NeverNo Terms of Use and Sale

BROUILLON — à faire valider par un professionnel du droit avant publication (DRAFT — to be reviewed by a legal professional before publication.)

Version 1.0, effective [TO COMPLETE: publication date].

These terms (the "Terms") govern your use of NeverNo, available at neverno.ai, its subdomains and its API (the "Service"). They contain the terms of use (sections 1 to 8), the terms of sale (sections 9 to 14) and common provisions (sections 15 to 20). The Acceptable Use Policy, the Privacy Policy and the Cookie Policy form part of them.

By creating an account, using the trial without an account or paying for a plan, you accept these Terms. If you do not accept them, do not use the Service.

1. Who we are

The Service is operated by [TO COMPLETE: first and last name], a French sole trader (entrepreneur individuel, EI) under the micro-entreprise scheme, whose full details are given in the Legal Notice ("NeverNo", "we", "us").

Contact: hello@neverno.ai.

2. Definitions

• Account: your personal space, created with an email address.
• Inputs: what you send to the Service (text, prompts, files, images, voice).
• Outputs: what the Service generates from your Inputs (text, images, video, audio, code).
• Content: Inputs and Outputs.
• Credits: units used to pay for premium features; 1 credit is worth 0.01 US dollar (USD).
• Consumer: an individual acting outside their trade, business or profession.

3. Access to the Service

3.1 Minimum age: 18

The Service is reserved for people aged 18 or over who have reached the age of majority in their country. When creating an Account, you declare that you meet this condition. A false declaration leads to the closure of the Account. We may add an age check where the law requires it. In that case, access to some features or content, in some countries or everywhere, may be reserved for people whose age has been verified by a specialized provider, using a method that does not pass your identity on to us.

If the law of your country prohibits access to all or part of the Service, you must not use it. [TO COMPLETE: list of countries where the Service is not offered, if any.]

3.2 Account

• You sign in with a code sent to your email address [TO COMPLETE: add "or with a Google account" once Google sign-in is available].
• An Account is personal. You must not share it, or create several Accounts to get around the limits of a plan.
• You are responsible for access to your mailbox and for everything done from your Account. Tell us without delay about any unauthorized use.

3.3 Trial without an account

A limited trial is available without an Account, after an anti-bot check (Cloudflare Turnstile). It relies on a signed trial identifier stored in a cookie and on an irreversible fingerprint of your IP address, so that daily limits can be applied (see the Privacy Policy).

4. The Service

4.1 Features

NeverNo gives access to artificial intelligence models to chat, generate and edit images, video and audio, use characters and agents, and integrate these features through an API. The features, limits and prices of each plan are shown on the Pricing page at the time of purchase.

4.2 Zero-Log: your Content stays in your browser

• Your conversations, characters and media are stored in your browser, encrypted locally. We do not keep them in readable form on our servers.
• If you turn on sync between devices, your browser places an encrypted copy on our servers, which we cannot read and which only your approved devices, your passkey or your recovery key open.
• To produce a response, your Inputs pass through our servers to the provider of the selected model for the duration of the request, without being stored. Missions, which work while you are away, are the exception: their instructions are kept on our servers, encrypted with a server key (see the Privacy Policy).
• As a result, without sync, backup or export, if you clear your browser data, change devices or lose your device, your Content is lost and we cannot recover it. Likewise, if you lose all your approved devices, your passkey and your recovery key at once, we cannot open your synced copy.
• Encrypted backups and share links are encrypted in your browser before they are sent. We store encrypted data that we cannot read. Anyone who has a share link can see its content: share it carefully.

4.3 Models and providers

• Models are run by third-party providers listed in the Privacy Policy. The catalog changes: a model may be added, changed or withdrawn.
• Some models from major developers (for example Claude, GPT, Gemini, Grok) are labeled "anonymized": we call them without passing on your identity, but their developer applies its own content rules and may refuse a request. They are not "uncensored".

4.4 You are talking to an artificial intelligence

• The Service's responses, including characters, companions and the Confessional's voices, are produced by an artificial intelligence, not by a person. They may imitate a human style, emotion or voice; no person is writing or speaking to you.
• The voices offered are synthetic: chosen from a catalog or created from a description. The Service does not clone the voice of a real person, and you must not ask it to imitate an identifiable real person.
• Generated images, videos and sounds are artificial content. Where technically possible, we add a machine-readable mark saying so (EU AI Act, Article 50). If you share generated content that resembles a real person, place or event, you must state that it was generated by AI.
• The Confessional and companions are not a health, psychological support or emergency service. If you are in danger or thinking of harming yourself, contact emergency services (112 in the EU) or a local crisis line.

4.5 Availability

We use our best efforts to keep the Service available and working properly, without guaranteeing uninterrupted availability. It may be interrupted for maintenance, updates, a provider outage or security reasons.

5. Your Content

5.1 Ownership

You keep the rights you hold in your Inputs. To the extent permitted by law, Outputs belong to you and we claim no rights in them. In some countries, an AI-generated Output may not be protected by copyright, and a similar Output may be generated for another user.

5.2 Permission you give us

You allow us and our providers to process your Inputs and Outputs only to carry out your requests, apply our safety rules and provide the sharing and backup features you choose. This permission is worldwide, free of charge and ends with that processing.

5.3 Your responsibilities

• You confirm that you have the right to use your Inputs (copyright, image rights, third parties' personal data).
• You alone are responsible for how you use and distribute Outputs.
• Outputs may be wrong, incomplete, offensive or unsuitable. They do not replace the advice of a professional (medical, legal, financial or other). Check them before relying on them.

6. Rules of use

You agree to follow the Acceptable Use Policy. The following are prohibited without exception: any sexual content involving minors, non-consensual intimate imagery and sexual deepfakes of real people, illegal content, and attacks on the Service.

Lawful content for adults is permitted, between consenting adults, under the conditions of that policy and subject to your content filter settings. The content filter is on by default. [TO COMPLETE: state which plans allow it to be turned off, for example "paid plans only".]

7. Reports and moderation

Anyone can report illegal content or conduct to us using the procedure in section 7 of the Acceptable Use Policy (EU Digital Services Act, "DSA"). We inform the person concerned of any decision restricting their Account or Content, with the reasons and the available means of redress.

8. NeverNo intellectual property

The Service, its software, design, texts, the characters we provide and the NeverNo brand belong to us or are licensed to us. These Terms give you a personal, non-exclusive and non-transferable right of use for as long as you have access. You must not copy, decompile or resell the Service, unless we agree in writing or the law allows it.

If you send us suggestions, we may use them freely, without compensation.

9. Plans and prices

9.1 Plans

Daily limits, included credits and annual prices are shown on the Pricing page. Limits apply over a rolling 24-hour window.

Fair use. The daily limits shown (for example “up to 1,000 images a day”) are maximums, not guaranteed volumes. Models included in a plan, that is, used without credits, are subject to a daily fair-use ceiling specific to each plan, based on the cost of included usage over the last 24 hours. As this ceiling approaches, included requests may be served by lighter models; once it is reached, included usage pauses until the rolling 24-hour window frees up. In the meantime, you can keep going with features paid in credits. This ceiling exists to prevent automated or excessive use.

9.2 Prices, currency and taxes

• Reference prices are set in US dollars. Where possible, the price is shown and paid in your local currency; the exact amount is shown before payment.
• For Consumers in the European Union, prices include all taxes, including your country's VAT. For other customers, applicable taxes may be added and are shown before payment.
• [TO COMPLETE: VAT statement, for example "VAT not applicable, article 293 B of the French Tax Code" if the VAT exemption scheme applies, to be confirmed with the accountant given sales to EU consumers.]

9.3 Order and payment

1. You choose a plan or a credit pack.
2. The summary shows the total price, the billing period and the withdrawal terms (section 12).
3. You confirm the order with an obligation to pay and pay by card or another method offered.
4. Payment is processed by Stripe; we neither see nor store your card details.
5. You receive a confirmation email with the invoice, and access opens immediately.

9.4 Free trials

Some paid features can be tried for free by a free Account, within a limit shown in the Service. A trial requires no payment method and never turns into a paid subscription: when the trial ends, the feature is reserved for paid plans again, at no cost.

10. Subscriptions

10.1 Term and renewal

A subscription runs for one month or one year, as you choose. It renews automatically for the same term, at the current price, until canceled. For an annual subscription, we remind you by email of the renewal date and of your right not to renew, between one and three months before it ends.

10.2 Cancellation by you

You can cancel at any time, free of charge, with the "Cancel my subscription" function, directly accessible from your Account Settings (Subscription section) and from the Pricing page (Article L215-1-1 of the French Consumer Code). Before you confirm, a summary shows the end date and its effects; after confirmation, we send you an acknowledgment by email with the date on which cancellation takes effect. [TO COMPLETE: check the exact path once the function is built.] Cancellation takes effect at the end of the period already paid: you keep access until then and no further payment is taken.

10.3 No refund during a period

A paid subscription period is not refunded, in full or pro rata, except:

• when you exercise your right of withdrawal (section 12);
• under the legal guarantees (section 13);
• in case of a breach on our part, or where mandatory law requires it.

10.4 Changing plans

• Upgrade: takes effect immediately. You pay the price difference for the rest of the current period at once (the remaining time of the current plan is deducted from the price of the new plan), and you receive the new plan's monthly credits for the remaining share of the current month at once, minus the current plan's credits for the same share.
• Downgrade, or a change from a yearly to a monthly plan: takes effect at the end of the current period. Until then you keep the current plan and its credits; the new plan and its credits start at the renewal.

10.5 Price changes

We inform you by email at least 30 days before a new price applies. It applies from the next renewal. If you do not accept it, you can cancel before that date.

10.6 Failed payment

If a payment fails, Stripe may retry it for a few days. If it is not settled, the subscription ends and your Account returns to the free plan. Your purchased credits remain yours.

11. Credits

• Value: 1 credit = 0.01 USD. The credit cost of an action is shown before it starts.
• Credits included in a subscription: valid for 1 month (Pro), 2 months (Pro+) or 3 months (Max) from the date they are granted, then they expire.
• Purchased credits: they never expire as long as the Account exists.
• Order of use: credits that expire first are used first.
• Failed generation: if a generation fails or is blocked by the provider, the credits are returned to your balance automatically.
• Auto top-up (optional): if you turn it on, you authorize us to charge the amount you choose each time your balance falls below the threshold you choose. You can turn it off at any time.
• Credits are not money, cannot be exchanged for cash and cannot be transferred. They are not refundable, except on withdrawal, for a failed generation, when we close the Account without fault on your part (refund of unused purchased credits), or where the law requires it.

12. Right of withdrawal (Consumers in the European Union)

12.1 Principle

You have 14 days from the conclusion of the contract (subscription or credit purchase) to withdraw, without giving any reason.

12.2 Immediate performance and waiver

The Service is provided as soon as you pay. When ordering, you tick a box by which:

1. you expressly request immediate performance of the contract, before the end of the withdrawal period;
2. you acknowledge that you lose your right of withdrawal for digital content supplied to you and for services fully performed, that is, credits used and Outputs generated.

This request and acknowledgment are confirmed in the order confirmation email.

12.3 Effects of withdrawal

If you withdraw within 14 days:

• purchased credits: we refund unused credits; used credits are not refunded;
• subscription: we refund the price paid, minus an amount proportionate to the service provided up to the withdrawal: the higher of the share of the period already elapsed and the value of the included credits already used, counted at 0.01 $ per credit. The refund is never negative. The subscription's unused included credits are removed.

The refund is made within 14 days of your request, using the payment method you used.

Drafting note: this approach separates digital content (waiver possible once performance starts) from digital services such as the subscription (proportionate payment on withdrawal, articles L221-25 and L221-28 of the French Consumer Code, articles 14(3) and 16 of Directive 2011/83/EU). To be confirmed by the lawyer.

12.4 How to withdraw

During the withdrawal period, use the "Withdraw from contract" function, directly accessible from your Account Settings (Subscription section) and from the order confirmation email (Article 11a of Directive 2011/83/EU, Article L221-21 of the French Consumer Code): you indicate the order concerned, then confirm, and we send you an acknowledgment by email without delay. You can also send a clear statement to hello@neverno.ai, for example using the form in the appendix. The right of withdrawal does not apply to business customers.

13. Legal guarantees (Consumers)

Digital content and services supplied benefit from the legal guarantee of conformity (articles L224-25-1 et seq. of the French Consumer Code, or equivalent rules in your country). If they do not conform, you can obtain conformity, or failing that a price reduction or termination of the contract. Contact us at hello@neverno.ai.

The unpredictable nature of AI Outputs (section 5.3) is not in itself a lack of conformity.

14. Suspension and closure of the Account

14.1 By you

You can delete your Account at any time from Settings. Deletion ends the subscription at the end of the paid period and the remaining credits are lost, unless you withdraw within the legal period.

14.2 By us

We may limit, suspend or close an Account, or refuse a request, in case of:

• breach of these Terms or the Acceptable Use Policy;
• fraud or non-payment;
• a legal obligation or a request from an authority;
• a risk to the security of the Service, our providers or third parties.

The measure is proportionate to the seriousness of the breach. Except in an emergency, under a legal obligation or for a serious breach (in particular any sexual content involving minors), we warn you and give you the reasons. You can challenge the decision at hello@neverno.ai. After a closure for a serious breach, you must not create a new Account.

If the Account is closed for a breach, nothing is refunded. If it is closed without fault on your part, we refund the unused part of the subscription and unused purchased credits.

15. Liability

• We are liable for direct damage caused by a breach of our obligations. We are not liable for how you use Outputs, for the loss of Content stored in your browser (section 4.2), or for interruptions caused by a provider or by force majeure.
• Business customers: our total liability is limited to the amounts paid in the 12 months before the event giving rise to the claim, and excludes indirect damage (loss of revenue, data or goodwill).
• Consumers: nothing limits our liability for gross negligence or wilful misconduct, for personal injury, or your rights under the legal guarantees.
• You indemnify us against any third-party claim arising from your Content or from use of the Service in breach of these Terms.

16. API

The API is subject to these Terms and to the following rules:

• your API keys are confidential; any use of your keys is attributed to you;
• the rate and usage limits of your plan apply;
• if you integrate the Service into your own product, you are responsible for your users: they must be 18 or over to access content intended for adults and must follow the Acceptable Use Policy;
• reselling raw access to the API, without added service, is prohibited without our written agreement.

17. Personal data

We process your personal data as described in the Privacy Policy.

18. Changes to the Terms

We may change these Terms to reflect changes to the Service or the law. For any significant change, we notify you by email or in the Service at least 30 days in advance. If you do not accept it, you can cancel before it takes effect; using the Service after that date means you accept it.

19. Governing law and disputes

• These Terms are governed by French law. If you are a Consumer, you keep the protection of the mandatory rules of your country of residence.
• If there is a problem, please write to us first at hello@neverno.ai; we reply within 30 days.
• Consumer mediation: if you are not satisfied with our answer, you can refer the matter free of charge to our consumer mediator: [TO COMPLETE: name, postal address and website of the mediator], within one year of your written complaint.
• Failing agreement, the dispute goes to the competent courts. For business customers, the courts of [TO COMPLETE: city of the competent court] have exclusive jurisdiction.

20. Miscellaneous

• These Terms exist in French and English. In case of discrepancy, the French version prevails, unless a mandatory rule provides otherwise.
• If a clause is held invalid, the others remain in force.
• Not exercising a right at a given time does not waive that right.

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Appendix: withdrawal form

Complete and return this form only if you wish to withdraw from the contract.

To [TO COMPLETE: first and last name] EI, NeverNo, [TO COMPLETE: postal address], hello@neverno.ai:

I hereby give notice that I withdraw from my contract for the supply of the following service or credits:

• Plan or pack concerned:
• Ordered on:
• Name:
• Account email address:
• Date:
• Signature (only if sent on paper):