Terms of Service

Avathorize is a licensing infrastructure provider. We supply the platform on which Key Opinion Leaders ("KOLs") and brands ("Merchants") negotiate, generate, and record licenses for AI-generated avatar content. Avathorize is not a party to any License Agreement entered into between a KOL and a Merchant through the platform.

Avathorize does not hold, escrow, process, or take title to any funds. Payment for licenses is made directly between the Parties via third-party processors. Avathorize does not adjudicate disputes and does not provide legal advice. Any document generated by the platform — including License Agreements and verification records — is a record of the agreement reached by the Parties, not legal counsel from Avathorize.

By creating an account on Avathorize, or by continuing to use the platform, you accept these Terms of Service. This action constitutes valid electronic acceptance and has the same effect as a signed written agreement. If you do not agree to these Terms, do not use the platform.

Each user, by accepting these Terms, represents and warrants that:

• They have the legal authority to enter into agreements through the platform under their own name or on behalf of the entity they represent.
• If registered as a KOL, they own or fully control the likeness, voice, and identity rights necessary to license a Digital Twin of themselves to Merchants.
• If registered as a Merchant, they have authority to bind the company they represent to the License Agreements generated through the platform.
• All information they provide on the platform (including legal name, company name, and licensing terms) is accurate and kept up to date.

Each License Agreement generated through Avathorize incorporates these Terms of Service by reference. By entering into a License Agreement on the platform, both the KOL and the Merchant agree that the License Agreement, as well as these Terms, are governed by the laws set out in Section 6 below. The License Agreement document produced by the platform is the authoritative record of the Parties' agreement.

To the maximum extent permitted by law, Avathorize's aggregate liability to any user, arising out of or in connection with these Terms or that user's use of the platform, shall not exceed the amounts paid by that user to Avathorize in the twelve (12) months preceding the claim. Avathorize shall not be liable for any indirect, incidental, special, consequential, or punitive damages, even if advised of the possibility of such damages.

These Terms of Service and all License Agreements generated through the Avathorize platform shall be governed by and construed in accordance with the laws of British Columbia, Canada, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or in connection with these Terms or any License Agreement generated through the platform shall be submitted to the courts of British Columbia, Canada, which the Parties agree shall have exclusive jurisdiction.

Avathorize may suspend or terminate any account that materially breaches these Terms, misrepresents the user's identity, or uses the platform to evade applicable law. Suspension does not relieve a user of obligations under License Agreements already in effect.

Avathorize may update these Terms from time to time. Material changes will be notified by email to the address on file and posted to this page with an updated effective date. Continued use of the platform after the new effective date constitutes acceptance of the updated Terms.

Questions about these Terms can be sent to legal@avathorize.com.