Last Updated: February 22, 2026
These Terms of Service (“Terms”) govern your access to and use of the services provided by Perimeter Labs, Ltd. doing business as Whenever AI Studio (“Studio,” “we,” “us,” “our”), including our website at wheneverai.studio and any related services (collectively, the “Services”). By purchasing, accessing, or using the Services, you (“Client,” “you”) agree to these Terms.
If you are using the Services on behalf of a company, you represent that you have authority to bind that company to these Terms.
What We Do
We provide AI visual creative services including (as applicable) concept development, art direction, generation of images and/or video, editing, compositing, and retouching to produce brand-ready creative assets (“Deliverables”).
You acknowledge the Services may involve the use of third-party tools (including AI models) and human creative labor.
Definitions
“Task” means: 1 deliverable scene/concept visual (unless otherwise agreed in writing).
“Variation” means a distinct creative output version delivered for the same Task.
“Revision” means iterative changes to a Task Deliverable within the agreed scope and direction.
Plans, Tasks, Turnaround, Revisions
3.1 Plan Limits. Your subscription includes the plan features shown on the domain's pricing page or in your order form (“Plan”), including the number of active Deliverable at a time, the number of Variations per Task, and any turnaround targets.
3.2 Active Deliverable Queue. “Active Deliverables” are Deliverables we are currently working on. Additional Deliverables may be placed into a queue until capacity opens. The number of Active Deliverables for each subscription tier is shown on the domain's pricing page.
3.3 Turnaround. Any stated turnaround times (e.g., “48-hour average”) are targets, not guarantees, and may vary based on complexity, queue volume, feedback speed, and the availability/quality of required inputs.
3.4 Revisions. Revisions are unlimited until completion. Revisions are treated as a new "Deliverable" and will become either an "Active Deliverable" or join the deliverable queue if you're active deliverable limit is currently at capacity.
Client Responsibilities
You agree to provide timely access to required materials and information, which may include:
product photos, labels, packaging references, brand guidelines, color references, and mandatory claims/disclaimers
usage requirements (ad specs, platforms, dimensions)
4.1 Accuracy & Compliance. You are responsible for ensuring Deliverables are compliant with:
platform ad policies, industry regulations, and labeling requirements
product claims substantiation (health, performance, “before/after,” etc.)
any required disclaimers
4.2 Approvals. You are solely responsible for reviewing and approving Deliverables before any publication, distribution, or other use. After delivery, you control how Deliverables are used and you assume all responsibility for any outcomes arising from use, publication, or distribution of Deliverables, including compliance with applicable laws, regulations, platform policies, and required disclosures. We do not publish Deliverables on your behalf and we are not responsible for any use of Deliverables by you or any third party.
Acceptable Use
You may not use the Services or Deliverables:
to violate any law or regulation
to mislead consumers (including deceptive product claims)
to infringe IP rights or privacy/publicity rights
to create or distribute malicious, hateful, or exploitative content
to impersonate individuals or misrepresent endorsements
We may refuse or terminate work that violates these Terms or creates legal/reputational risk.
Intellectual Property
6.1 Your Materials. You retain ownership of the materials you provide (“Client Materials”). You grant us a limited license to use Client Materials solely to perform the Services.
6.2 Deliverables Ownership. Subject to your full payment of all fees due, the Studio assigns to you all right, title, and interest in and to the final Deliverables created for you during an active, paid subscription term, including all intellectual property rights therein. This transfer is permanent and does not expire or terminate when your subscription is paused or cancelled. For clarity, once assigned, you own the final Deliverables indefinitely and may use, reproduce, modify, publish, distribute, and otherwise exploit them without restriction.
6.3 Working Files. Unless explicitly included, we do not provide layered source files (e.g., PSD/AE project files) and they remain our property.
6.4 Studio Tools & Templates. Any internal methods, prompts, workflows, templates, or reusable components we develop while creating deliverables remain ours.
6.5 Third-Party Rights. Certain elements (fonts, stock assets, model assets, or third-party AI tool constraints) may be subject to third-party licenses. You agree to comply with applicable third-party terms where required.
Portfolio & Publicity
We may display Deliverables (and your brand name/logo) in our portfolio, website, and social media after they are publicly launched by you, unless you request confidentiality in writing.
Confidentiality
If you share non-public information (product launches, prototypes, performance data), we will treat it as confidential and use it only to perform the Services. We won’t disclose it except:
with your permission
to service providers under confidentiality obligations
if required by law
If needed, you can provide a Non-Disclosure Agreement for us to sign prior to any services.
Payments, Billing, Taxes
9.1 Subscription Billing. Subscription fees are billed in advance on a recurring basis (monthly unless stated otherwise). You authorize us (and our payment processor) to charge your payment method.
9.2 Late Payments. If payment fails or is late, we may pause work until payment is received.
9.3 Taxes. Prices exclude applicable taxes unless stated. You are responsible for any taxes required by your jurisdiction.
Refunds
10.1 General Refund. If you are not satisfied within your first 7 days of your first billing cycle, you may request a 75% refund of the first month’s subscription fee (“Satisfaction Refund”). To qualify:
the refund request must be made in writing within 7 days of initial purchase
No refunds are provided after the 7-day window. Refund requests must be submitted in writing to contact@wheneverai.studio
10.2 Renewal Refund. After a subscription renews, you may request a refund for that renewal charge only if no requests were made during the renewed billing period and no work was performed or delivered for that billing period. For clarity, a “request” includes submitting a Task, revision request, brief, feedback, upload, or any instruction to begin or modify work.
Refund requests must be submitted in writing to contact@wheneverai.studio within 21 days of the renewal date. If eligible, we will refund the renewal charge for that billing period.
Term, Cancellation, and Termination
11.1 Term. Your subscription begins on purchase and continues until canceled.
11.2 Pause Anytime. You may pause your subscription at any time. Pausing freezes your subscription so you can resume anytime without re-subscribing. When you resume, you’ll pick up where you left off in your billing cycle (e.g., pause after 10 days → resume later with 20 days remaining before renewal). No new requests may be made while your subscription is paused. We will continue to deliver up to 15 outstanding deliverables within the expected delivery time. You will retain ownership to any Deliverables already delivered during your subscription
11.3 Cancel Anytime. You may cancel before your next renewal date to avoid the next charge. You will retain ownership to any Deliverables already delivered during your subscription. When cancelling, your subscription stays active until the end of your current billing period, then won’t renew. Capacity isn’t held after cancellation. If we’re fully booked, rejoining may require a waitlist.
11.3 How to Cancel. You may cancel your subscription directly through our client portal (Queue) or send a written request to support@wheneverai.studio. If making a written request, we will cancel your subscription within 48 hours. If you're plan renews within that buffer period, we will refund you for the renewal as long as no new requests are made.
11.4 Our Right to Terminate. We may suspend or terminate Services if you:
breach these Terms
fail to pay
request prohibited work
engage in abusive or harassing behavior
11.5 Effects of Termination. Upon termination, any outstanding fees become immediately due. No new requests may be made and active tasks will not be completed or delivered.
Website Accessibility
By using this website, you warrant that you have the legal capacity to agree to our Terms and are not a minor in your current jurisdiction. You agree not to use the website for any unlawful purpose or in violation of these Terms.
We may modify, suspend, or discontinue any part of the website at any time.
12.1 Acceptable Use of the Website. You agree not to:
interfere with or disrupt the website (including servers, networks, or security features)
attempt to gain unauthorized access to any portion of the website, accounts, or systems
scrape, crawl, or use automated means to access the website without our written permission
upload, transmit, or distribute malware, spyware, or any harmful code
reverse engineer, decompile, or attempt to extract source code (except where prohibited by law)
use the website to infringe intellectual property or privacy/publicity rights
We may restrict or terminate your access if you violate this section.
12.2 Website Content and Intellectual Property. All website content (including text, design, layout, logos, graphics, and UI elements) is owned by us or our licensors and is protected by intellectual property laws.
You may view and use the website for your internal business purposes, but you may not copy, reproduce, distribute, publicly display, or create derivative works from website content without our written consent.
3rd party branding and trademarks displayed on this website are property of their respective owners.
12.3 Portfolio and Spec Work. The website may include portfolio materials, including speculative, conceptual, or demonstration projects (“Spec Work”). Unless otherwise stated, Spec Work is not commissioned by, endorsed by, or affiliated with any third party brands shown. Any third-party trademarks, product names, logos, or brand identifiers displayed are the property of their respective owners and are used for identification and commentary purposes only.
The Studio claims ownership only in original creative elements it produced (e.g., composition, layout, original imagery, and design), and does not claim ownership over any third-party trademarks or brand assets.
References to third-party brands, products, or services on the website do not constitute endorsement, sponsorship, or partnership.
12.4 Third-Party Links and Tools. The website may include links to third-party websites or services. We do not control and are not responsible for third-party content, policies, or practices. Your use of third-party services is at your own risk and subject to their terms.
12.5 Site Availability, Maintenance, and Updates. We aim to keep the website available, but we do not guarantee uninterrupted access. The website may be unavailable due to maintenance, upgrades, outages, or factors beyond our control.
12.6 Privacy, Cookies, and Analytics. Our collection and use of personal information is described in our Privacy Policy. The website may use cookies and similar technologies (e.g., for analytics, performance, and basic functionality). By using the website, you consent to these practices as described in the Privacy Policy and any cookie notice shown on the site.
12.7 Electronic Communications. By using the website or contacting us electronically, you consent to receive communications from us electronically (e.g., by email, dashboard messages, or notices posted on the website). You agree that electronic communications satisfy any legal requirement that such communications be in writing.
Disclaimers
13.1 No Guarantee of Outcomes. We do not guarantee business results, ad approval, performance, conversion rates, or sales.
13.2 AI Limitations. You acknowledge AI-assisted creation can produce unexpected artifacts or inaccuracies. While we aim for high realism and brand accuracy, you are ultimately responsible for final review and approval. We do not guarantee that people will be unable to tell whether or not your delivered asset is AI.
13.3 “As-Is.” Services and Deliverables are provided “as is” to the maximum extent permitted by law.
Limitation of Liability
14.1 No Consequential Damages. In no event will the Studio be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenue, data, goodwill, business opportunities, or anticipated savings, arising out of or related to the Services, Deliverables, or these Terms, even if the Studio has been advised of the possibility of such damages.
14.2 Liability Cap. The Studio’s total aggregate liability arising out of or related to the Services, Deliverables, or these Terms will not exceed the fees paid by you to the Studio in the one (1) month period immediately preceding the event giving rise to the claim.
14.3 Time Limit to Bring Claims. Any claim or action arising out of or related to the Services or these Terms must be brought within one (1) year after the cause of action arose, otherwise it is permanently barred.
Indemnification
15.1 Client Indemnity. You will indemnify, defend, and hold harmless the Studio and its officers, directors, employees, contractors, and agents from and against any claims, demands, suits, proceedings, damages, losses, liabilities, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of or related to:
(a) Client Materials (including any allegation that Client Materials infringe or violate a third party’s intellectual property, privacy, or publicity rights);
(b) your instructions, claims, or substantiation requests (including advertising claims, product performance claims, “before/after” claims, testimonials, endorsements, and required disclosures);
(c) your publication, distribution, or other use of Deliverables (including use on ad platforms or marketplaces);
(d) your breach of these Terms or violation of any law, regulation, or platform policy.
15.2 Studio Indemnity (Limited). The Studio will indemnify and defend you from any third-party claim alleging that the final Deliverables, as delivered by the Studio and used as permitted under these Terms, infringe a third party’s copyright or trademark. This obligation does not apply to claims arising from:
(a) Client Materials;
(b) your modifications, edits, or combination of Deliverables with other materials not provided by the Studio;
(c) use of Deliverables outside the scope of these Terms or for unlawful/deceptive purposes;
(d) requirements or instructions you provided that caused the alleged infringement.
15.3 Indemnification Process. The indemnified party must:
(a) promptly notify the indemnifying party in writing of the claim (failure to do so only reduces obligations to the extent materially prejudiced);
(b) allow the indemnifying party to control the defense and settlement of the claim; and
(c) reasonably cooperate (at the indemnifying party’s expense).
The indemnifying party may not settle any claim in a way that imposes liability or obligations on the indemnified party without the indemnified party’s prior written consent (not to be unreasonably withheld).
15.4 Remedies. If a Deliverable becomes subject to an infringement claim, the Studio may, at its option: (i) modify the Deliverable to be non-infringing; (ii) replace it with a functionally similar alternative; or (iii) if neither is commercially reasonable, cancel and refund the fees paid for the specific Deliverable at issue for it's billing period.
Governing Law
These Terms and any dispute arising out of or relating to the Services, Deliverables, or these Terms will be governed by the laws of the Province of Alberta and the applicable federal laws of Canada, without regard to conflict of laws principles.
Before starting a legal proceeding, the parties agree to first attempt to resolve the dispute in good faith through informal discussions for at least 30 days after written notice of the dispute.
If the dispute is not resolved, any legal proceeding will be brought exclusively in the courts located in Alberta, Canada, and each party irrevocably submits to the exclusive jurisdiction and venue of the Court of King’s Bench of Alberta (and the Court of Appeal of Alberta, as applicable).
Changes to Terms
We may update these Terms without notice. However, you will be notified of any significant changes to our Terms that directly affect the services provided to you. Continued use of Services after changes means you accept the updated Terms.
Contact
If you have any questions or concerns about our services or Terms, please contact us at one of the methods below:
Email: contact@wheneverai.studio
Company: Perimeter Labs, Ltd operating as Whenever AI Studio