Terms of Service

These Terms of Service (the “Terms”) govern your access to and use of the Mirai platform at miraitalent.ai (the “Platform”) operated by Mirai Talent Inc., a Delaware corporation (File Number 10680377) with its registered office at 2810 North Church Street, Wilmington, DE 19802, USA, trading as Mirai (“Mirai,” “we,” “us”). By creating an account, clicking “I agree,” or using the Platform, you accept these Terms. If you do not accept, do not use the Platform.

1. Who these Terms apply to

The Platform has three kinds of users: Brands (the “Clients”) who commission AI-generated imagery; Talent (the “Models”) who license their digital likeness; and Mirai operators. Role-specific terms are set out in Sections 6 and 7. General terms apply to all users.

2. Account Requirements

You must be at least eighteen (18) years of age to register an account. You must provide accurate and complete information during registration and keep it up to date. You are responsible for maintaining the security of your credentials and for activity that occurs under your account. You must notify Mirai promptly of any suspected unauthorised access.

3. Acceptance of Supporting Policies

These Terms incorporate by reference the Privacy Policy, the Acceptable Use Policy, the Model Release and Likeness Consent, and the DMCA and Takedown Policy.

4. Intellectual Property

• Mirai owns the Platform. All code, design, branding, training pipelines, and accumulated know-how are the exclusive property of Mirai.
• Talent owns their base likeness. Mirai does not acquire ownership of your likeness, your photographs, or the right to use your Likeness outside of the Platform.
• Clients receive a licence to generated images. On payment of a licence fee and Talent approval, a Client receives the rights set out in the licence they purchased. See Section 8.
• AI model weights. Mirai does not hold any personalised AI model weights derived from Talent visual likenesses. Talent reference photographs are passed to third-party generators (FAL, OpenAI, Google) at the moment of each generation only, as identity anchors — not as training inputs. One narrow exception exists with the Talent’s separate consent: a voice model built from the Talent’s own intro recording, used solely to keep that Talent’s voice consistent in content they approve, never usable for any other person’s likeness or content. Mirai also maintains a human-readable character profile (not model weights) per Talent for generation consistency. Reference materials, voice models, and character profiles are deleted upon the Talent’s valid deletion request.

5. AI Generation Disclaimer

AI-generated imagery may differ from real photographs. Mirai makes reasonable efforts to achieve high fidelity but does not guarantee perfect accuracy of likeness, colour, products, logos, or contextual detail. Clients are responsible for reviewing final imagery before publishing. Mirai does not warrant that AI imagery will be free from artefacts, and is not liable for downstream decisions made by Clients based on generated imagery.

6. Brand (Client) Terms

• You agree to abide by the Acceptable Use Policy on every generation you request.
• You agree to pay for licences before using imagery commercially. Use of a generated image prior to licensing is a breach of these Terms and the Acceptable Use Policy.
• You acknowledge that every image requires Talent approval before licensing.
• You may not remove, obscure, or alter watermarks on preview or free-tier imagery.
• You agree not to solicit or engage Talent outside of Mirai for competing services for a period of two (2) years from your last use of the Platform.

7. Talent (Model) Terms

• You agree to the Model Release and Likeness Consent at application.
• The Model Release prevails for Talent. Where these Terms and the Model Release conflict, the Model Release governs and prevails for you. The limitation of liability in §12 (including the USD 100 cap) and the indemnity in §13(b) (Clients’ misuse of generated imagery) do not apply to Talent; Mirai’s indemnity to you and your protections live in the Model Release.
• You retain ownership of your likeness. You grant Mirai a limited, revocable licence to use it as described in the Release.
• You receive eighty percent (80%) of every licence fee. Payouts are processed weekly or on demand once above the minimum threshold.
• You may revoke consent with seventy-two (72) hours’ notice. New generations stop. Already licensed imagery remains valid for the term the Client paid for; see Release Section 8.

8. Licensing Terms for Generated Imagery and Motion

Each generated image or motion clip is licensed to the paying Client across three dimensions: format, duration, and territory. Images and clips are priced separately. The pricing below is the canonical structure used by the Platform and by our API.

Images

• Format and base rate. Digital — every on-screen use, including paid social, e-commerce, web ads, email, and digital OOH (USD 50 per image). Print + OOH — magazines, packaging, billboards, transit, in-store (USD 120 per image).
• Duration multiplier. 6 months (1.0x), 12 months (1.8x), 24 months (2.5x), 10 years (3.5x). 10 years is the maximum term we offer — perpetual grants exceed what Talent can lawfully convey under likeness-licensing law.
• Territory multiplier. Global (1.0x). Regional licences may be added in future.

Motion clips

• Format and base rate. Digital — every on-screen use including paid social, web ads, streaming, and digital out-of-home (USD 75 per clip). Digital + OOH — adds dedicated digital out-of-home screen placement on billboards, transit, and retail panels (USD 200 per clip). Print is not a valid format for motion.
• Duration and territory multipliers. Identical to images: 6mo / 12mo / 24mo / 10 years at 1.0x / 1.8x / 2.5x / 3.5x; Global at 1.0x.
• Independent of image licence. Licensing an image does not grant rights to any derived motion clip and vice versa. Each clip is its own licensed asset and goes through its own Talent approval before purchase.

Category exclusivity

Category-level exclusivity (locking a Talent to one brand in a category for a fixed term) is sold separately as a custom-quoted contract via contact us. It is not a multiplier on self-serve image or clip fees.

The licence fee is the product of asset count, base rate, and the duration and territory multipliers. At the point of purchase the Platform displays the exact figures for the licence you are buying. Licences are non-transferable and may not be sublicensed, except through the permitted service providers described below. Use beyond the purchased scope requires a new licence.

Licensed channels. Unless the licence certificate states otherwise, a Digital licence covers the Client’s owned websites and e-commerce, organic social, paid social and paid digital display and video advertising, email and CRM, third-party retailer and marketplace listings, and digital out-of-home. Broadcast and connected-TV, cinema, and any use implying the Talent’s endorsement require a separate licence. A Print + OOH licence covers magazines, packaging, physical billboards, transit and in-store placement. Uses outside the purchased format and channels require a new licence.

Permitted service providers. The Client may provide the asset to its controlled affiliates, advertising agencies, production vendors, printers, media buyers, publishers, retailers and platform operators solely to exercise the Client’s licensed rights on its behalf. No such party receives independent rights or may use the asset for another customer.

After a licence expires. Qualifying organic social posts and clearly historical campaign or press-archive pages first published during the licence term may remain visible solely as passive archival records. The Client may not repost, reshare, boost, sponsor, pin, feature, materially edit, reactivate or otherwise promote the asset. Active website placements, e-commerce listings, landing pages, paid media, email distribution and current sales materials must cease on expiry unless renewed. A sell-through extension may be arranged by separate agreement to keep an existing product listing live for up to ninety (90) days solely to sell remaining inventory, without new paid promotion.

No implied endorsement. The Talent’s appearance in an asset does not constitute a personal testimonial, endorsement, recommendation, statement of actual use or representation of personal experience unless separately approved in writing by the Talent.

Credit packs (non-refundable except where required by law) give Clients the ability to generate draft imagery. Credits are separate from licences: purchasing credits does not grant commercial rights.

9. Payments

All payments are processed by Stripe. Fees are quoted in US Dollars. Credit-pack purchases are non-refundable once credits have been consumed. Licence purchases are non-refundable once the licensed image has been delivered unwatermarked, except where required by law or at Mirai’s sole discretion for documented error. Payouts to Talent are processed weekly or on demand via Stripe Connect once the account minimum is met. Withholding taxes are the Talent’s responsibility, unless Mirai is required to withhold by the Talent’s jurisdiction.

Subscriptions and billing

• Automatic renewal. Self-serve plans are billed monthly through Stripe and renew automatically until cancelled.
• Cancellation. You may cancel at any time through the Stripe billing portal. Cancellation takes effect at the end of the current billing period, and your plan stays active until then. Fees already paid are non-refundable except where required by law.
• Monthly allowances. Each plan includes monthly image and motion allowances that cover draft generation only. Allowances reset at the start of each billing period and do not roll over.
• Overages. Generation beyond a plan allowance is charged at the disclosed per-image or per-clip rate and added to the Stripe invoice for that period. One-off motion packs are valid for twelve (12) months from purchase.
• Plan changes. Plan changes are managed in the billing portal; upgrades take effect immediately and downgrades at the next renewal. Annual invoicing and committed-volume terms are arranged by order form through sales and governed by that order form.
• Failed payment, taxes and price changes. If a charge fails, Mirai may retry it and suspend generation and API access until the balance clears. Prices exclude tax; applicable taxes are calculated at checkout and are your responsibility. Mirai may change plan pricing on at least thirty (30) days’ notice, effective at your next renewal.
• Effect of termination. On cancellation or termination, unused allowances are forfeited and stored drafts may be deleted under our retention practices. Licences already purchased survive per Section 8.

10. Suspension and Termination

• Termination by you. You may close your account at any time. Clients continue to hold any licences already purchased; Talent continue to receive payouts for licences already purchased.
• Termination for cause (30 days). Either party may terminate for material breach by giving written notice and allowing thirty (30) days to cure, unless the breach cannot reasonably be cured.
• Talent revocation (72 hours). A Talent may revoke consent to the Model Release on seventy-two (72) hours’ notice, as set out in the Release.
• Suspension. Mirai may suspend access without notice for suspected violation of the Acceptable Use Policy, non-payment, fraud, or legal process. We will notify you of the reason where we reasonably can.

11. Warranty Disclaimer

The Platform is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Mirai disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, or free of harmful components.

12. Limitation of Liability

To the maximum extent permitted by applicable law, Mirai shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, or business interruption. Mirai’s aggregate liability to you for any claim arising out of or relating to the Platform shall not exceed the greater of: (a) the amounts you have paid to Mirai in the twelve (12) months preceding the claim; and (b) one hundred US Dollars (USD 100). This limitation does not apply to liabilities that cannot be limited by law, and does not apply to Mirai’s obligations to Talent under the Model Release (including Mirai’s indemnity to Talent and Mirai’s liability for unauthorised use or disclosure of a Talent’s likeness, a personal-data or security breach, or a failure to obtain a required approval), which are governed by that Release and are not capped by this Section.

13. Indemnification

You will defend, indemnify, and hold harmless Mirai, its directors, employees, and contractors from any third-party claim, loss, or expense (including reasonable legal fees) arising out of: (a) your breach of these Terms or any incorporated policy; (b) Clients’ misuse of generated imagery outside their purchased licence or the Acceptable Use Policy; or (c) Talent’s breach of the representations in the Model Release. Mirai may assume exclusive control of any matter subject to indemnification by you, in which case you agree to cooperate with our defence.

For clarity, clause (b) above applies to Clients, not to Talent. A Talent’s only indemnity obligation is the narrow one in Section 11 of the Model Release (third-party rights in the photographs the Talent submitted); a Talent is never responsible for a Client’s misuse of generated imagery, which Mirai indemnifies the Talent against under that Release.

14. Dispute Resolution and Governing Law

These Terms are governed by the laws of the State of Delaware, U.S.A., without regard to its conflict-of-laws rules, except that nothing in this Section waives any non-waivable right you have under the mandatory law of your jurisdiction of residence (including the New York Fashion Workers Act, the California right of publicity, the UK and EU GDPR, and equivalent protections in Australia and the UAE). The parties will attempt to resolve disputes in good faith for thirty (30) days before proceeding. Disputes that cannot be resolved will be finally resolved by binding arbitration administered by the Singapore International Arbitration Centre (SIAC), seated in Singapore, before a single arbitrator, in English. Nothing in this Section prevents either party from seeking urgent injunctive relief in a court of competent jurisdiction to protect its intellectual property.

15. Changes to Terms

Mirai may update these Terms. Material changes will be announced in-product and emailed to account owners at least thirty (30) days before they take effect. Your continued use of the Platform after the effective date constitutes acceptance of the revised Terms. If you do not accept a change, you must stop using the Platform.

16. Miscellaneous

These Terms, together with the policies they incorporate, constitute the entire agreement between you and Mirai regarding the Platform. If any provision is found unenforceable, the remainder will remain in full force. Mirai’s failure to enforce a right is not a waiver. You may not assign these Terms without our written consent; we may assign them in connection with a reorganisation or sale of our business.

Contact

Legal enquiries: legal@miraitalent.ai
General enquiries: info@miraitalent.ai

Mirai Talent Inc. (trading as Mirai)
Delaware File Number 10680377
2810 North Church Street
Wilmington, DE 19802, USA