Creator Terms of Use
1. Acceptance of Creator Terms
These Creator Terms of Use (the "Agreement") constitute a binding legal agreement between you ("Creator," "you," or "your") and Soqratic Studios, Inc. ("Soqratic," "we," "us," or "our") governing your access to and use of the Soqratic platform and services.
By creating a Creator account or using the Soqratic Services, you agree to be bound by this Agreement. If you do not agree to these terms, you may not access or use the Services.
If you are agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to bind that organization or entity to these Terms, and references to "you" refer to that organization or entity.
By creating an account or using the Services, you consent to receive contracts, disclosures, notices, and other communications from Soqratic electronically (including email and in-product notices). These satisfy any legal requirement that such communications be in writing.
2. Definitions
"Services" means the Soqratic platform, website, applications, tools, and features that enable Creators to create, train, deploy, and monetize AI bots based on their content and expertise.
"Creator" means any individual or entity that creates and operates an AI bot using the Soqratic platform.
"Client" or "End User" means any individual who subscribes to or interacts with a Creator's AI bot.
"AI Bot" or "Bot" means the artificial intelligence conversational agent created and trained by Creator using the Soqratic platform.
"Creator Content" means all content, materials, data, and information provided by Creator to create and train the AI Bot, including but not limited to text, documents, images, audio recordings, video, voice recordings, personal likenesses, and any other materials uploaded or submitted by Creator.
"Bot Output" means any responses, content, or materials generated by the AI Bot during interactions with Clients.
"Subscription Plan" means a pricing tier created by Creator for Client access to the AI Bot.
"Connected Account" means Creator's Stripe Connect account used to process Client payments.
3. Services and Support
3.1 Service Provision
Subject to the terms of this Agreement, Soqratic will provide Creator with access to the Services, including:
- AI bot creation and training tools
- Bot hosting and deployment infrastructure
- Payment processing facilitation via Stripe Connect
- Client subscription management
- Analytics and reporting dashboards
- Conversation history and client interaction data
3.2 Service Modifications
Soqratic reserves the right to modify, suspend, or discontinue any part of the Services at any time. For material changes or permanent discontinuation, we will provide reasonable advance notice (typically 30 days) via email or platform notification. We may make immediate changes without prior notice when required by law, necessary for security reasons, or to prevent abuse.
3.3 Service Availability
Soqratic will use commercially reasonable efforts to make the Services available 24/7. However, we do not guarantee uninterrupted access and may suspend the Services for:
- Scheduled or emergency maintenance
- Security incidents or threats
- Breach of this Agreement by Creator
- Non-payment of fees when due
3.4 Support
Soqratic will provide reasonable technical support to Creators during normal business hours via email at support@soqratic.com. Response times are not guaranteed.
4. Creator Data and Content
4.1 Creator Content
To create and train an AI Bot, Creator may provide various types of content including:
- Written materials (documents, articles, books, training materials)
- Audio recordings (podcasts, lectures, coaching sessions)
- Video content
- Voice recordings for voice cloning
- Images and personal likenesses
- Proprietary methodologies and frameworks
- Personal information and biographical data
4.2 Creator Representations and Warranties
Creator represents and warrants that:
- Creator owns or has all necessary rights, licenses, and permissions to provide the Creator Content to Soqratic
- All Creator Content is accurate, complete, and lawful
- The provision and use of Creator Content as contemplated under this Agreement will not violate any applicable laws or third-party rights
- Creator Content does not infringe any intellectual property rights, privacy rights, or other rights of any third party
- Creator has obtained all necessary consents and releases for any individuals whose voice, likeness, or personal information appears in Creator Content
4.3 Prohibited Content
Creator agrees not to upload, provide, or include in Creator Content any materials that:
- Infringe intellectual property rights of any third party
- Contain illegal, harmful, threatening, abusive, harassing, defamatory, obscene, or pornographic content
- Promote violence, discrimination, or hatred against individuals or groups
- Exploit, harm, or attempt to exploit minors
- Contain malware, viruses, or harmful code
- Violate any applicable laws or regulations
- Violate privacy rights or contain unauthorized personal information of others
- Promote fraudulent schemes or illegal activities
4.4 Ownership of Creator Content
Creator retains all ownership rights in Creator Content. Soqratic does not claim ownership of any Creator Content uploaded to the Services.
4.5 Ownership of Bot Output
As between Creator and Soqratic, and to the extent permitted by applicable law, Creator owns all Bot Output generated by Creator's AI Bot. Soqratic hereby assigns to Creator all of its right, title, and interest, if any, in and to the Bot Output.
Creator acknowledges and agrees that:
- Creator is solely responsible for all uses of the Bot Output
- Creator is responsible for evaluating the accuracy and appropriateness of Bot Output
- Bot Output is generated via machine learning and may contain inaccuracies
- Creator should implement appropriate review processes for Bot Output
5. Biometric Information and Voice Cloning
5.1 Biometric Data Collection
To enable voice cloning features for the AI Bot, Soqratic may collect, process, and store biometric information derived from Creator's voice recordings, including:
- Voice characteristics and vocal patterns
- Speech rhythm and intonation
- Acoustic features and voice prints
- Other biometric identifiers derived from audio recordings
5.2 Biometric Consent
By accepting these Terms, Creator acknowledges, understands, and agrees that:
- Creator has read and understood this Biometric Information section
- Soqratic will collect, use, store, and disclose biometric information derived from Creator's voice recordings
- This biometric information will be used to create a synthetic voice model for the AI Bot
- The biometric information may be retained for the duration of Creator's account and for a reasonable period thereafter
- Creator voluntarily and expressly consents to this collection, use, storage, and disclosure of biometric information
5.3 Biometric Information Use
Soqratic will use biometric information derived from Creator Content solely to:
- Generate and train the AI Bot's voice model
- Provide voice cloning services as part of the Services
- Improve the quality and accuracy of voice synthesis
- Maintain and operate the Services
5.4 Biometric Information Retention
Biometric information will be retained:
- For the duration of Creator's active account
- For up to 90 days following account termination to facilitate potential reactivation
- As required by applicable law or legal process
- In backup systems for up to 180 days following deletion
5.5 Withdrawal of Consent
Creator may withdraw consent for biometric data collection by terminating the account. Upon termination, Soqratic will delete biometric information in accordance with Section 5.4, except as required by law.
6. Restrictions and Responsibilities
6.1 Client Access and Controls
Creator shall:
- Determine what Clients have access to the AI Bot
- Set pricing for Subscription Plans
- Configure Bot behavior and output parameters
- Monitor Client interactions and Bot Output
- Respond to Client inquiries and complaints about the Bot
6.2 Prohibited Uses
Creator will not, and will not permit any third party to:
- Reverse engineer, decompile, or disassemble the Services or attempt to discover source code
- Copy, modify, or create derivative works based on the Services without written permission
- Use the Services for timesharing or service bureau purposes
- Remove any proprietary notices or labels from the Services
- Use Bot Output to develop or train competing AI models or products
- Use the Services to generate illegal, harmful, or infringing content
- Use the Services in violation of any applicable laws or regulations
- Attempt to bypass security measures or access restrictions
- Use the Services to spam, harass, or abuse Clients
- Share account credentials with unauthorized users
6.3 Prohibited Professional Services
IMPORTANT RESTRICTION: Creators may NOT use the Services to provide, or market Bots as providing, licensed professional services.
Prohibited Bot Uses: Creator agrees that the AI Bot will NOT:
- Provide medical advice, diagnosis, treatment, or healthcare services
- Provide psychotherapy, clinical counseling, or mental health treatment
- Provide legal advice, legal representation, or practice law
- Provide financial planning, investment advice, or securities recommendations
- Provide tax preparation, accounting, CPA services, or audit services
- Provide licensed engineering, architectural, or technical professional services
- Provide any other service that requires a professional license under applicable law
Permitted Uses: Creator MAY use the Bot to provide:
- Business coaching, consulting, and mentoring
- Career development and coaching services
- Life coaching and personal development
- Marketing and business strategy consultation
- Educational content and skills training
- Productivity and organizational coaching
- Creative and artistic guidance
- General wellness and lifestyle coaching (non-medical)
- Other non-licensed coaching and consulting services
6.4 Required Client-Facing Terms
Creator must establish, maintain, and enforce written subscription terms for Clients that include at minimum:
- Subscription pricing and features
- Billing cycle and auto-renewal terms
- Refund and cancellation policies
- Bot disclaimers and limitations
- Privacy disclosures
- Dispute resolution procedures
7. Payment Processing and Payouts
7.1 Stripe Connect Account
To receive payments from Clients, Creator must:
- Create and maintain a Stripe Connect account (Express or Standard)
- Complete Stripe's onboarding and verification process
- Provide accurate bank account information for payouts
- Maintain current and complete payment information
- Comply with Stripe's terms of service and acceptable use policies
7.2 Merchant of Record
Creator is the Merchant of Record for all Client subscriptions. This means:
- Client subscriptions are agreements between Creator and Client
- Soqratic is not party to the subscription agreement
- Creator is responsible for collecting and remitting all applicable taxes
- Invoices and charges are created on Creator's Connected Account
- Creator's business name appears on Client receipts and statements
7.3 Payment Processing
Client payments are processed as follows:
- Subscriptions are created on Creator's Stripe Connected Account using Direct Charges
- Soqratic collects commission via Stripe application fees
- Stripe Tax calculates applicable taxes on invoices
- Clients are charged the subscription price plus applicable taxes
- Commission is deducted from the gross subscription amount (pre-tax)
- Creator receives net proceeds after commission in automatic payouts
7.4 Payout Schedule
Payouts to Creator's bank account occur automatically on a daily or weekly schedule as configured in the Stripe account settings. Payout timing depends on Stripe's processing and Creator's bank.
7.5 Tax Obligations
As Merchant of Record, Creator is solely responsible for:
- Determining applicable tax obligations in all relevant jurisdictions
- Collecting sales tax, VAT, GST, or other consumption taxes from Clients
- Remitting collected taxes to appropriate tax authorities
- Filing all required tax returns and reports
- Providing necessary tax documentation to Soqratic and Stripe (e.g., W-9, W-8BEN)
- Maintaining accurate tax records
- Compliance with all tax laws and regulations
7.6 Refund Authorization and Liability
Creator acknowledges and agrees that Soqratic has the right to process refunds on Creator's Connected Account when:
- Required by applicable consumer protection laws
- Creator's stated refund policy requires a refund
- Creator is unresponsive to Client refund requests for 5+ business days
- There was a billing error, fraud, or unauthorized charge
- Soqratic determines a refund is appropriate to protect Client rights
8. Commission and Fees
8.1 Commission Rate
Soqratic will charge a commission of a percentage of gross subscription revenue (the "Commission Rate"). Commission is calculated on:
- The pre-tax subscription amount
- After any promotional discounts or credits
- Excluding taxes, shipping, or other add-on fees
Commission is NOT charged on taxes collected.
8.2 Commission Collection
Commission is collected automatically via Stripe application fees:
- Application fees are set when creating subscriptions
- Commission is deducted before payout to Creator
- Commission applies to initial charges and all renewals
- During introductory pricing periods, commission applies to the discounted price
8.3 Commission Rate Changes
Soqratic reserves the right to modify the Commission Rate with 30 days' advance notice via email and platform notification.
9. Intellectual Property Rights
9.1 Soqratic IP
As between the parties, Soqratic retains all right, title, and interest in and to:
- The Soqratic platform, website, and Services
- All software, algorithms, models, and source code
- Platform infrastructure and systems
- Soqratic trademarks, logos, and branding
- Any modifications, enhancements, or derivative works of the foregoing
- Aggregated and anonymized data derived from use of the Services
Soqratic IP does not include Creator Content or Bot Output.
9.2 Creator Ownership
As between the parties, Creator retains all right, title, and interest in and to:
- All Creator Content
- All Bot Output generated by Creator's AI Bot
- Creator's trademarks, branding, and proprietary materials
- Creator's methodologies, frameworks, and intellectual property
9.3 License to Soqratic
Creator grants Soqratic a non-exclusive, worldwide, royalty-free, sublicensable license to:
- Use, copy, reproduce, process, and store Creator Content
- Display, perform, and distribute Creator Content
- Modify and create derivative works of Creator Content (for technical purposes only)
- Use Creator Content to train and operate the AI Bot
- Use Creator Content to provide and improve the Services
This license is granted solely for the purpose of providing the Services to Creator and performing under this Agreement.
10. Confidentiality
10.1 Confidential Information
Each party (the "Receiving Party") may receive information from the other party (the "Disclosing Party") relating to the Disclosing Party's technology, business, operations, or customers ("Confidential Information").
10.2 Confidentiality Obligations
The Receiving Party agrees to:
- Not divulge Confidential Information to any third party without consent
- Limit access to employees and contractors with a need to know
- Use the same security precautions as for its own confidential information (but no less than reasonable precautions)
- Use Confidential Information solely for purposes of this Agreement
10.3 Creator Data as Confidential
Creator Content, Bot Output, and Client conversation data are Creator's Confidential Information. Soqratic will not use or disclose this information except as necessary to provide the Services or as required by law.
11. Termination
11.1 Term
This Agreement begins when Creator creates an account and continues until terminated by either party as set forth below.
11.2 Termination by Creator
Creator may terminate this Agreement at any time by:
- Canceling the account through account settings
- Emailing support@soqratic.com requesting account closure
- Ceasing all use of the Services
11.3 Termination by Soqratic for Cause
Soqratic may terminate this Agreement immediately without notice if Creator:
- Breaches any material term of this Agreement
- Fails to pay fees when due (after 10-day cure period)
- Uploads illegal, harmful, or prohibited content
- Engages in fraudulent or abusive conduct
- Uses the Services in a manner that threatens security or stability
- Violates applicable laws or regulations
11.4 Effects of Termination
Upon termination of this Agreement:
- Creator's access to the Services will be immediately disabled
- All Client subscriptions will be canceled at the end of their current billing period
- Creator must immediately cease using the Services and Soqratic IP
- Creator must delete or destroy all copies of Soqratic software and materials
- No fees will be refunded (except as required by law)
11.5 Data Retention and Deletion
Following termination:
- Creator Content: Creator may elect to have Soqratic store Creator Content for up to 90 days to facilitate potential reactivation. If Creator does not elect storage, or after 90 days, Soqratic will delete all Creator Content.
- Conversation Data: Client conversation history will be retained for 90 days following termination, then deleted.
- Biometric Data: Biometric information derived from voice recordings will be deleted within 90 days of termination, except as required by law.
- Backup Systems: Deleted data may remain in backup systems for up to 180 days following deletion.
12. Warranty Disclaimer
THE SERVICES AND ALL SOQRATIC IP ARE PROVIDED "AS-IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
SOQRATIC (AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS) DISCLAIMS ALL WARRANTIES, INCLUDING:
- IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT
- WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE
- WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE
- WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR QUALITY OF BOT OUTPUT
- WARRANTIES THAT THE SERVICES WILL MEET CREATOR'S REQUIREMENTS
CREATOR ACKNOWLEDGES THAT AI-GENERATED CONTENT MAY CONTAIN ERRORS, INACCURACIES, OR "HALLUCINATIONS" AND THAT CREATOR IS SOLELY RESPONSIBLE FOR REVIEWING AND VERIFYING BOT OUTPUT.
13. Limitations of Liability
13.1 Exclusion of Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SOQRATIC (AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS) WILL NOT BE LIABLE FOR:
- ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
- LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES
- BUSINESS INTERRUPTION OR LOSS OF CLIENTS
- COST OF SUBSTITUTE GOODS OR SERVICES
- ANY DAMAGES ARISING FROM CLIENT DISPUTES, CHARGEBACKS, OR REFUNDS
- ANY DAMAGES ARISING FROM INACCURATE OR INAPPROPRIATE BOT OUTPUT
- ANY DAMAGES ARISING FROM THIRD-PARTY SERVICES (INCLUDING STRIPE, OPENAI, OR OTHER PROVIDERS)
13.2 Liability Cap
SOQRATIC'S TOTAL AGGREGATE LIABILITY TO CREATOR FOR ALL CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE LESSER OF:
- (a) TEN THOUSAND DOLLARS ($10,000), OR
- (b) THE TOTAL FEES PAID BY CREATOR TO SOQRATIC IN THE 12 MONTHS PRECEDING THE CLAIM
14. Indemnification
Creator agrees to indemnify, defend, and hold harmless Soqratic and its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:
- Creator's use of the Services
- Creator Content or Bot Output
- Violation of this Agreement
- Violation of any third-party rights
- Violation of applicable laws
- Client disputes or complaints
- Tax or regulatory non-compliance
15. Data Protection and Privacy
15.1 Privacy Policy
Creator's use of the Services is also governed by Soqratic's Privacy Policy. Creator should review the Privacy Policy to understand how Soqratic collects, uses, and protects data.
15.2 Creator's Privacy Obligations
Creator must:
- Maintain and publish a clear privacy policy for Clients
- Explain how Client data is collected, used, and shared
- Disclose that conversations may be reviewed by Creator
- Provide mechanisms for Clients to exercise data subject rights (access, deletion, portability)
- Comply with GDPR, CCPA, and other applicable privacy laws
- Obtain necessary consents from Clients for data processing
16. Dispute Resolution and Arbitration
16.1 Informal Resolution
Before initiating arbitration or litigation, the parties agree to attempt to resolve disputes informally by sending a written notice describing the dispute, the desired resolution, and contact information to the other party. The parties will negotiate in good faith for 30 days.
16.2 Binding Arbitration
Any dispute arising from or relating to this Agreement that cannot be resolved informally will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
16.3 Class Action Waiver
CREATOR AGREES THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. CREATOR WAIVES ANY RIGHT TO BRING CLAIMS AS PART OF A CLASS ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE PROCEEDING.
16.4 Jury Trial Waiver
TO THE FULLEST EXTENT PERMITTED BY LAW, CREATOR WAIVES THE RIGHT TO A JURY TRIAL.
17. Miscellaneous
17.1 Entire Agreement
This Agreement, together with the Privacy Policy and any incorporated policies, constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and communications regarding the subject matter.
17.2 Amendments
Soqratic may modify this Agreement at any time. For material changes, Soqratic will provide 14 days' advance notice via email and platform notification. Continued use of the Services after changes take effect constitutes acceptance.
17.3 Governing Law
This Agreement is governed by the laws of the State of Delaware, without regard to conflicts of law principles.
17.4 Severability
If any provision of this Agreement is found invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if not possible, severed. The remaining provisions will remain in full force and effect.
17.5 Notices
All notices must be emailed and sent to:
Soqratic Studios, Inc.
Email: support@soqratic.com
Notices to Creator will be sent to the email address on file.
Acknowledgment and Acceptance
By creating a Creator account, you acknowledge that you have read, understood, and agree to be bound by these Creator Terms of Use.
Questions? Contact support@soqratic.com