Last Updated: January 21, 2026The following document goes into effect on January 21, 2026. Continued use of the Services on or after that date signifies your acceptance of the changes. Welcome to World Labs! This Terms of Service, together with linked or referenced Supplemental Terms, exhibits, order forms, or other associated documents (collectively, “Terms of Service” or “TOS”) forms an agreement between you, either as an individual or an organization you represent (“User”, “you”, “your”, “yours”), and World Labs Technologies, Inc. (“World Labs”, “we”, “our”, “us”). Each party to this TOS may be individually referred to as “Party” or collectively “Parties”. This TOS applies to your access to and use of: (i) the websites located at https://www.worldlabs.ai and https://marble.worldlabs.ai (or any successor links) and all associated web pages, websites, and social media pages provided by World Labs (the “Site”); and (ii) your use and access to our Services. By affirmatively consenting to use the Services (e.g., click a TOS checkbox or other mechanism as part of online registration), creating an Account, or accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by this TOS. This version of the TOS is effective as of the “Last updated date” above. Your obligations under this TOS commence as of the “Effective Date”, which is the earliest date you: (i) first access or use the Services; (ii) create an Account; or (iii) accept this TOS through click-through or other acceptance mechanism. We may indicate that different or additional terms, conditions, guidelines, policies, or rules apply in relation to some of our Services (“Supplemental Terms”). See Section 12.5 for priority. World Labs may revise this TOS at any time in our sole discretion. Changes become effective immediately upon posting unless otherwise specified or agreed to in writing between the Parties. For changes that materially expand the terms hereunder, we will provide advance notice as required by law. You are responsible for regularly reviewing this TOS for updates. Accessing or using the Sites or Services after a change has been made signifies your acceptance of such change. If you do not agree to the amended TOS, you must immediately stop using our Services. There are a number of important capitalized phrases (e.g., User Content) used throughout this TOS, with specific meanings; please see the Definitions section (Section 13) to see how the phrase has been defined. If you have questions about any part of this TOS, please reach out to us via the Contact Us instructions (Section 14). IMPORTANT: This TOS contains a binding arbitration provision and class action waiver in Section 10. Please read Section 10 carefully, as it affects your legal rights.
1. PROVISION OF THE SERVICES
1.1. License
Unless otherwise herein provided, World Labs grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Services, including through API interfaces where available, subject to and depending on your compliance with this TOS, based on whether you have an active Order Form (including for Subscription Services, Service Credits, or Top-Up Credits), free account, or other authorized access; and the specific Services and features included with your Account. With respect to any software included in the Services, you may install and use such software solely on devices you own or control and solely in connection with your authorized use of the Services. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein and violate our intellectual property rights.1.2. Privacy and Security
a. Security Measures
World Labs shall implement and maintain network, physical, technical, and organizational Security Measures to safeguard its Systems and Services in accordance with relevant industry standards.b. Prohibited Processing
You are prohibited on your own, or using World Labs on your behalf, from processing via the Services:- Protected Health Information, subject to HIPAA, unless such processing is covered by a BAA executed between the Parties. If a BAA has been executed, it is herein incorporated into this TOS and has priority (in case of conflict) over this TOS, if applicable.
- Unless otherwise herein provided, Sensitive Data.
2. SERVICE USE AND ACCESS
2.1. Age Requirements
Users under 18 years of age (or the age of legal majority where you live) may not use our Services. By using the Services, you represent and warrant that you are at least 18 years of age (or the age of legal majority where you live). If we discover that a user is under the required age, we may immediately terminate their Account without notice or liability. If you are a parent or guardian and you believe that your child under the age of 18 is using our Services without your consent, please contact us via the Contact Us section.2.2. Entity Authorization
If you use our Services on behalf of another person or entity, (i) all references to “User”, “you”, “your”, or “yours” throughout this TOS (other than in this Section) will include that person or entity; (ii) you represent that you are authorized to accept this TOS on that person’s or entity’s behalf; and (iii) in the event you or that person or entity violates this TOS, that person or entity also agrees to be responsible to us.2.3. Jurisdiction
You may only use our Services in jurisdictions authorized by World Labs, as specified on our Site or in Documentation.2.4. Authorized Users
World Labs may enable you to designate Authorized Users to use our Services, and only you or such Authorized Users may use our Services under your Account. You will be solely responsible for your Authorized Users and their activity in connection with the Services.2.5. Electronic Communications
You may provide certain information to World Labs in connection with your access or use of our Services, or we may collect certain information about you when you access or use our Services. You represent and warrant that any information that you provide to World Labs in connection with the Services is accurate. By using the Services, you consent to receive communications from World Labs electronically, including notices, agreements, and disclosures. You agree that all agreements, notices, and other communications provided electronically satisfy any legal requirement that such communications be in writing. For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy (accessible at https://www.worldlabs.ai/privacy-policy).2.6. Accounts
You, and your Authorized Users (as applicable), must create an Account or link another Account, as authorized, specified, or permitted within Documentation, in order to access and use certain of the Services. You may not share or permit others to use your individual Account credentials or API Credentials. You shall promptly update any relevant information contained in your Account if it changes. You must maintain the security of your Account, as applicable, and promptly notify us if you discover or suspect that someone has accessed your Account without your permission. If applicable, you will ensure that all of your Authorized Users comply with all Account requirements set forth in this Section. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal title, including trademark rights, in those usernames.2.7. Customer Cooperation
You acknowledge that World Labs’ provision of the Services is dependent on your providing timely cooperation (including as needed providing access to your system, personnel, support, and materials, if reasonably required) and performing any activities as may be specified in an applicable Order Form.2.8. Use and Tech Restrictions
Notwithstanding anything herein to the contrary, including the rights assignments and licenses in Section 3, you shall:a. Account and Service Responsibility
Be responsible for all use of the Services under your Account, and for obtaining and maintaining any equipment, software, or ancillary services needed to connect to, access, or use the Services;b. Compliance
Ensure that your access to and use of the Services, and any User Content, complies with the AUP and DMCA Policy; not use the Sites or Services in violation of Applicable Law, this TOS, or World Labs’ express written authorization; be responsible for all User Content; not violate any rights of any person or entity, including any rights of publicity or privacy, intellectual property rights, or other proprietary rights, or cause injury to any person or entity; not create, post, store, or share any User Content for which you do not have all necessary rights to use or grant as herein described.c. Technical Restrictions
Not directly or indirectly: (i) reverse-engineer, decompile, disassemble, modify, or create derivative works of the Services; (ii) probe, scan, or test the vulnerability of the Services, breach security or authentication measures without written authorization from World Labs, or willfully render any part of the Services unusable; or (iii) transfer, distribute, resell, lease, license, or assign the Services, except as expressly herein authorized or under applicable Order Forms.d. Competitive Restrictions
Not use or access the Services to develop competitive products or services, engage in competitive analysis or benchmarking, develop competing AI models, or develop systems that replicate the Services’ core functionality.e. Other Regulatory
Not use the Services in any way that could cause the Services or any integrated system to be classified as a “high-risk” artificial intelligence system under Applicable Law, including under Article 6(1) or Annex III of the EU AI Act.2.9. AI Technology Considerations
a. AI System Disclosure
You acknowledge that the Services utilize artificial intelligence systems, including AI Models and spatial artificial intelligence technologies designed for 3D world generation and spatial intelligence applications. World Labs implements AI risk management practices consistent with industry standards.b. Customer Responsibility for Regulatory Compliance
You are responsible for ensuring your use of the Services complies with applicable AI-specific regulations in your jurisdiction, including as applicable the EU AI Act, state AI laws, and sector-specific AI regulations. You agree not to use the Services for high-risk AI applications as defined under applicable law without appropriate safeguards.c. Bot Disclosures
To the extent the Services include automated messaging or conversational features, you acknowledge that such features are powered by artificial intelligence and are not human-operated.2.10. API Use and Integration Restrictions
In addition to the other requirements of Section 2, when accessing the Services through APIs or integrating the Services into technology stacks:a. Technical Requirements
When accessing the Services via APIs or integrating API functionality within your technology stack or customer-facing applications, you shall: implement API integrations in accordance with World Labs’ Documentation, including proper authentication mechanisms, error handling procedures, and rate limiting compliance; comply with all rate limiting, throttling, and usage quotas established by World Labs; use only officially supported API endpoints and methods as documented by World Labs; implement enterprise-grade security measures to protect API credentials and prevent unauthorized access, including secure credential storage, network security measures, and immediate revocation capabilities for compromised credentials; maintain appropriate attribution to World Labs as specified in the API documentation; ensure that embedded API functionality does not misrepresent the source or capabilities of the underlying AI services; implement proper error handling and retry logic in accordance with World Labs’ technical specifications; maintain API version compatibility and migrate to updated versions within timeframes specified by World Labs; and not cache, store, or persist API responses beyond the duration specified in Documentation.b. Integration Restrictions
You may not implement caching mechanisms that exceed the retention periods specified in the applicable Order Form.c. Violations
Violations of this Section 2.10 may trigger indemnification obligations under Section 7.1 and may result in immediate termination of API access.3. INTELLECTUAL PROPERTY
3.1. World Labs IP
World Labs exclusively retains ownership of all rights, titles, and interests in and to the World Labs Products, Services (including the text, graphics, images, photographs, videos, illustrations, software and other content contained therein), AI Models, System Data, Feedback, trademarks, its own Confidential Information, and all intellectual property rights therein and thereto, as protected under United States and foreign laws.3.2. World Labs Content Access Rights
World Labs reserves the right, in its sole discretion, to charge fees for third-party access to, viewing, downloading, or other interaction with Output content displayed publicly on the World Labs Site or through the Services. This includes but is not limited to implementing premium access tiers, download fees, or subscription requirements for third-party Output viewing and retrieval.3.3. Account-Based Rights
a. Free Accounts
World Labs retains all rights in and to any Output generated by Free Account Users, excluding any portion of User Inputs incorporated into the Output. World Labs grants Free Account Users a revocable, non-exclusive, royalty-free, worldwide license to use, reproduce, modify, adapt, translate, and create derivative works from the Output solely for personal, Non-Commercial Use.b. Paid Accounts and API
Subject to the terms, conditions, and limitations of this TOS, Paid Account Users own all rights, title, and interest in and to Outputs generated through their use of the Services, excluding World Labs’ Products, technology, proprietary or Confidential Information, and intellectual property. Such Users may use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display, sublicense, and exploit the Output for any purpose, including Commercial Purposes, provided that such use complies with this TOS.c. Conversions
Output generated while an Account has Free Account status remains subject to Section 3.3(a). Output generated while an Account has Paid Account status remains subject to Sections 3.3(b) and (d). Account status is determined at the time of Output generation.d. Other API Rights
If you access the Services through API interfaces, you may use, reproduce, modify, adapt, create derivative works from, distribute, and sublicense the Output for Commercial Purposes, subject to the specific terms and limitations set forth in this TOS (including Sections 2.9 to 2.10) and applicable Order Form, including any restrictions on downstream sublicensing, attribution requirements, and usage volume limitations. For API integrations into customer-facing applications, Paid Account Users may grant end-user licenses to their Output consistent with that User’s Commercial Purpose activities. In the event of any conflict between end-user licenses and World Labs’ license-back rights, World Labs’ rights shall take precedence.3.4. Trademarks
World Labs, World Labs Marble, Marble and our logos, product or service names, slogans, and the look and feel of the Services are trademarks of World Labs and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on or in connection with the Services are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.3.5. Feedback
You may voluntarily post, submit, or otherwise communicate to us Feedback about the Services. You recognize that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, in World Labs’ sole discretion including to (a) develop, copy, publish, or improve the Feedback; or (b) improve or develop products, services, or the Services based on or using the Feedback. World Labs will exclusively own all improvements to World Labs products or services, or new World Labs products or services, based on any Feedback. You understand that Feedback does not constitute your Confidential Information.3.6. Use of Data
Notwithstanding anything herein to the contrary, you grant World Labs a non-exclusive, royalty-free, worldwide, fully paid, and sublicensable license to collect, aggregate, use, and analyze User Content for business purposes, including further development of World Labs Products or the Services, marketing and promotions, benchmarking, or training of World Labs AI Models. For Free Account Users, this license is irrevocable, subject to Applicable Law. For Paid Account Users, this license is revocable, and you may opt out from World Labs’ use of your User Content, including via your Account page. Revocation applies prospectively and does not require removal of User Content from AI Models already trained prior to revocation. For Paid Account Users, World Labs shall implement reasonable measures to:- Use anonymized and aggregated data for model training where reasonable and technically feasible;
- Maintain industry-standard data security practices; and
- Comply with applicable data protection laws regarding automated processing
3.7. Moral Rights and Attribution
a. Free Account Users
To the fullest extent permitted by Applicable Law, Free Account Users hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding Outputs generated through the Services and derivative works thereof.b. Paid Account Users
Paid Account Users retain all moral rights in Output they own under Section 3.3(b), subject to the following: (i) Paid Account Users shall not misrepresent the origin or method of creation of such Outputs; and (ii) upon World Labs’ reasonable request, Paid Account Users shall include attribution to World Labs as the service provider (e.g., “Generated using World Labs” or similar designation) in connection with public distribution or commercial exploitation of such Outputs, in a manner specified by World Labs.c. User Inputs
All Users waive moral rights with respect to their Inputs processed through the Services to the extent necessary for World Labs to exercise its rights under Section 3.6, subject to applicable opt-out rights.d. World Labs Attribution
Users shall not remove, obscure, or alter any proprietary notices, watermarks, or attribution indicators embedded in Outputs by World Labs.3.8. Reservation of Rights
Except as expressly granted herein, the Parties reserve and retain their respective intellectual property rights and there are no other intellectual property licenses or rights, expressed, implied, or by way of estoppel, under any trademark, copyright, patent, or otherwise, granted by either Party to the other.4. CONTENT
4.1. Visibility Notice
In using the Services, you can input images, videos, information, and other materials into the Services, which will use various technologies to generate Outputs. When you input, post, or otherwise share Inputs on or through our Services, you understand that your Inputs and any associated information (such as your username or profile photo) may be visible to others. If you choose to make any of your information publicly available through the Services, you do so at your own risk.4.2. Digital Millennium Copyright Act Compliance
a. DMCA Policy
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other Applicable Law, we have adopted a DMCA Policy covering removal of content and/or termination, in appropriate circumstances, of the accounts of users who repeatedly infringe the intellectual property rights of others. Violations of the DMCA Policy constitute a material breach of this TOS. See our DMCA Policy for information including detailed procedures for submitting takedown notices and counter-notifications.b. User Responsibility
Users of our Services are responsible for ensuring they have appropriate rights to any Inputs processed through the Services and that generated Outputs do not infringe third-party intellectual property rights. For API users, this responsibility also extends to downstream distribution, integration into customer applications, and sublicensing of Outputs to third-parties.4.3. Acceptable Use Policy
a. Acceptable Use Policy
Your use of our Services must comply with our Acceptable Use Policy. Violations of the Acceptable Use Policy constitute a material breach of this TOS.b. Content Moderation Authority
We do not undertake to review all User Content, and we expressly disclaim any duty or obligation to undertake any monitoring or review of any User Content. Although we have no obligation to screen, edit, or monitor User Content, we may, subject to the Acceptable Use Policy: (i) delete or remove User Content or refuse to post any User Content at any time and for any reason with or without notice, including any violations of Applicable Law or this TOS; or (ii) terminate or suspend your access to all or part of the Services, temporarily or permanently, if your User Content is reasonably likely, in our sole determination, to violate Applicable Law or this TOS; or (iii) other consequences as outlined in the Acceptable Use Policy.c. Enforcement Discretion
Enforcement of acceptable use standards is solely at World Labs’ discretion, and failure to enforce in some instances does not constitute a waiver of our right to enforce in other instances.4.4. Third-Party Content
a. Third-Party Materials
Our Services rely on or interoperate with Third-Party Materials. These Third-Party Materials are beyond our control, but their operation may impact, or be impacted by, the use and reliability of our Services. You acknowledge that (a) the use and availability of the Services is dependent on third-party product vendors and service providers and (b) these Third-Party Materials may not operate reliably 100% of the time, which may impact the way that our Services operate.b. Open-Source Software
Specifically, certain items of independent, third-party code may be utilized in connection with the Services that may be subject to open-source licenses (“Open-Source Software”). The Open-Source Software is licensed to us under the terms of the license that accompanies such Open-Source Software and may be licensed to you under the terms of the same license or through other terms. Nothing in this TOS limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license for such Open-Source Software.c. Third-Party Content Links
We may further provide information about or links to Third-Party Content. We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third-parties and your use of or interaction with any Third-Party Content are solely between you and the third-party.d. No Obligation to Monitor
We have no obligation to monitor Third-Party Materials or Third-Party Content, and we may block or disable access to any Third-Party Materials or Third-Party Content (in whole or part) in our Sites or Services at any time. Your access to and use of such Third-Party Content or Third-Party Materials may be subject to additional terms, conditions, and policies applicable to such Third-Party Content (including terms of service or privacy policies of the providers of such Third-Party Materials or Third-Party Content).5. PROMOTIONS; BETA PRODUCTS/SERVICES
5.1. Promotions
Any sweepstakes, contests, raffles, surveys, games, or similar promotions (collectively, “Promotions”) made available by us, including through the Sites or Services, may be governed by rules that are separate from this TOS. If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with this TOS, the Promotion rules will prevail.5.2. Beta Services/Pre-GA Products
a. Beta Services
This Section 5.2 describes the additional terms and conditions under which you may access and use certain features, technologies, and services made available to you by World Labs that are not yet generally available (each, a Pre-GA Product). You must comply with all terms related to any Pre-GA Product as posted through the Services or otherwise made available to you. World Labs may add or modify terms related to access to or use of any Pre-GA Product at any time.b. Conversion; Termination of Access
World Labs may convert any Pre-GA Product into Services at any time and, unless otherwise terminated by World Labs, your Account and access to the Pre-GA Product will convert to an ongoing account and access to the Services. Notwithstanding the foregoing, World Labs may suspend or terminate your access to or use of any Pre-GA Product at any time. Your access to and use of each Pre-GA Product will automatically terminate upon the release of a generally available version of the applicable Pre-GA Product or upon notice of termination by World Labs. Notwithstanding anything to the contrary in this TOS, after suspension or termination of your access to or use of any Pre-GA Product for any reason, (i) you will not have any further right to access or use the applicable Pre-GA Product, and (ii) any User Content used in the applicable Pre-GA Product will be handled in accordance with the data deletion procedures set forth in Section 11.c. Confidentiality
Feedback and suggestions you provide to us concerning a Pre-GA Product, and any information you might receive about or involving (including the existence of) any Pre-GA Product are World Labs’ Confidential Information and you may not disclose such Feedback, suggestions or other information to any third-party.6. SALES
6.1. General Sales
Certain components of the Services, including functions and rights beyond what we provide free of charge, may require Order Forms and payment. By purchasing Services with World Labs, including through our Site, the Order Form in Exhibit A applies, and you agree to the terms set forth in this Section 6.6.2. Eligibility
a. Territory
To complete your purchase, you must have a valid billing address within a country that can be selected as part of the checkout process on the Site (the “Territory”). We make no promise that Services available on the Site are accessible, appropriate, or available for use in locations outside the Territory.b. Permitted Purchases
You may only purchase Services for: (i) internal use by yourself or your Authorized Users; (ii) integration into your commercial applications and services for Commercial Purposes as defined herein; (iii) authorized reseller, partner, or other arrangements as specifically permitted in applicable Order Forms; or (iv) API access. Unauthorized resale or redistribution of Services access credentials is prohibited.6.3. Order Forms
a. Commercial Terms
Specific commercial terms for Services will be set forth in separate orders, quotes, or similar ordering documents (each, an Order Form). Each Order Form must reference this TOS and be signed or otherwise executed by both Parties. Order Forms are incorporated into and made part of this TOS. In the event of a conflict between this TOS and any Order Form, the Order Form will prevail with respect to the specific Term and Services covered by that Order Form.b. Default Terms
For customers who access Services without executing a separate Order Form, the terms set forth in Exhibit A (Default Order Form) shall apply. Any separately executed Order Form supersedes and replaces Exhibit A for the Services covered by such Order Form.6.4. Pricing and Payment
a. Pricing
Fees, payment terms, and due dates for Services shall be as specified in the applicable Order Form, on the Pricing Page, or as shown on the Site or in the Services. Unless otherwise specified in an Order Form, all fees are quoted and payable in United States Dollars (USD) and exclude taxes, unless otherwise required by Applicable Law. For international customers, World Labs may, in its sole discretion, accept payment in other currencies at exchange rates determined by World Labs’ payment processors at the time of transaction.b. Fee Changes
All fees, costs, or pricing associated with the Services (collectively, “Service Fees”) are subject to change (in World Labs’ sole discretion) at any time, may be communicated through the Pricing Page or other appropriate notice, and become effective immediately upon posting, unless otherwise specified by World Labs at the time of posting. World Labs reserves the right, in its sole discretion, to implement alternative timing mechanisms for Service Fee changes, including: (i) deferring effectiveness to users’ renewal periods following the month in which changes were posted; (ii) providing advance notice periods before implementation; (iii) grandfathering existing users at prior rates for specified periods; or (iv) implementing staged rollouts across different user segments. If you do not agree to Service Fee changes, you may cancel your Subscription Service, terminate this TOS, or otherwise close your Account.c. Payments
To make a Services-related transaction, you shall pay all charges incurred by you or on your behalf through the Services, at the prices in effect when such charges are incurred, including all taxes and any other charges applicable to your transactions. You may be required to provide payment information to us or our payment processors, including such information as payment card details, billing address, or ACH information. You agree to maintain current and valid payment method information and authorize World Labs to charge your payment method for all applicable charges. You represent and warrant that you have the right to use any submitted payment method. If World Labs cannot charge your payment method, in our sole discretion, we may (i) bill you for Services and suspend your access until payment is received; or (ii) update payment information through third-party sources and require verification prior to transaction completion.d. Disputes
You may dispute charges in good faith by providing written notice to World Labs at [email protected] or [email protected] within thirty (30) days of the invoice date, specifying the basis for the dispute. World Labs will investigate disputed charges and respond within thirty (30) days. World Labs will not suspend Services for disputed amounts during the investigation period, provided you pay any undisputed portions of invoices when due. In the event legal action is necessary to collect balances due, you will reimburse us and our vendors or agents for all expenses incurred to recover sums due, including attorneys’ fees and other legal expenses.e. Cancellations
You may close your Account or cancel your Subscription Services at any time using the means described in your World Labs Account. Upon closing your Account or cancelling any Subscription Services: (i) no refunds will be provided for current subscription payments, unused subscription-allocated Service Credits, or purchased Top-Up Credits; (ii) automatic renewal will be disabled; (iii) any Service Credits (including Top-Up Credits) expire and are waived, effective when the Account is closed or Subscription Service cancelled; and (iv) in the case of cancelling Subscription Services, you will retain access to the Subscription Services tier through the end of your current billing period. Notwithstanding the foregoing, if you request to close your Account, your Account is deemed closed the same day as your request, no refunds will be provided, and all available Service Credits considered waived and expired.f. Refunds
Subject to Section 6.4(e), and unless otherwise specified in an Order Form, or required by Applicable Law, all fees are non-refundable. World Labs may, in its sole discretion, provide Service Credits for documented service outages or performance issues. Service Credits, if granted, will be applied to your next invoice and cannot be refunded as cash. Any overpayments will be credited to your account or refunded at World Labs’ discretion.g. Taxes
You are responsible for all applicable taxes, duties, and governmental charges (collectively, “Taxes”) associated with your purchase and use of Services, except as otherwise required under Applicable Law. If you are exempt from any Taxes, you must provide World Labs with appropriate tax exemption certificates. For international transactions, you’re responsible for any applicable value-added tax (VAT), goods and services tax (GST), or similar taxes in your jurisdiction.6.5. Subscriptions
Certain Services may be offered as Subscription Services. By enrolling in Subscription Services, you authorize World Labs to charge your designated payment method automatically for recurring fees. Subscription Services will automatically renew for successive periods equal to the initial subscription term, subject to the terms and pricing in effect at the time of renewal. AUTOMATIC RENEWAL NOTICE: Unless otherwise provided herein or on your Order Form, your Subscription Services will automatically renew at the then-current rate unless you cancel before the renewal date. You may cancel at any time through your Account settings.6.6. Credits
a. Service Credits
Service Credits pricing, allocation rates, consumption costs, and expiration terms are subject to the pricing modification procedures set forth in Section 6.4(b). Users may access and use the Services through Service Credits, which may be allocated as part of their Subscription Service, purchased separately as Top-Up Credits, or purchased for API-only access as specified in Section 6.7 or an applicable Order Form. You are responsible for confirming the balance of your Service Credits, including whether the amounts of Service Credits added or deducted from your balance are accurate. Unless otherwise indicated, Service Credits are non-refundable, non-transferable (except as provided in applicable Order Forms regarding plan upgrades or conversions), and may only be used in connection with your access to and use of the Services. Service Credits are not redeemable for cash or otherwise exchangeable for any sum of monetary value. Service Credits expire on timetables provided herein, on your Order Form, or on the Pricing Page. Your Service Credit balance is not a digital wallet, stored value account, bank account, or other payment device. We reserve the right to terminate or suspend your access to Service Credits, including your Service Credit balance, in compliance with Applicable Law.b. Top-Up Credits
You may purchase additional Service Credits (“Top-Up Credits”) beyond your subscription allocation through your Account or as otherwise made available by World Labs. Subject to Section 6.4, and unless otherwise herein provided, Top-Up Credits: (i) are purchased separately from Subscription Service fees; (ii) do not expire monthly like subscription-allocated credits; (iii) remain valid for one (1) year from the date of purchase (“Top-Up Period”); (iv) carry over month-to-month during the Top-Up Period; and (v) expire automatically if unused after the Top-Up Period. Top-Up Credits are consumed after subscription-allocated credits are exhausted in any given billing period. All other terms applicable to Service Credits apply equally to Top-Up Credits. For clarity, Users whose Service Credits or Top-Up Credits have expired without renewal are considered Free Account Users.6.7. API Use and Access
a. Core Structure
Unless otherwise herein provided, API access to the Services is structured on a PAYG basis using Service Credits. API users must purchase Service Credits independently of Subscription Services to access API functionality. Initial API credit purchases require a minimum purchase amount, and additional credits may be purchased in specified increments, with all pricing, minimum purchase requirements, and increment amounts set forth on an applicable Order Form or the Pricing Page (subject to change as herein provided).b. Rate Limiting and Usage
API access may be subject to Rate Limiting and usage quotas as specified in an Order Form, the Pricing Page, or Documentation, which may include for example: (i) maximum API calls per minute, hour, and day based on Account tier and credit balance; (ii) Concurrency Limits; (iii) data transfer volume restrictions per billing period; (iv) compute time limitations based on credit allocation; and (v) fair use enforcement mechanisms for sustained high-volume usage patterns. If applicable, Concurrency Limits are as specified in applicable Order Forms or on the Pricing Page.c. Credits
Unless otherwise specified in an applicable Order Form or on the Pricing Page, API credits expire one (1) year from the date of purchase and are consumed based on API usage. API access is contingent upon sufficient Service Credit balance, and API calls will be rejected when credit balance is insufficient.6.8. Reservation of Rights
World Labs reserves the right to modify pricing, discontinue Services, refuse service to any customer, reject any order, alter payment options, and limit available purchases, subject to limitations set forth in applicable Order Forms.7. INDEMNIFICATION
7.1. User Indemnification
To the fullest extent permitted by Applicable Law, you will indemnify, defend, and hold harmless World Labs, our affiliates, and our respective officers, directors, agents, partners, and employees (individually and collectively, the “World Labs Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Indemnity Claims”) arising out of or related to (a) your access to or use of the Services, including through API interfaces; (b) your User Content or Feedback; (c) your violation of this TOS, including API restrictions under Section 2; (d) your violation, misappropriation, or infringement of any rights of another (including intellectual property rights or privacy rights); (e) any security incidents arising from your failure to implement required API key management and security procedures under Section 2; or (f) your conduct in connection with the Services, including any downstream use or distribution of API-generated Outputs. You will promptly notify World Labs Parties of any third-party Indemnity Claims, cooperate with World Labs Parties in defending such Indemnity Claims, and pay all fees, costs, and expenses associated with defending such Indemnity Claims (including attorneys’ fees). The World Labs Parties will have control of the defense or settlement, at World Labs’ sole option, of any third-party Indemnity Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and World Labs or the other World Labs Parties.8. REPRESENTATIONS, WARRANTIES, DISCLAIMERS
8.1. Representations and Warranties
a. Both Parties
Each Party represents and warrants that: (i) it has the full right, power, and authority to enter into this TOS, to grant the rights and licenses granted hereunder, and to perform its obligations hereunder; and (ii) when executed, this TOS will constitute the legal, valid, and binding obligations of both Parties, enforceable against both Parties in accordance with its terms.b. User
You warrant that: (i) if you are an organization, company, or entity, you are duly organized, validly existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of your jurisdiction of incorporation, organization, or chartering; (ii) if you are an organization, company, or entity, the signatory of any Order Form or other document executed on your behalf will be duly authorized by any necessary corporate action to act for you in such capacity; (iii) you have all the necessary rights and consents to provide to World Labs, process within the Services, and permit World Labs to use (as provided in this TOS) any User Content; and (iv) for API use and access, you warrant that your use or integration of API-related Services will comply with the requirements in this TOS and applicable Documentation.8.2. Disclaimers
a. General Warranty Disclaimers
EXCEPT AS EXPRESSLY SET FORTH HEREIN, WORLD LABS DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES, OUTPUTS, AND ANY CONTENT OR MATERIALS PROVIDED THEREIN OR THEREWITH, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE SERVICES AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND.b. AI and Tech-Specific Disclaimers
YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF AI-GENERATED OUTPUTS IS ENTIRELY AT YOUR OWN RISK. WORLD LABS MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT SUCH OUTPUT. YOU FURTHER ACKNOWLEDGE AND AGREE THAT: OUTPUT LIMITATIONS: THE SERVICES MAY GENERATE OUTPUT CONTAINING INCORRECT, BIASED, INCOMPLETE, OR TECHNICALLY INACCURATE INFORMATION. AI-GENERATED 3D WORLDS AND SPATIAL CONTENT MAY NOT ACCURATELY REPRESENT REAL-WORLD PHYSICS, DIMENSIONS, OR SPATIAL RELATIONSHIPS. PROFESSIONAL ADVICE DISCLAIMER: THE INSIGHTS AND OUTPUTS PROVIDED BY THE SERVICES DO NOT CONSTITUTE PROFESSIONAL ADVICE, COUNSEL, OR RECOMMENDATIONS FOR ANY SPECIFIC USE CASE OR APPLICATION. AUTOMATED DECISION-MAKING LIMITATIONS: THE SERVICES ARE NOT DESIGNED, INTENDED, OR SUITABLE FOR AUTOMATED DECISION-MAKING WITH LEGAL OR SIMILARLY SIGNIFICANT EFFECTS. WORLD LABS EXPLICITLY DISCLAIMS ANY REPRESENTATIONS REGARDING THE SUITABILITY OF OUTPUTS FOR AUTOMATED DECISION-MAKING PURPOSES. IF YOU USE OUTPUTS FOR AUTOMATED DECISION-MAKING DESPITE THESE LIMITATIONS, YOU ASSUME FULL RESPONSIBILITY FOR YOUR COMPLIANCE WITH ALL APPLICABLE LAW. ALGORITHMIC TRANSPARENCY: WORLD LABS DOES NOT PROVIDE ALGORITHMIC EXPLAINABILITY OR DETAILED REASONING FOR AI-GENERATED OUTPUTS. THE UNDERLYING AI MODELS OPERATE AS “BLACK BOX” SYSTEMS WITH LIMITED INTERPRETABILITY. BIAS AND FAIRNESS: WORLD LABS DOES NOT WARRANT THAT AI OUTPUTS ARE FREE FROM BIAS, DISCRIMINATION, OR UNFAIR TREATMENT OF PROTECTED CHARACTERISTICS. USERS ARE RESPONSIBLE FOR IMPLEMENTING BIAS TESTING AND FAIRNESS EVALUATIONS APPROPRIATE FOR THEIR USE CASES. REGULATORY CLASSIFICATION: WORLD LABS CLASSIFIES ITS SERVICES, INCLUDING FOR EU AI ACT PURPOSES, AS LIMITED RISK AI SYSTEMS. USERS USING THE SERVICES IN HIGH-RISK APPLICATIONS ASSUME FULL RESPONSIBILITY FOR COMPLIANCE WITH APPLICABLE HIGH-RISK AI SYSTEM REQUIREMENTS. THIRD-PARTY INFRINGEMENT: WORLD LABS HAS NO RESPONSIBILITY FOR THIRD-PARTY INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS RELATED TO YOUR USE OF AI-GENERATED OUTPUTS. JURISDICTIONAL VARIATIONS: THESE DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. ADDITIONAL REGULATORY OBLIGATIONS MAY APPLY BASED ON YOUR LOCATION AND USE CASE.c. Beta and Pre-GA Products
WORLD LABS MAY OFFER PRE-GA PRODUCTS TO USERS ON A VOLUNTARY USE BASIS; SUCH PRODUCTS ARE NOT SUITABLE FOR PRODUCTION USE AND ARE PROVIDED “AS-IS” ON A TEMPORARY BASIS. FOR PRE-GA PRODUCTS, WORLD LABS PROVIDES NO INDEMNITIES; SERVICE-LEVEL COMMITMENTS; REPRESENTATIONS OR WARRANTIES (EXPRESS OR IMPLIED), INCLUDING WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. ACCORDINGLY, USER’S ACCESS TO AND USE OF A PRE-GA PRODUCT IS ENTIRELY AT USER’S OWN RISK. USER ASSUMES ALL RISK AND RESPONSIBILITY WITH RESPECT THERETO. IN NO EVENT WILL WORLD LABS BE LIABLE FOR ANY SUCH USE OR DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO THE USE OF OR ACCESS TO PRE-GA PRODUCTS. USER IS HEREBY ADVISED TO SAFEGUARD IMPORTANT DATA, USE CAUTION WHEN ACCESSING OR USING PRE-GA PRODUCTS, AND NOT TO RELY ON IN ANY WAY THE CORRECT FUNCTIONING OR PERFORMANCE OF ANY PRE-GA PRODUCT.d. Service Reliability
WORLD LABS DOES NOT REPRESENT OR WARRANT THAT OUR SERVICES OR ANY CONTENT PROVIDED THEREIN OR THEREWITH (INCLUDING THIRD-PARTY CONTENT AND THIRD-PARTY MATERIALS) ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT ACCESS TO OUR SERVICES OR ANY CONTENT PROVIDED THEREIN OR THEREWITH (INCLUDING THIRD-PARTY CONTENT AND THIRD-PARTY MATERIALS) WILL BE UNINTERRUPTED.e. Third-Party Materials
WORLD LABS IS NOT RESPONSIBLE FOR ANY NON-WORLD LABS PRODUCTS, THIRD-PARTY CONTENT, OR INTEGRATIONS, DOES NOT GUARANTEE THEIR CONTINUED AVAILABILITY, AND MAY CEASE MAKING INTEGRATIONS AVAILABLE IN WORLD LABS’ SOLE DISCRETION.f. User Content
WORLD LABS IS NOT RESPONSIBLE FOR ANY CONTENT THAT YOU, OTHER USERS, OR THIRD-PARTIES CREATE, UPLOAD, POST, SEND, RECEIVE, OR STORE ON OR THROUGH THE SERVICES.g. Beneficiaries
ALL DISCLAIMERS ARE MADE FOR THE BENEFIT OF WORLD LABS, WORLD LABS PARTIES, AND WORLD LABS’ RESPECTIVE SHAREHOLDERS, AGENTS, REPRESENTATIVES, LICENSORS, AFFILIATES, SUPPLIERS, AND SERVICE PROVIDERS, AS WELL AS THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.h. Risk Allocation
UNLESS OTHERWISE HEREIN PROVIDED, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES AND ALL CONTENT PROVIDED THEREIN.9. LIMITATIONS OF LIABILITY; RELEASES
9.1. Liability Limits
UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WILL WORLD LABS OR THE WORLD LABS PARTIES BE LIABLE TO YOU UNDER THIS TOS FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY CHARACTER, INCLUDING DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOST SALES OR BUSINESS, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR LOST CONTENT OR DATA, EVEN IF A REPRESENTATIVE OF SUCH PARTY HAS BEEN ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) EXCLUDING USER’S PAYMENT OBLIGATIONS, ANY AGGREGATE DAMAGES, COSTS, OR LIABILITIES IN EXCESS OF THE GREATER OF (i) ONE HUNDRED (100) DOLLARS OR (II) THE AMOUNTS PAID BY USER UNDER THE APPLICABLE ORDER FORM(S) DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE LIABILITY FOR THE GROSS NEGLIGENCE, FRAUD, OR INTENTIONAL MISCONDUCT OF WORLD LABS OR THE OTHER WORLD LABS PARTIES OR FOR ANY OTHER MATTERS IN WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.9.2. Releases
To the fullest extent permitted by Applicable Law, you release World Labs and the other World Labs Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between Users and the acts or omissions of third-parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”10. DISPUTE RESOLUTION; BINDING ARBITRATION
PLEASE READ THIS SECTION CAREFULLY. THESE SECTION 10 TERMS CONTAIN A BINDING, INDIVIDUAL ARBITRATION REQUIREMENT AND CLASS-ACTION WAIVER, WHICH MEANS YOU AND WORLD LABS AGREE TO RESOLVE MOST DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND NOT BY MEANS OF A CLASS ARBITRATION, A CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR A JURY TRIAL. THIS SECTION LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. YOU MAY OPT OUT WITHIN 30 DAYS BY EMAILING [email protected] WITH YOUR FULL NAME, ADDRESS, AND CLEAR INTENT TO OPT OUT.10.1. Agreement to Arbitrate
You and World Labs agree to resolve disputes through binding individual arbitration, not in court or through class actions. A “Claim” means any dispute, claim, or controversy (excluding small claims court cases and intellectual property disputes as specified below) between you and World Labs, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, that either party wishes to seek legal recourse for and that arises from or relates to this TOS or the Services, including any privacy or data security claims or claims related to the validity, enforceability, or scope of this arbitration requirement or any portion of it. Exceptions: The following types of Claims are not subject to arbitration: (i) individual Claims brought in small claims court, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; (ii) any claim exclusively related to intellectual property and related rights of you or World Labs, including disputes over injunctive or other equitable relief to stop unauthorized use of intellectual property (“IP Claims”).10.2. What This Means
- No Jury Trials: Neither party can demand a jury trial.
- No Class Actions or Representative Proceedings: You cannot join a class action lawsuit, class arbitration, or participate as a plaintiff or class member in any purported representative proceeding.
- Individual Basis Only: Each dispute is resolved separately.
- Binding Decision: The arbitrator’s decision is final and binding.
10.3. Required Steps Before Arbitration
Step 1 - Informal Resolution: Before filing for arbitration, either User may send a written notice to [email protected], or World Labs may send a written notice to User at the email or other address on record, in either case describing the dispute and desired resolution (“Claimant Notice”). The Parties shall attempt good faith negotiations for 30 days (“Informal Resolution Period”) from receipt of the Claimant Notice. If you or World Labs file a Claim in court or proceed to arbitration without providing a compliant Claimant Notice and waiting until the conclusion of the Informal Resolution Period, the other party reserves the right to seek relief from a court to enjoin the filing and seek damages from the Party that has not followed the informal resolution process to reimburse it for any arbitration fees and costs already incurred as a foreseeable consequence of that breach. Step 2 - Arbitration Filing: If informal resolution fails, either party may file for arbitration with National Arbitration and Mediation (“NAM”) at namadr.com. If NAM notifies the Parties in writing (email suffices) that it is not available to arbitrate any Claim, then that Claim may only be settled by binding individual arbitration conducted by American Arbitration Association (“AAA”). For Claims that must be arbitrated by AAA, if you are a “Consumer,” meaning that you only use the Services for personal, family or household purposes, the then-current version of the AAA’s Consumer Arbitration Rules apply as modified by this TOS. If you are not a Consumer, the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures apply.10.4. Arbitration Procedures
- Single Arbitrator: One neutral arbitrator decides the case whose decision will be final and binding.
- Hearing Format:
- Claims under $10,000: Written submissions only (unless arbitrator requires hearing).
- Claims $10,000+: Video/phone hearing (in-person if arbitrator determines necessary).
- Location: If in-person hearing required, San Francisco County, CA, unless this would pose a substantial hardship for you, in which case the hearing may be conducted in your state and county of residence.
- Language: English.
- Decision: Written decision with reasoning required. The arbitrator must provide a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
- Enforcement: Judgment on the arbitration decision may be entered in any court having jurisdiction thereof.
- Discovery: Discovery will be permitted pursuant to the applicable Rules. However, discovery may be limited by the arbitrator if the arbitrator determines that the discovery sought is excessive given the amount in controversy or the complexity of the issues.
- Confidentiality: If you or World Labs submits a Claim to arbitration, you and World Labs agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of discovery in the arbitration.
10.5. Arbitrator Authority and Limitations
To the fullest extent allowed by Applicable Law, the arbitrator may only award legal or equitable remedies that are individual to you or World Labs to satisfy one of the individual Claims (that the arbitrator determines are supported by credible relevant evidence). The arbitrator will not have the authority to award punitive or exemplary damages, except where permitted by statute, and each party hereby waives its right to recover punitive or exemplary damages with respect to such Claims. The arbitrator cannot award relief benefiting persons other than the Parties to the arbitration.10.6. Costs and Fees
Each Party pays its own arbitration fees per applicable rules. To the extent permitted by Applicable Law, a claimant must pay all costs incurred by the defending party, including any attorney’s fees, related to a Claim if an arbitrator determines that (i) the Claim was not warranted by existing law or by a nonfrivolous argument or (ii) the Claim was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution. Settlement Offers: If a party rejects the latest written settlement offer and the final arbitration award is less favorable than the rejected offer, that party must pay all costs and fees (including arbitration, attorney, and expert fees) incurred by the other party after the settlement offer was made.10.7. Mass Claims Process
If 25 or more Claimant Notices are received by a party that raise similar claims and have the same or coordinated counsel, these will be considered “Coordinated Claims.”- Bellwether Process: After that point, counsel for the Parties shall select 20 Coordinated Claims to proceed in arbitration as a bellwether to allow each side to test the merits of its arguments. Each side shall select 10 claimants who have provided compliant Claimant Notices for this purpose, and only those chosen cases may be filed with the arbitration provider. The entire bellwether process, including mediation, must be completed within 18 months of the first claim notice, unless Parties agree in writing to extend this deadline.
- Mediation: After initial arbitrations conclude (or sooner if the claimants and the other party agree), Parties must engage in good faith mediation of all remaining Coordinated Claims, with World Labs paying the mediator’s fee.
- Court Authority: A court shall have authority to enforce the bellwether and mediation processes defined in this section and may enjoin the filing of lawsuits or arbitration demands not made in compliance with it. If Coordinated Claims released from the arbitration requirement are brought in court, claimants may seek class treatment, but to the fullest extent allowed by Applicable Law, the classes sought may comprise only the claimants in Coordinated Claims for which a compliant Claimant Notice was received by the other party.
- Impracticability Waiver: To the extent you are asserting the same Claim as other persons and are represented by common or coordinated counsel, you agree to waive any objection that the joinder of all such persons is impracticable.
10.8. Time Limit and Tolling
All claims must be filed within one year of when they arise, or they are permanently barred. The statute of limitations and any filing fee deadlines for a Claim shall be tolled for the duration of the Informal Resolution Period for that Claim so that the Parties can engage in this informal dispute-resolution process. Applicable statutes of limitations will be tolled for Claims asserted in Coordinated Claims from the time a compliant Claimant Notice has been received by a party until this TOS permits such Coordinated Claim to be filed in arbitration or court.10.9. Opt-Out Right
You may opt out of this arbitration requirement by emailing [email protected] within thirty (30) days of the later of: (i) the date you first accepted this TOS; or (ii) the date you first had notice of this arbitration agreement. Include your full name, mailing address, email, and clear statement opting out of arbitration. If you opt out, World Labs will also not be bound by this arbitration agreement as to you.10.10. Changes to This Section
You may reject any change we make to this arbitration Section 10 (except address changes) by emailing [email protected] within 30 days of the change. Changes to this arbitration section may only be rejected as a whole, and you may not reject only certain changes. If you reject the change, your Account will be governed by the arbitration terms that were in place immediately before the rejected change.10.11. If Part of This Section Is Invalid
If a court decides that Applicable Law precludes enforcement of any of this Section 10’s limitations as to a particular Claim for relief, then that Claim (and only that Claim) must be severed from the arbitration and may be brought in court. If a court decides that the limitation of liability provisions in this TOS are not enforceable as to a particular Claim, then the agreement to arbitrate will not apply to that Claim. If any part of this arbitration section is found unenforceable, that part is removed but the rest remains in effect. If class or representative claims must proceed, they go to court while individual claims remain in arbitration.10.12. International Users
If you live outside the United States, you may choose arbitration under this section or pursue dispute resolution in your home jurisdiction according to the dispute resolution process set forth under the law of your country of residence or other jurisdiction as permitted by local law.10.13. Governing Law, Venue, and Survival
This arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16, and California law. Any court proceedings (if permitted) occur in San Francisco County, California. This Section 10 will survive any termination of your relationship with World Labs.11. TERM AND TERMINATION
11.1. Term
This TOS will commence as of the Effective Date and continue until the earlier of: (i) the expiration or termination of all applicable Order Forms; (ii) closure of your Account; or (iii) other termination of this TOS. Individual Order Forms will have their own terms as specified therein and will terminate upon expiration of their stated term or termination of this TOS, whichever occurs first.11.2. Termination for Convenience
a. World Labs Termination for Convenience
World Labs may terminate this TOS, any applicable Order Form, or individual Accounts for convenience at any time. Upon such termination by World Labs: (i) Users with Paid Accounts will retain access through the end of their current billing period; and (ii) World Labs will provide a pro rata refund of any prepaid fees for the unused portion of the then-current billing period.b. User Termination for Convenience
You may terminate this TOS, any applicable Order Form, or close your Account for convenience at any time without advance notice. Upon such termination, no refunds will be provided for prepaid fees, unused Service Credits, or Top-Up Credits.11.3. Termination for Material Breach or Corporate Changes
Either Party may terminate this TOS or any applicable Order Form effective immediately if the other Party (“Breaching Party”): (i) materially breaches this TOS or an applicable Order Form and fails to cure such breach within thirty (30) days after receiving written notice of the breach (provided that breaches involving security violations, illegal activity, or intellectual property infringement may be terminated immediately without cure period); (ii) repeatedly breaches this TOS or any applicable Order Form regardless of cure; (iii) becomes insolvent; (iv) files, or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law; (v) makes or seeks to make a general assignment for the benefit of its creditors; or (vi) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business. Upon termination under this Section 11.3, the Breaching Party will not be entitled to refunds for prepaid fees, unused Service Credits, or Top-Up Credits. Notwithstanding the foregoing, if World Labs is the Breaching Party, World Labs will provide a pro rata refund of prepaid fees for the unused portion of the then-current billing period.11.4. Data Deletion
Upon termination or expiration of this TOS or your Account, your Account will be deemed closed and access removed promptly following the request, unless otherwise specified by World Labs. After the term, World Labs has no obligation to maintain or provide you access to any User Content (except as required under Applicable Law) and, unless legally prohibited, may delete your User Content.11.5. Survival
Any rights, obligations, or required performance of the Parties under this TOS which, by their express terms or nature and context are intended to survive termination or expiration of this TOS, will survive any such termination or expiration, including the rights and obligations set forth around Intellectual Property, Confidentiality, Indemnification, Representations, Warranties, Disclaimers, Limitations of Liability, Releases, Dispute Resolution, and General, together with any accrued payment obligations.12. GENERAL
12.1. Entire Agreement
This TOS comprises the entire agreement between the Parties with respect to its subject matter and supersedes all prior and contemporaneous proposals, statements, sales materials or presentations, and agreements, both oral and written. No oral or written information or advice given by World Labs creates any warranty or in any way increases the scope of the warranties in this TOS.12.2. Modifying Services
We reserve the right to modify our Services or to suspend or terminate providing all or part of our Services at any time; charge, modify, or waive any fees required to use the Services; or offer opportunities to some or all end users of the Services. All modifications and additions to the Services will be governed by this TOS, applicable Order Form, or the Supplemental Terms, unless otherwise expressly stated by World Labs in writing. We are not responsible for any loss or harm related to your inability to access or use our Services per this Section or Section 11.12.3. Relationship of the Parties
Nothing in this TOS constitutes or evidences any partnership, joint venture, employment, or agency relationship between the Parties.12.4. No Third-Party Beneficiaries
This TOS is solely between the Parties and does not confer any rights or remedies to any person or entity except as may be expressly provided herein.12.5. Priority
In the event of conflict between documents, the order of precedence shall be: (1) the applicable Order Form; (2) Supplemental Terms; (3) Acceptable Use Policy; (4) DMCA Policy; and (5) this TOS.12.6. Insurance
During the term of this TOS, World Labs will maintain, at its own cost, appropriate insurance coverages in amounts that are commercially reasonable to secure its obligations to you under this TOS.12.7. Assignment
You will not have the right or ability to assign or subcontract any rights or obligations under this TOS without the prior written consent of World Labs. World Labs may assign or transfer this TOS without your consent. Either Party may assign or transfer this TOS without the other Party’s prior written consent to the Party’s affiliates or subsidiaries, or in connection with a restructuring, merger, or consolidation, or sale of all or substantially all of such Party’s assets. Any attempted assignment in violation of this TOS will be void and without effect.12.8. Amendment; Waiver
World Labs may amend or modify this TOS at any time in its sole discretion as provided herein. Any amendment of, waiver of rights under, or modification of this TOS by User must be in writing and signed by both Parties. Failure or delay by either Party to enforce any provision of this TOS will not be deemed a waiver of future enforcement of that or any other provision.12.9. Equitable Relief
The Parties acknowledge that a breach of this TOS may result in irreparable and continuing harm for which no adequate remedy at law exists, and that the non-breaching Party will be entitled to seek injunctive relief, a decree for specific performance, and/or such other equitable relief as may be appropriate. Nothing herein limits either Party’s right to seek monetary damages.12.10. Governing Law
Any Claims will be governed by and construed and enforced in accordance with the laws of the State of California, except to the extent preempted by U.S. Federal Law, without regard to conflict of law rules or principles (whether of the State of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. If any Claim is not subject to arbitration pursuant to Section 10, then the state and federal courts located in the County of San Francisco, California, will have exclusive jurisdiction. You and World Labs waive any objection to venue in any such courts. If your local law requires that consumer contracts be interpreted subject to local law and enforced in the courts of that jurisdiction, this section may not apply to you only to the extent that local law conflicts with this section.12.11. Export Control
Each Party shall comply with their respective obligations under applicable export laws and regulations of the United States, European Union, and other applicable jurisdictions when providing, accessing, and using the Services. You represent and warrant that: (a) you are not located in, a resident of, or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; and (b) you are not on any of the U.S. government lists of restricted end users. For API integrations, you agree to implement appropriate geographic and user access controls consistent with export control requirements.12.12. Severability
If any portion of this TOS other than Section 10 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable, (a) the unenforceable or unlawful provision will be severed from this TOS; (b) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this TOS; and (c) the unenforceable or unlawful provision may be revised to the extent required to render this TOS enforceable or valid, and the rights and responsibilities of the Parties will be interpreted and enforced accordingly, so as to preserve this TOS and the intent of this TOS to the fullest possible extent.12.13. Notices
Except as otherwise set forth herein, all notices required or permitted hereunder will be in writing and deemed to have been duly given to the addresses given to World Labs at the address specified in Section 14, and to User at the email address or mailing address associated with User’s Account: (i) on the next day if delivered personally to such Party; (ii) on the next day after mailing if mailed by registered or certified mail; (iii) if sent by email from and to the addresses herein specified; or (iv) to such other address or email as either Party may notify the other through written notice.12.14. Interpretation
The Section or other provision titles in this TOS are for convenience of reference only and do not in any manner affect the construction or meaning of anything herein contained or govern the rights or liabilities of the Parties hereto. The words “include,” “includes,” and “including” shall be deemed to be followed by the words “without limitation”. The word “or” is not exclusive. The words “herein,” “hereof,” “hereto,” and “hereunder” refer to this TOS as a whole. References to defined terms in singular form include the plural and vice versa, unless otherwise specified.12.15. Marketing and Publicity
You agree that during the term of this TOS, and consistently with any established branding guidelines, World Labs may reference your name and use of the Services, including in World Labs’ marketing materials, case studies, sales and other business presentations; for World Labs’ internal business purposes; and on the Site, unless you expressly and in writing prohibit such references by notifying World Labs at [email protected].12.16. Force Majeure
World Labs will not be liable for any failure or delay in performing its obligations under this TOS where such failure or delay results from circumstances beyond the reasonable control of World Labs including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemics, strikes, or failures of third-party telecommunications or power supply. World Labs shall, in the event of such circumstances, take prompt reasonable efforts to mitigate the circumstances and impacts thereof.13. DEFINITIONS
13.1. “Acceptable Use Policy” or “AUP” means the policy covering permitted and prohibited uses of the Services, herein incorporated in its entirety, provided by World Labs and available at https://www.worldlabs.ai/aup. 13.2. “Account” means the user profile created with World Labs that enables access to and use of the Services, and accessible at https://marble.worldlabs.ai/account. 13.3. “AI Models” means World Labs’ proprietary artificial intelligence models designed for, among other functions, 3D world generation and spatial intelligence applications. 13.4. “API Credentials” means collectively authentication tokens, API keys, access credentials, or other security mechanisms provided by World Labs to enable authorized API access, including associated metadata, usage permissions, and security configurations. API Credentials are confidential and proprietary to World Labs and subject to the security requirements set forth in Section 2.10. 13.5. “Applicable Law” means all laws and regulations applicable to a Party’s use of the Services. 13.6. “Authorized Users” means users authorized by you to use the Services. 13.7. “Business Associate Agreement” or “BAA” means as defined under HIPAA. 13.8. “Commercial Purpose” means any use of the Output for business, commercial, or revenue-generating purposes, including:- Direct Commercial Use: receiving compensation, payment, or commercial benefit directly from the use, sale, licensing, or distribution of the Output;
- Integration: integrating the Output into software platforms, applications, or developer tools (including through API integrations where the Output becomes a component of customer-facing applications) that are offered commercially, integrated into business operations, or used in commercial contexts;
- Marketing and Promotional Use: using the Output for marketing, advertising, promotional, or branding purposes for any commercial entity;
- Authorized Reseller Activities: selling, licensing, or distributing the Output through authorized reseller, partner, or white-label arrangements as specifically permitted in applicable Order Forms; and
- Sublicensing and Downstream Rights: granting sublicenses or downstream usage rights to third-parties for commercial purposes, subject to the limitations set forth in this TOS and applicable Order Forms.
- Service Operations Data: logs, statistics, reports, and metrics concerning the performance, availability, uptime, integrity, security, and operational status of the Services and Systems;
- Usage Data: aggregated and anonymized data regarding user interactions, feature utilization, API call patterns, credit consumption, and service usage trends, excluding personally identifiable information; and anonymized and aggregated derivatives of Inputs and Outputs used for training, improving, or developing World Labs AI Models, and related technologies, subject to applicable opt-out rights;
- API Technical Data: authentication logs, rate limiting data, API endpoint usage statistics, integration performance metrics, and technical diagnostic information related to API access and functionality; and
- System Enhancement Data: technical improvements, optimizations, and derivatives developed by World Labs based on service provision, user interactions, and system performance analysis.
14. CONTACT US
If you have a question or complaint regarding the Services, please send an email to [email protected] or [email protected]. You may also contact us by writing to 640 2nd Street, Floor #3, San Francisco, CA 94107. Please note that email communications will not necessarily be secure; accordingly, you should not include payment card information or other sensitive information in your email correspondence with us. Further, under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.EXHIBIT A: ORDER FORM
| ORDER DETAILS | ENTRIES |
|---|---|
| World Labs | World Labs Technologies, Inc. 640 2nd Street, San Francisco, CA 94107 [email protected], [email protected] |
| User | User Name, Address, Email: As registered in User’s Account |
| Service Details | ”Order Start Date”: Account creation date ”Service Term”: Month-to-Month ”Commit”: N/A ”Renewal”: Automatic |
| Invoicing Details | ”Invoice Schedule”: Monthly ”Commit Schedule”: N/A ”Payment Method”: Payment method on file in your Account ”Payment Term”: Due upon receipt |