Terms of Service

These Terms of Service ("Terms") govern access to and use of the AI verification and trust-decisioning platform, APIs, SDKs, and related services (collectively, the "Services") provided by FaceSign, Inc. ("FaceSign," "we," "us"). By accessing or using the Services, you agree to be bound by these Terms.

Acceptance & Scope

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization, and "Customer" refers to that organization.

If you and FaceSign have executed a separate master services agreement, order form, or subscription agreement (a "Customer Agreement"), the Customer Agreement governs to the extent it conflicts with these Terms. These Terms apply in full to use of the Services without a Customer Agreement, including sandbox, demo, and evaluation use.

If you are an individual completing a verification session at the request of one of our Customers (an "End User"), your verification relationship is with that Customer. Our handling of your data is described in our Privacy Policy and the agreement between FaceSign and the Customer.

Definitions

• "Customer" — the business or organization that integrates or uses the Services to verify individuals.
• "End User" — an individual who participates in a verification session initiated by a Customer.
• "Customer Data" — data submitted to the Services by or on behalf of a Customer, including data collected from End Users during verification sessions.
• "Biometric Data" — biometric identifiers and biometric information, such as facial geometry and voice patterns, processed during verification sessions.
• "Verification Results" — outputs of the Services, including session outcomes, risk signals, transcripts, and reports.

Services Description

FaceSign provides AI-powered identity verification and trust-decisioning services, including:

• Live video-based identity verification through AI avatar conversations.
• Biometric matching and liveness detection.
• Deepfake and synthetic media detection.
• Behavioral analysis and coercion detection.
• APIs, SDKs, and hosted session interfaces for integration into Customer applications.

We may modify the Services from time to time, provided that we will not materially degrade the core functionality of paid Services during a subscription term.

Accounts & API Keys

Customers are responsible for all activity under their accounts and API keys. API keys are confidential credentials: production keys must be stored server-side, must never be exposed in client-side code, and must not be shared with third parties. You must notify us promptly at security@facesign.ai if you suspect unauthorized access to your account or keys. Sandbox and test environments are provided for development and evaluation only and must not be used to verify real End Users for production purposes.

Acceptable Use

You agree not to use the Services to:

• Violate any applicable laws or regulations, including privacy, biometric, and consumer protection laws.
• Verify any individual without the notice and consent required by applicable law and these Terms.
• Conduct surveillance, tracking, or monitoring outside of a discrete, consented verification session.
• Discriminate against individuals based on protected characteristics, or use Verification Results as the sole basis for decisions with legal or similarly significant effects on individuals without meaningful human review.
• Verify individuals under the age of majority in their jurisdiction without verifiable parental or guardian consent where required by law.
• Reverse engineer, decompile, or disassemble any part of the Services, or use the Services to build or train a competing product.
• Probe, attack, or test the vulnerability of the Services except through an authorized security testing program.
• Resell or provide the Services to third parties except as expressly permitted in a Customer Agreement.
• Use the Services in a manner that could harm, disable, overburden, or impair the Services.

We may suspend access immediately if we reasonably believe your use violates this section, threatens the security or integrity of the Services, or creates legal exposure for FaceSign or End Users.

Biometric Data & End User Consent

The Services process Biometric Data. Biometric privacy laws — including the Illinois Biometric Information Privacy Act (BIPA), the Texas Capture or Use of Biometric Identifier Act, Washington law, and the GDPR — impose specific notice, consent, and retention obligations. As the party with the direct relationship with End Users, the Customer is responsible for compliance with these laws in its use of the Services. Specifically, Customer must, before initiating any verification session:

• Provide End Users with legally sufficient written notice that Biometric Data will be collected, the purpose of collection, and the retention period.
• Obtain each End User's informed, written (or electronically recorded) consent or release where required by applicable law.
• Maintain a publicly available biometric data policy where required by applicable law.
• Not initiate sessions for End Users in jurisdictions where Customer has not satisfied applicable biometric law requirements.

FaceSign processes Biometric Data solely to provide the Services, retains it in accordance with the retention schedule in the applicable agreement and our Privacy Policy, does not sell Biometric Data, and does not use Biometric Data for advertising.

Data Processing

As between the parties, Customer is the data controller and FaceSign is the data processor of Customer Data, except for limited data FaceSign processes as a controller for its own account administration and security purposes. Processing is governed by our Privacy Policy and, where executed, a Data Processing Agreement (DPA). Customer Data is encrypted in transit and at rest. FaceSign currently processes and stores Customer Data in the United States; where personal data is transferred across borders, the parties rely on the safeguards described in the DPA and our Privacy Policy. Customer retains all rights in Customer Data and is responsible for its accuracy and for having all rights necessary to submit it to the Services.

Fees & Payment

Paid use of the Services is subject to the fees, billing cycle, and payment terms in the applicable order or subscription. Unless otherwise stated, fees are quoted in US dollars, are exclusive of taxes, and are non-refundable except as expressly provided. We may suspend Services for accounts with undisputed amounts more than 30 days past due, after notice.

Intellectual Property

FaceSign retains all intellectual property rights in the Services, including software, models, algorithms, avatars, and documentation. Customer receives a limited, non-exclusive, non-transferable license to use the Services during the applicable term. Customer retains all rights in Customer Data. Customer grants FaceSign a limited license to process Customer Data solely to provide and secure the Services and, where permitted by the applicable agreement and law, to improve the Services using de-identified, aggregated data that does not include Biometric Data. If you provide feedback or suggestions, we may use them without restriction or obligation.

Verification Results

Verification Results are probabilistic risk assessments generated by AI systems. They are not a guarantee of any individual's identity, liveness, or intent, and no identity verification technology can detect all fraudulent activity, including all deepfakes or synthetic media. Customer acknowledges that:

• Verification Results are one input among others and should be combined with Customer's own risk controls.
• Customer is solely responsible for decisions it makes based on Verification Results, including account access, transaction approval, employment, credit, housing, or eligibility decisions.
• Decisions with legal or similarly significant effects on individuals require meaningful human review as described in the Acceptable Use section.
• FaceSign does not provide legal, compliance, or regulatory advice, and use of the Services does not by itself satisfy Customer's KYC, AML, or other regulatory obligations.

Beta & Evaluation Services

We may offer alpha, beta, preview, sandbox, or evaluation features ("Beta Services"). Beta Services are provided as-is, may be modified or discontinued at any time, may not meet the security and availability commitments applicable to generally available Services, and are excluded from any service level commitments and warranties.

Warranties & Disclaimers

Each party represents that it has the legal power to enter into these Terms. EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS OR A CUSTOMER AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." FACESIGN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT VERIFICATION RESULTS WILL BE ACCURATE OR COMPLETE IN EVERY INSTANCE.

Indemnification

By Customer. Customer will defend and indemnify FaceSign against third-party claims arising from (a) Customer's failure to provide notices or obtain consents required under the Biometric Data & End User Consent section or applicable privacy and biometric laws; (b) Customer Data; (c) decisions Customer makes based on Verification Results; or (d) Customer's use of the Services in violation of these Terms or applicable law.

By FaceSign. FaceSign will defend and indemnify Customer against third-party claims alleging that the Services, as provided by FaceSign and used in accordance with these Terms, infringe a third party's intellectual property rights, subject to customary exclusions and remedies (including modification, replacement, or termination with a refund of prepaid unused fees).

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATED TO THE SERVICES. EXCEPT FOR LIABILITY ARISING FROM A PARTY'S INDEMNIFICATION OBLIGATIONS, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT, EACH PARTY'S TOTAL LIABILITY WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THESE LIMITS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Term & Termination

These Terms apply for as long as you use the Services. Either party may terminate for material breach not cured within 30 days of written notice, and FaceSign may terminate or suspend immediately for violations of the Acceptable Use or Biometric Data & End User Consent sections. Upon termination, Customer's access ceases and FaceSign will delete Customer Data, including Biometric Data, in accordance with the applicable retention schedule and our Privacy Policy, unless longer retention is required by law. Sections that by their nature should survive termination (including intellectual property, indemnification, limitation of liability, and dispute resolution) survive.

Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least 30 days' notice by email or in-product notice before the changes take effect. Continued use of the Services after the effective date constitutes acceptance. Changes do not apply retroactively to disputes arising before the effective date.

Export Controls

You may not use or export the Services in violation of US export control and sanctions laws. You represent that you are not located in an embargoed jurisdiction and are not on any US government restricted-party list.

Dispute Resolution

The parties will first attempt to resolve any dispute informally by written notice and good faith discussion for 30 days. Any dispute not resolved informally will be resolved by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules, seated in Wilmington, Delaware, except that either party may seek injunctive relief in court for intellectual property or confidentiality violations. Each party waives the right to participate in class actions. End Users' rights under applicable consumer and privacy laws are not limited by this section.

Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles, and subject to the Dispute Resolution section above.

General Provisions

These Terms, together with any Customer Agreement, DPA, and our Privacy Policy, are the entire agreement between the parties regarding the Services. Neither party is liable for delays caused by events beyond its reasonable control. Neither party may assign these Terms without consent, except to an affiliate or in connection with a merger or sale of substantially all assets. If any provision is found unenforceable, the remainder stays in effect. Waivers must be in writing. Notices to FaceSign must be sent to legal@facesign.ai.

Contact Us

For questions about these Terms, please contact us at legal@facesign.ai.