, or using any part of the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and by any additional policies expressly referenced herein, including our Privacy Policy, Data Processing Addendum, and Acceptable Use Policy. If you do not agree, you must not use the Services

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1. DEFINITIONS

For the purposes of these Terms:

• “Account” means a registered user account created to access the Services.
• “Input” means any data, files, text, audio, video, prompts, or other materials uploaded or submitted by the User to the Services.
• “Output” means any AI-generated content, including but not limited to text, scripts, briefs, images, audio, and video, generated by the Services in response to a User’s Input.
• “Content” collectively refers to Input and Output.
• “Subscription” means a paid plan granting time-limited access to the Services.
• “Affiliate” means any entity that controls, is controlled by, or is under common control with MakeUGC.
• “Force Majeure Event” means any event beyond a Party’s reasonable control, including but not limited to natural disasters, war, strikes, cyberattacks, or governmental restrictions.

2. NATURE OF SERVICES AND LEGAL DISCLAIMER

2.1 Description.

MakeUGC provides an artificial-intelligence-powered software platform enabling Users to generate ,modify, analyze, and manage marketing and user-generated content at scale.
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2.2 AI-Generated Content.

All Outputs are produced by automated systems utilizing proprietary algorithms and generative models. You acknowledge that Outputs may not be unique and may resemble or replicate content generated for other Users.

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2.3 Responsibility and Compliance.

You are solely responsible for the legal and regulatory compliance of your Inputs, Outputs, and use of the Services, including adherence to intellectual property laws, consumer-protection regulations, advertising standards, and data-protection obligations (including the UK GDPR and EU GDPR where applicable).

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2.4 Disclaimer.

The Services are provided “as-is” and “as-available.” MakeUGC provides no guarantee that any Output will achieve particular performance, accuracy, or legal sufficiency, and disclaims liability for reliance placed upon it.

3. OWNERSHIP, LICENSING, AND INTELLECTUALPROPERTY RIGHTS

3.1 Ownership of Input.

You retain all right, title, and interest in and to your Input. By submitting Input, you grant MakeUGC a non-exclusive, worldwide, royalty-free, sublicensable licence to use, host, reproduce, and process such Input solely as necessary to provide and improve the Services. This licence terminates upon deletion of the Input or closure of your account, except as required for legitimate archival, compliance, or legal purposes.

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3.2 Ownership and Assignment of Output.

(a) Subject to your compliance with these Terms and payment of all applicable fees, you shall own all rights, title, and interest in and to the Output generated by your use of the Services during an active, valid Subscription.

(b) MakeUGC hereby assigns and transfers to you absolutely and irrevocably all copyright and related rights in such Outputs to the fullest extent permitted by law, including any rights arising under the Copyright, Designs and Patents Act 1988 (UK).

(c) You are granted a worldwide, perpetual, royalty-free, assignable, sublicensable, and irrevocable licence to use, reproduce, adapt, distribute, communicate, and commercially exploit the Outputs without further restriction or attribution to MakeUGC, even after termination or expiry of your Subscription.

(d) MakeUGC waives any moral rights it may hold in the Outputs to the extent legally permissible.

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3.3 Reservation of Company IP.

MakeUGC and its licensors retain all right, title, and interest in and to the Services, including but not limited to the source code, AI models, algorithms, datasets, system architecture, trademarks, domain names, documentation, and user interfaces. No licence or right is granted to you in respect of the Company’s proprietary technology other than as expressly provided herein.

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3.4 Third-Party Materials.

Outputs may incidentally include or be influenced by publicly available or licensed third-party materials. MakeUGC disclaims ownership of any third-party intellectual property and provides no warranty of non-infringement. You assume responsibility for any further commercial use or distribution of such Outputs.

4. USER ACCOUNTS AND ELIGIBILITY

4.1 Eligibility.

The Services are intended for Users aged thirteen (13) years or older. If you are under eighteen (18), you must obtain consent from a parent or guardian who shall be responsible for your compliance.

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4.2 Account Creation.

You must provide accurate and complete registration information. You agree to maintain the confidentiality of your credentials and are solely responsible for all activities under your Account.

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4.3 Authorized Use.

Accounts may not be shared or transferred without prior written consent from MakeUGC. Any unauthorized use may result in immediate suspension.

5. ACCEPTABLE USE

You agree not to use the Services to:

(a) Create or distribute obscene, pornographic, defamatory, discriminatory, or unlawful material;

(b) Engage in fraud, deception, or misrepresentation, including impersonation;

(c) Violate or infringe any copyright, trademark, or privacy rights;

(d) Circumvent technical or usage limitations;

(e) Reverse-engineer or copy the Services;

(f) Misrepresent AI-generated content as human in contexts where disclosure is legally required; or

(g) Interfere with or disrupt the integrity or performance of the Services.

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MakeUGC may suspend or terminate access for any violation of this Section 5.

6. BILLING, PAYMENT, AND REFUNDS

6.1 Fees.

All fees are specified at the time of purchase and payable in the currency indicated. By subscribing, you authorize recurring billing until cancelled.

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6.2 Taxes.

Prices exclude VAT and other applicable taxes unless stated otherwise. You are responsible for payment of all such taxes.

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6.3 Refunds and Chargebacks.

Payments are non-refundable except as required by law. Unauthorized chargebacks may result in immediate account suspension and referral to collections.

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6.4 Price Adjustments.

MakeUGC may amend pricing upon thirty (30) days’ written notice. Continued use after notice constitutes acceptance of the new pricing.

7. TERMINATION AND SUSPENSION

7.1 User Termination.

You may cancel your Subscription at any time through your Account settings. Cancellation be comes effective at the end of the current billing cycle.

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7.2 Company Termination.

MakeUGC may terminate or suspend access immediately if you breach these Terms, engage in unlawful activity, or pose a legal or reputational risk.

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7.3 Effect of Termination.

Termination does not affect your ownership rights to previously generated Outputs. Sections 3, 8, 9, 10,11, and 12 shall survive termination.

8. SERVICE PERFORMANCE AND AVAILABILITY

MakeUGC endeavours to maintain reliable access but does not guarantee continuous operation. Maintenance, updates, or Force Majeure Events may cause temporary disruptions. MakeUGC shall not be liable for any downtime, delay, or data loss arising therefrom.

9. DATA PROTECTION AND PRIVACY

9.1 Compliance.

MakeUGC processes personal data in accordance with the UK Data Protection Act 2018 and the UKGDPR. Details are provided in the Privacy Policy and Data Processing Addendum, which form part of these Terms.

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9.2 Cross-Border Transfers.

Where personal data is transferred outside the United Kingdom or European Economic Area, MakeUGC shall ensure adequate protection through approved transfer mechanisms.

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9.3 Security Measures.

MakeUGC implements commercially reasonable administrative, technical, and organizational safeguards to protect personal data from unauthorized access or loss.

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9.4 User Obligations.

You are responsible for ensuring that any personal data you submit or process through the Services complies with applicable data-protection laws and for obtaining any necessary consents.

10. DISCLAIMER OF WARRANTIES AND LIMITATION OFLIABILITY

10.1 No Warranties.

The Services are provided “AS IS” and “AS AVAILABLE.” MakeUGC expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

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10.2 Limitation of Liability.

To the fullest extent permitted by law, MakeUGC’s total aggregate liability to you for all claims arising under or related to these Terms shall not exceed the greater of £100 GBP or the total fees paid by you to MakeUGC during the preceding twelve (12) months.

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10.3 Exclusion of Damages.

MakeUGC shall not be liable for any indirect, consequential, special, exemplary, or punitive damages, including loss of profits, data, or goodwill.

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10.4 Reliance on Outputs.

You acknowledge that Outputs may contain factual inaccuracies or bias. You agree not to rely solely upon Outputs for legal, financial, medical, or other critical purposes without independent verification.

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Make Media Limited, its Affiliates, officers, employees, contractors, and agents from and against all claims, losses, liabilities, damages, fines, costs, and expenses (including reasonable legal fees) arising from or relating to:

(a) your use of the Services or Outputs;

(b) your violation of these Terms;

(c) your infringement of any third-party rights, including intellectual property; or

(d) any unlawful or unethical use of AI-generated materials.

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This obligation shall survive termination.

12. DISPUTE RESOLUTION AND GOVERNING LAW

12.1 Governing Law.

These Terms and any non-contractual obligations arising herefrom shall be governed by and construed inaccordance with the laws of England and Wales.

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12.2 Arbitration.

Any dispute, controversy, or claim arising out of or relating to these Terms shall be finally resolved by binding arbitration under the Rules of the London Court of International Arbitration (LCIA). The seat of arbitration shall be London, United Kingdom. The proceedings shall be conducted in English before a single arbitrator appointed in accordance with the LCIA Rules.

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12.3 Injunctive Relief.

Nothing in this clause prevents MakeUGC from seeking injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

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12.4 Class Action Waiver.

You agree that any proceedings will be conducted only on an individual basis, and not as part of a class, consolidated, or representative action

13. COPYRIGHT AND NOTICE PROCEDURE

If you believe that any content hosted on the Services infringes your copyright, please send a written notice to help@makeugc.ai including:

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1. Your full legal name and contact details;
2. Identification of the copyrighted work;
3. Identification of the allegedly infringing material and its location;
4. A statement under penalty of perjury that you have a good-faith belief that the use is unauthorized; and
5. Your physical or electronic signature.

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MakeUGC will review all valid notices and take appropriate action in accordance with applicable law.

14. FORCE MAJEURE

MakeUGC shall not be liable for any failure or delay in performance arising from a Force Majeure Event. Time for performance shall be extended for the duration of such event.

15. ASSIGNMENT AND SUCCESSORS

MakeUGC may assign, transfer, or novate its rights and obligations under these Terms to any Affiliate or successor entity in connection with a merger, acquisition, or sale of assets, with notice to you. You may not assign these Terms without prior written consent.

16. SEVERABILITY

If any provision of these Terms is held invalid or unenforceable, that provision shall be limited to the minimum extent necessary so that the remaining provisions remain valid and enforceable.

17. WAIVER

Failure or delay by MakeUGC to enforce any right or remedy shall not constitute a waiver of such right or remedy.

18. ENTIRE AGREEMENT

These Terms, together with all incorporated policies, constitute the entire agreement between you and MakeUGC and supersede all prior or contemporaneous understandings, representations, or agreements.

18. CONTACT INFORMATION

📧 Email: help@makeugc.ai

📍 Office Address: Silverstream House, 45 Fitzroy Street, London, England, W1T 6EB

🏢 Company Name: Make Media Limited

📄 Company Number: 15632662

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