Terms of Service

Last updated · May 6, 2026

These Terms of Service ("Terms") form a binding agreement between you and AI Labs Inc., a Delaware corporation doing business as Prescene ("Prescene," "we," "us," or "our"), governing your access to and use of the Prescene platform, our websites (including prescene.com), and any related products, applications, APIs, and services we make available (collectively, the "Services").

By creating an account, accessing the Services, or clicking "I agree," you confirm that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and our Acceptable Use Policy, each of which is incorporated by reference. If you do not agree, do not use the Services.

If you are using the Services on behalf of a company, organization, or other legal entity (an "Organization"), you represent and warrant that you have the authority to bind that Organization to these Terms, and "you" refers to both you and the Organization.

1. Eligibility

You must be at least 18 years old to use the Services and have the legal capacity to enter into these Terms. We do not knowingly collect personal data from anyone under 18. You may not use the Services where prohibited by law.

2. Accounts and Organizations

2.1 Individual Accounts

To use the Services, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You will notify us immediately at security@prescene.ai of any unauthorized access.

2.2 Organizations and Enterprise Tenants

We offer team and Organization-level accounts. If you join an Organization (including a studio, production company, or agency that has provisioned an account for you), the Organization administrator may have rights to access, manage, and remove content within the Organization workspace, suspend your access, and configure permissions. Use of the Services through an Organization may be subject to additional terms between us and the Organization (an "Enterprise Agreement"), which control over these Terms in case of conflict for that Organization's users.

2.3 Communications

By creating an account, you agree to receive service-related communications from us, including transactional emails, security notices, and product announcements. You may opt out of marketing communications at any time through your account settings or via the unsubscribe link in our emails.

3. The Services

3.1 What We Provide

The Services provide a suite of tools for content creation, editing, analysis, and production planning across screenplays, teleplays, books, and related creative works, including AI-assisted features. The Services rely on third-party large language models and other infrastructure providers identified on our Subprocessor List.

3.2 Updates and Changes

We may add, remove, or change features at any time. If we make a material change that significantly degrades a feature you actively use, we will provide reasonable advance notice via email or in-product notification, except where the change is required for legal, security, or operational reasons.

3.3 Beta and Experimental Features

We may offer features designated as "beta," "preview," "experimental," or similar (collectively, "Beta Features"). Beta Features are provided "as is" without any warranty, may be modified or discontinued without notice, and may not be used for high-stakes commercial production unless we expressly state otherwise.

3.4 Third-Party Services

The Services rely on third-party providers identified in our Subprocessor List. We are not responsible for the acts or omissions of third-party services. If a third-party provider modifies or terminates services we depend on, we may modify or discontinue corresponding features.

4. Subscriptions, Fees, and Payment

4.1 Plans and Pricing

Access to the Services requires a paid subscription. Current pricing is available at prescene.com/pricing. Enterprise plans are subject to separately negotiated pricing.

4.2 Auto-Renewal

Subscriptions automatically renew at the end of each billing period at the then-current rate. You may cancel at any time through your account settings. Cancellation takes effect at the end of the current billing period, and you retain access until that date.

4.3 Refunds

We do not provide refunds for partial billing periods or unused time. Exception: first-time subscribers may request a full refund within 14 days of initial purchase by contacting billing@prescene.ai, provided the account has not been used in bad faith.

4.4 Price Changes

We may change pricing for new billing periods. We will provide at least 30 days' notice of any price increase. If you do not agree, you may cancel before the increase takes effect.

4.5 Taxes

Fees are exclusive of taxes. You are responsible for all applicable taxes, except taxes on our net income.

4.6 Failed Payments

If a payment fails, we may suspend your account until payment is received. Continued non-payment may result in account termination and loss of content not exported.

5. Your Content

5.1 Definitions

"Inputs" means any text, audio, image, video, or other content you upload, paste, type, or otherwise submit to the Services, including without limitation any creative or proprietary works such as screenplays, teleplays, books, treatments, and outlines.
"Outputs" means content the Services generate in response to your Inputs.
"Your Content" means Inputs and Outputs together.

5.2 Ownership

As between you and Prescene:

You retain all right, title, and interest in your Inputs, to the extent you held those rights before submission.
You own all Outputs generated specifically for you. To the extent we hold any rights in Outputs, we hereby assign them to you, conditional on your compliance with these Terms.

We do not claim ownership of Your Content. We do not claim a license over Your Content beyond what is necessary to operate the Services as described in Section 5.4.

5.3 Your Warranties Regarding Inputs

By submitting any Input to the Services, you represent and warrant that:

You own the Input outright, or you have all licenses, permissions, releases, and authorizations required to upload, process, and use the Input through the Services, including for AI-assisted analysis, transformation, and derivative generation;
The Input does not infringe, misappropriate, or violate any third party's copyright, trademark, trade secret, right of publicity, right of privacy, contract, or other right;
You are not subject to any contractual or fiduciary obligation (including any non-disclosure agreement, employment agreement, option agreement, shopping agreement, agency agreement, or guild agreement) that would prohibit you from uploading the Input or using it through the Services;
The Input does not contain malicious code or attempt to compromise the Services;
You are solely responsible for the legality, originality, and consequences of submitting the Input.

You acknowledge that:

We do not, and cannot reasonably, verify that you hold the rights to your Inputs.
We rely entirely on your representations in Section 5.3 in providing the Services to you.
A breach of Section 5.3 is a material breach of these Terms.

You will affirm Section 5.3 (a) at account signup, (b) the first time you upload Content into a new project or Organization workspace, and (c) when prompted from time to time. We may also require re-affirmation upon material change to these Terms.

5.4 License You Grant Us

To operate the Services, you grant Prescene a limited, worldwide, non-exclusive, royalty-free, sublicensable (only to our Subprocessors and only as needed) license to host, store, copy, process, transmit, display, and create derivative works of Your Content solely for the purposes of:

(a) providing, maintaining, securing, and supporting the Services to you; (b) generating Outputs from your Inputs; (c) preventing fraud, abuse, and violations of these Terms or our Acceptable Use Policy; (d) complying with applicable law or valid legal process; and (e) producing aggregated, fully de-identified statistics that cannot be reverse-engineered to a specific user, Input, or Output.

This license terminates when you delete the relevant Content or close your account, except for (i) backup copies retained for up to 90 days for disaster recovery, (ii) anonymized aggregated statistics, and (iii) copies we are legally required to retain.

This license does not include the right to train foundation AI models on Your Content. See Section 5.5.

5.5 No Training on Your Content

We do not, and will not, use Your Content to train, fine-tune, or otherwise improve foundation AI models — whether ours, our Subprocessors', or any third party's. We have configured our integrations with our model providers to disable training on Your Content.

Limited exception (opt-in only): If you explicitly opt in to a separate Prescene product or feature that uses your Content for a defined purpose such as matching, recommendations, or marketplace features, you may grant us additional, specific rights through that feature's separate consent flow. Such opt-in is granular, revocable, and entirely separate from these Terms. Without your explicit opt-in, no Content is used for any such purpose.

5.6 Outputs: Limitations You Should Understand

You acknowledge and accept that:

Outputs may not be unique. Other users may receive similar or identical Outputs. We do not guarantee originality.
Outputs may be inaccurate, incomplete, biased, or offensive. AI systems generate content probabilistically. You must independently verify Outputs before relying on them.
Outputs may not qualify for copyright protection. Under current U.S. law (including the Copyright Office's guidance and Thaler v. Perlmutter), purely AI-generated material lacks human authorship and may not be copyrightable. Whether your use of the Services produces copyrightable material depends on the extent of your creative contribution. We make no representation that any Output is copyrightable.
Outputs may resemble copyrighted works. Particularly when prompted with recognizable tropes, characters, or text from existing works, Outputs may be substantially similar to existing copyrighted material. You are solely responsible for clearance, plagiarism checking, and registration.
Industry disclosure obligations. If you submit Output (or material derived from Output) to studios, networks, publishers, agencies, or guilds, you may be subject to disclosure obligations under the Writers Guild of America Minimum Basic Agreement (MBA) or other industry agreements. We do not advise on these obligations and you are solely responsible for compliance.

5.7 Commercial Use

You may use Outputs commercially, subject to (a) your compliance with these Terms, (b) the truth of your Section 5.3 warranties, and (c) any restrictions stated in our Acceptable Use Policy or for specific Beta Features. You bear all risk and responsibility for commercial exploitation.

5.8 Public Links and Sharing

The Services may allow you to generate public sharing links. Anyone with a public link can access the linked Content. You are responsible for managing public links and revoking them when no longer needed. Content shared via public link may be cached by browsers, search engines, or recipients beyond our control.

5.9 Deletion

You may delete individual Content or your entire account at any time. Upon deletion:

Active Content is removed from our production systems within 30 days.
Backup copies are purged within 90 days.
Anonymized aggregated statistics may persist indefinitely.
Account metadata necessary for legal, audit, billing, or fraud-prevention purposes may be retained for up to 7 years.

For Organization accounts, the Organization administrator controls deletion of workspace Content.

6. Acceptable Use

You will use the Services only in compliance with our Acceptable Use Policy, which is incorporated by reference. Violations may result in immediate suspension or termination of your account without refund.

7. Intellectual Property

7.1 Our IP

We and our licensors own all right, title, and interest in and to the Services, including all software, models, designs, text, graphics, logos, trademarks, and other materials (excluding Your Content). Except as expressly permitted, you may not copy, modify, distribute, sell, lease, reverse-engineer, or create derivative works of the Services.

7.2 Restrictions

You will not:

access the Services to build, train, or improve a competing product, including any AI model;
scrape, extract, or systematically download data or Outputs from the Services beyond your normal use;
use Outputs to train any AI model (whether yours or a third party's);
circumvent rate limits, access controls, or safety mitigations;
use the Services to violate any law or any third party's rights;
impersonate any person or entity, or misrepresent your affiliation;
remove or alter any proprietary notices on the Services or Outputs.

7.3 Feedback

If you provide feedback or suggestions, you grant us a perpetual, royalty-free license to use them for any purpose without obligation to you.

7.4 Copyright Complaints

If you believe content on the Services infringes your copyright, send a notice compliant with the Digital Millennium Copyright Act (17 U.S.C. § 512) to our designated agent:

AI Labs Inc., dba Prescene Attn: DMCA Agent 1614 W 9th 1/2 St, Austin, TX 78703 dmca@prescene.ai

We will investigate and respond consistent with the DMCA. We may terminate accounts of users who repeatedly infringe.

8. Privacy

Our Privacy Policy describes how we handle personal data. Where we act as a data processor for an Enterprise customer, our Data Processing Addendum governs.

9. Indemnification

9.1 You Indemnify Us

To the maximum extent permitted by law, you will defend, indemnify, and hold harmless Prescene, its affiliates, and their respective officers, directors, employees, contractors, and agents (the "Prescene Parties") from and against any and all third-party claims, actions, proceedings, judgments, settlements, losses, damages, liabilities, fines, penalties, and expenses (including attorneys' fees and costs) (collectively, "Claims") arising out of or relating to:

(a) your Inputs, including any allegation that an Input infringes, misappropriates, or violates any third party's intellectual property, privacy, publicity, contract, confidentiality, or other right; (b) your use of Outputs, including commercial exploitation; (c) your breach of these Terms, the Acceptable Use Policy, or any Section 5.3 warranty; (d) your violation of any law; or (e) your violation of any third party's rights, including any Writers Guild, agency, studio, or non-disclosure obligation.

We may assume the exclusive defense and control of any matter subject to your indemnification, in which case you will cooperate with our defense.

9.2 We Indemnify Enterprise Customers (Limited)

For Enterprise customers under a paid Enterprise Agreement, we will defend such Enterprise customer from, and indemnify such Enterprise customer for damages finally awarded by a court of competent jurisdiction or paid in settlement approved by us, arising from a third-party claim that the Services or Outputs, used by the Enterprise customer in accordance with these Terms, infringe a third party's U.S. patent, copyright, or trademark.

This indemnity does not apply to any Claim arising from or relating to:

(a) Inputs or any other data provided by the Enterprise customer or its users; (b) modifications to Outputs by anyone other than us; (c) combination of the Services or Outputs with other products, services, or content; (d) use of the Services or Outputs in violation of these Terms, the AUP, or applicable law; (e) the Enterprise customer's or its users' knowledge or reasonable basis for knowing that the Output was likely to infringe; (f) failure to use available filtering, citation, or safety features; (g) trademark claims arising from use of an Output in trade or commerce; (h) the practice of any patented invention contained in an Output; (i) Beta Features; or (j) Output that the Enterprise customer or its users continued to use after we provided notice that the Output may infringe.

This Section 9.2 states our entire liability, and the Enterprise customer's exclusive remedy, for third-party IP claims relating to the Services or Outputs.

9.3 No Indemnity for Non-Enterprise Users

Indemnification under Section 9.2 is available only to Enterprise customers. Individual subscribers and team plan customers are not entitled to indemnification from us under these Terms.

9.4 Indemnification Procedure

The party seeking indemnification will (a) promptly notify the indemnifying party in writing, (b) allow the indemnifying party to control the defense and settlement (provided no settlement may admit liability or impose ongoing obligations on the indemnified party without consent), and (c) reasonably cooperate. Failure to provide prompt notice excuses indemnification only to the extent the indemnifying party is materially prejudiced.

10. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, OUTPUTS, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY.

WE DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION:

WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, AND UNINTERRUPTED OR ERROR-FREE OPERATION;
ANY WARRANTY THAT OUTPUTS ARE ORIGINAL, COPYRIGHTABLE, OR FREE OF INFRINGEMENT, BIAS, OR OFFENSIVE MATERIAL;
ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.

WE DO NOT WARRANT THE PERFORMANCE OR ACTS OF ANY THIRD-PARTY PROVIDER, INCLUDING ANY MODEL PROVIDER OR INFRASTRUCTURE PROVIDER.

Some jurisdictions do not allow exclusion of certain warranties, so some of the above may not apply to you.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(a) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITY, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) PRESCENE'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (i) THE FEES YOU PAID PRESCENE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (ii) ONE HUNDRED U.S. DOLLARS ($100).

(c) THE LIMITATIONS IN THIS SECTION 11 APPLY TO ALL CLAIMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

(d) THE LIMITATIONS IN THIS SECTION 11 DO NOT APPLY TO (i) YOUR INDEMNIFICATION OBLIGATIONS UNDER SECTION 9.1, (ii) YOUR PAYMENT OBLIGATIONS, OR (iii) LIABILITY FOR FRAUD, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT WHERE NON-WAIVABLE BY LAW.

The parties acknowledge that the limitations in this Section 11 are an essential basis of the bargain.

Some jurisdictions do not allow certain limitations of liability. Where such limitations cannot be enforced, our liability is limited to the maximum extent permitted by law.

12. Term, Suspension, and Termination

12.1 Term

These Terms apply from the date you first accept them and continue until terminated.

12.2 Termination by You

You may terminate at any time by canceling your subscription and deleting your account. Termination takes effect at the end of the current billing period.

12.3 Termination or Suspension by Us

We may suspend or terminate your access immediately, with or without notice, if: (a) you breach these Terms or the AUP, or we reasonably believe you have; (b) we are required by law or court order; (c) your use poses a risk or harm to us, other users, or third parties; (d) your account is delinquent in payment; (e) you fail to respond to a request to verify identity or rights to Inputs; (f) we discontinue the Services generally.

12.4 Effect of Termination

Upon termination, your right to access the Services ends. We will retain or delete Your Content as described in Section 5.9 and our Privacy Policy. Sections 5.3 (warranties), 5.6 (Output limitations), 7 (IP), 9 (indemnification), 10 (disclaimers), 11 (liability), 13 (disputes), and 14 (general) survive termination.

13. Disputes; Arbitration; Class Action Waiver

13.1 Informal Resolution First

Before initiating arbitration, you and Prescene agree to attempt to resolve any dispute informally for at least 60 days by contacting legal@prescene.ai with a written description of the dispute and proposed resolution.

13.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved exclusively by binding individual arbitration, except as provided in Section 13.5. Arbitration will be administered by JAMS under its Comprehensive Arbitration Rules and Procedures (or, where the dispute involves $250,000 or less, JAMS Streamlined Arbitration Rules), seated in San Francisco, California. The arbitrator's decision is final and binding. Judgment on the award may be entered in any court of competent jurisdiction.

13.3 Class Action Waiver

YOU AND PRESCENE EACH WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION, including any private attorney general action. Disputes will be resolved on an individual basis only. If a court finds this class waiver unenforceable as to a particular claim, that claim must be litigated in court (not arbitration), and the rest of this Section 13 remains in effect.

13.4 Right to Opt Out

You may opt out of Section 13.2 (Arbitration) and Section 13.3 (Class Waiver) by sending written notice to legal@prescene.ai within 30 days of first agreeing to these Terms, including your name, account email, and a clear statement that you opt out. Opting out does not affect any other provision.

13.5 Exceptions

Either party may (a) bring an individual claim in small-claims court for disputes within that court's jurisdiction (currently up to $10,000 in many jurisdictions), and (b) seek injunctive or equitable relief in court for actual or threatened infringement of intellectual property or unauthorized access to the Services.

13.6 Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. Exception: if you are a consumer (using the Services for personal, non-commercial use) residing in California, the laws of California govern, and you may bring claims permitted by California consumer protection law in a California court.

For Enterprise customers, the governing law and venue stated in the Enterprise Agreement controls.

13.7 Time Limit

Any claim must be brought within one year after it arose, or it is permanently barred (except as prohibited by applicable law).

14. General Provisions

14.1 Modifications to These Terms

We may update these Terms from time to time. If we make a material change, we will provide at least 30 days' notice via email or in-product notification. Continued use of the Services after the effective date of an updated Terms constitutes acceptance. If you do not agree, stop using the Services and cancel your subscription.

14.2 Publicity

We may identify you or your Organization as a customer of the Services in marketing materials and on our website, including using your name and logo, subject to your right to opt out by emailing legal@prescene.ai. For Enterprise customers, the Enterprise Agreement controls publicity rights.

14.3 Notices

We may give notices to you by email to the address on your account, by posting in-product, or by posting on prescene.com. You may give notices to us at legal@prescene.ai, with a copy to AI Labs Inc., 1614 W 9th 1/2 St, Austin, TX 78703.

14.4 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.

14.5 Entire Agreement

These Terms, together with the Privacy Policy, AUP, DPA (where applicable), and any Enterprise Agreement, are the entire agreement between you and Prescene regarding the Services, and supersede any prior agreements on the subject.

14.6 No Waiver

Our failure to enforce a provision is not a waiver of our right to do so later.

14.7 Severability

If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to be enforceable while reflecting the parties' original intent.

14.8 No Third-Party Beneficiaries

These Terms do not create third-party beneficiary rights.

14.9 Force Majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, government action, labor disputes, internet outages, or third-party service failures.

14.10 Export and Sanctions

You will not use the Services in or for the benefit of any embargoed country or any sanctioned person or entity, and will comply with all applicable export and sanctions laws.

14.11 Contact

Questions: legal@prescene.ai Mailing address: AI Labs Inc., 1614 W 9th 1/2 St, Austin, TX 78703