Terms of Service
These Terms of Service (the "Agreement") set forth the terms and conditions upon which Charmbracelet, Inc. (referred to herein as "Charm," "we," "us," or "our") offers you (referred to herein as "you" or "your") access to Hyper, our AI inference platform and related services (collectively referred to herein as the "Services"). This is a legally binding contract.
Our Privacy Policy is a separate document that explains how we collect, use, and process your information.
By clicking "I Accept" or by accessing or otherwise using the Services, you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, do not access or use the Services.
Please note: this Agreement contains a binding arbitration provision and class action waiver in Section 7.
1.1 Acceptance. By clicking "I Accept" or by accessing or otherwise using the Services, you assert that you have read and understand this Agreement and agree to be bound by it. A copy of this Agreement can be found at https://hyper.charm.land/terms (the "Website"). We reserve the right to modify and update this Agreement at any time in our discretion. Notice of such modifications and updates may be communicated by email, the Website, or other commercially reasonable method. Any such modifications or updates are effective and enforceable against you upon publication. If you continue to access the Services after the revised Agreement has been posted, then you agree to the updated Agreement. If you do not agree to any modification or update to this Agreement, you must cancel your account by contacting legal@charm.land and cease accessing and using the Services.
1.2 Requirements. In order to use the Services, you must: (i) be age 18 or older, (ii) agree to this Agreement, (iii) create a valid Account, and (iv) have a suitable connection to the Internet. As the Services will continuously evolve over time, we reserve the right to modify these requirements at our sole discretion. By clicking "I Accept," you represent that you meet all of these requirements.
1.3 Fees. Charm may offer different tiers of access to the Services, consisting of paid and unpaid plans on a subscription basis (each, a “Service Plan” and together, the “Service Plans”). You may select the Service Plan that you want to use through [an Order Form/ your account page], and such Service Plans are billed [either monthly or annually]. Additional details regarding the features and fees associated with each [plan] are available in the applicable [Order Form]. If you select a paid tier, Charm may charge fees for your use of the Services as described on the registration page for such Services. By selecting to use the Services as described in the registration page, you hereby agree to all such fees and authorize Charm to charge you for such fees using the payment method you provided during your Account registration. Payment of fees must be made through the third-party payment processing system indicated on the Services (the “PSP”). You may be required to agree to the PSP’s terms of service. Charm is not a party to the PSP Services Agreement and assumes no liability under it. All prices are exclusive of applicable taxes and payable in U.S. dollars.
1.4 Term. The term of this Agreement shall begin on the date that you accept this Agreement by clicking "I Accept" when creating an Account and will continue until terminated by either party pursuant to Section 2.3 below.
1.5 Credits. If you are paying for a Service Plan, you may purchase credits to be used on the Services (“Credits”), in addition to any fees charged by Charm for the Services. Payment for the Credits will be processed by the PSP. Credits are denominated in $ and are used for processing your requests in the Services. The costs of such processing are subject to change from time to time. Subscription pricing is based on (i) the number of Team Members who have access and use of the Services, and (ii) your Credit Limit. The “Credit Limit” is the maximum number of Credits purchased under your Service Plan and set forth in the applicable [Order Form].
1.6 Unused Credits. In the event that your use of the Services is terminated by Charm pursuant to Section 2.3 below due to your breach of the terms and conditions of this Agreement, any Credits will not be refunded. Otherwise, you will be provided a refund of any Credits.
2.1 Account. To use the Services, you must create an account (an "Account") by completing the registration process. You must provide us with current, complete, and accurate information as prompted by the applicable registration form, and you acknowledge and agree that our communications to you through your Account shall satisfy any requirements for legal notices. You hereby promise that all information that you submit during the registration process is true and accurate, and acknowledge that you have an affirmative obligation to update your information in the event of any changes. If you create an Account or use the Services on behalf of another person or entity, you must have, and hereby represent and warrant that you do have, the authority to accept this Agreement on behalf of such other person or entity.
2.2 Account Owner. The person signing up for the Services will be the contracting party (“Account Owner”) for the purposes of this Agreement and will be the person who is authorized to use any corresponding Account we provide to the Account Owner in connection with the Services; provided, however, that if you are signing up for the Services on behalf of your employer, your employer shall be the Account Owner. As the Account Owner, you are solely responsible for complying with this Agreement and only you are entitled to all benefits under this Agreement. Your Account is not transferable to any other person or account.
2.2 Account Security. You are responsible for maintaining the confidentiality of your Account credentials, including any API keys. You may not share your Account login information, API keys, or Account credentials with any third party. You agree to notify us immediately upon becoming aware of any unauthorized use or theft of your Account or any other breach of security. As the Account holder, you are responsible for any and all actions taken by any person or system that has attained access to your Account or API keys. You are responsible for all usage incurred through your API keys. If you believe your API keys have been compromised, notify us immediately at security@charm.land. While we cannot guarantee credits or refunds for unauthorized usage, we will review reported incidents on a case-by-case basis.
2.3 Team Members. If your employees and/or other service providers (“Team Members”) will access and use the Services, each Team Member must register their own Account subject to this Agreement, including usernames and passwords (including one-time login codes) for each. The Account Owner hereby acknowledges and agrees that it shall be responsible for ensuring Team Members’ compliance with the terms and conditions of this Agreement and shall be liable for any breach of this Agreement by a Team Member.
2.4 Termination of Accounts.
(a) Termination by Us. You expressly acknowledge and agree that the Services are provided by us solely upon and subject to the terms and conditions in this Agreement. In the event that you breach the terms and conditions of this Agreement, or if we must do so in order to comply with law, we may terminate your Account or otherwise suspend or terminate your access to the Services. Otherwise, we may terminate your Account or otherwise suspend or terminate your access to the Services by providing you reasonable prior notice.
(b) Cancellation by You. You have the right to cancel your Account at any time. You can cancel your Account by following the procedures made available through the Website or by contacting legal@charm.land.
(c) Effect of Account Termination or Cancellation. If your Account is terminated, suspended, or canceled, you will no longer have access to the Services and we may, at our option, delete your information, data, content, and other materials associated with your Account. Data retention and deletion practices are described in our Privacy Policy. In such event, the licenses granted under this Agreement shall automatically terminate. Sections 3, 4.2, 4.3, 5, 6, and 7 of this Agreement shall survive the termination or cancellation of any Accounts for any reason.
3.1 Ownership. The Services and the Website are copyrighted works owned by us and our affiliates, licensors, and suppliers. All right, title, and interest, including all copyrights and other intellectual property rights, in and to the Services and the Website are owned by us and our affiliates, licensors, and suppliers. Any rights to access and use the Services and the Website are licensed, not sold. All rights not expressly granted to you through this Agreement are reserved by us.
3.2 User Content. You may provide input to the Services ("Input"), and receive output from the Services based on the Input ("Output"). Input and Output are collectively referred to as "User Content." By providing or creating any User Content, you agree that it will not: (i) infringe any copyright, trademark, patent, trade secret, or other proprietary right of any party; (ii) be profane, obscene, indecent, or violate any law or regulation; (iii) defame, abuse, harass, threaten, or otherwise violate the legal rights of others; (iv) incite discrimination, hate, or violence towards any person or group; or (v) restrict or inhibit any other user from using the Services. We reserve the right to review User Content and take any action we deem necessary, including but not limited to suspending or terminating your Account based on your violation of these rules.
3.3 Ownership and Use of User Content. As between you and Charm, and to the extent permitted by applicable law, you (a) retain your ownership rights in Input, and (b) own the Output. We hereby assign to you all our right, title, and interest, if any, in and to Output.
We do not use your User Content to train AI models. We use User Content solely to provide the Services to you, comply with applicable law, and enforce this Agreement.
3.4 Third-Party Model Providers. The Services may utilize one or more third-party AI model providers to process your requests. The specific providers used may change at our discretion to optimize for performance, cost, or availability. We select providers whose terms of service prohibit training on customer data and require contractual commitments to protect your data. Providers may process data in jurisdictions outside your location. Charm shall not be liable for any acts or omissions of third-party model providers. Your use of the Services constitutes your acknowledgment of this arrangement.
3.5 Feedback. You may, but are not required to, provide feedback to us regarding the Services, including but not limited to usability, bug reports, and test results (collectively "Feedback"). All rights, title, and interest in any Feedback is owned by us and may be used by us without restriction and without any obligations or compensation to you. You hereby assign to us any rights and interests in any such Feedback you may have, create, or provide during the term of this Agreement.
3.6 No Accuracy Guarantee. When you use our Services, you understand and agree: (i) Output may not always be accurate and you should not rely on Output as a sole source of truth or factual information, or as a substitute for professional advice; (ii) you must evaluate Output for accuracy and appropriateness for your use case, including using human review as appropriate, before using or sharing Output from the Services; (iii) our Services may provide incomplete, incorrect, or offensive Output that does not represent Charm’s views; (iv) due to the nature of AI, Output may not be unique and other users may receive similar output from our Services; and (v) your rights to Output do not extend to other users’ output or to any output generated by third-party services.
Charm respects the intellectual property of others, and expects users to do the same. If you believe, in good faith, that any materials provided on or in connection with the Services infringe upon your copyright or other intellectual property right, please send the following information to Charm’s Copyright Agent by email at legal@charm.land or by writing to Charm at 185 Wythe Avenue, 2nd Floor, Brooklyn, NY 11249, Attention: Legal Operations:
A description of the copyrighted work that you claim has been infringed, including the URL (Internet address) or other specific location on the Services where the material you claim is infringed is located. Include enough information to allow Charm to locate the material, and explain why you think an infringement has taken place;
A description of the location where the original or an authorized copy of the copyrighted work exists -- for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;
Your address, telephone number, and e-mail address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
5.1 Prohibited Conduct. You may not, whether intentionally or unintentionally, directly or indirectly: (i) violate any applicable local, state, national, or international law or regulation in connection with your use of the Services; (ii) infringe any copyright, trademark, patent, trade secret, or other right of any party; (iii) use the Services for any illegal, harmful, or abusive activity; (iv) automatically or programmatically extract data or Output in violation of any third-party provider’s terms; or (v) represent that Output was human-generated when it was not.
5.2 No Service Attacks. You may not institute, assist, or become involved in any type of attack, including denial of service attacks, upon the Services, or otherwise attempt to disrupt the Services or any other person’s use of the Services. Any such attempt is a violation of criminal and civil laws, and we reserve the right to seek damages or criminal prosecution to the maximum extent permitted by law.
5.3 No Unauthorized Access. You may not attempt to gain unauthorized access to the Services or others’ Accounts through hacking, password mining, or any other means.
5.4 No Reverse Engineering. You may not reverse engineer, decompile, or disassemble the Services, or otherwise attempt to derive the source code or underlying algorithms.
6.1 Compliance. Each party agrees to comply, at all times during the term of this Agreement, with all applicable laws and regulations related to its performance hereunder.
6.2 Disclaimer. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.
7.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHARM OR ITS AFFILIATES, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY OF LIABILITY, EVEN IF CHARM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS THE LIABILITY OF CHARM SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
7.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHARM’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID US FOR YOUR USE OF THE SERVICES IN THE SIX (6) MONTH PERIOD BEFORE THE LIABILITY AROSE, AND ONE HUNDRED DOLLARS ($100.00).
7.3 You agree to indemnify and hold Charm and its affiliates, licensors, and suppliers harmless from and against any liabilities, costs, claims, demands, damages, expenses (including reasonable attorneys’ fees), and other losses arising out of or in any way related to: (i) any breach by you of this Agreement; (ii) User Content; (iii) your violation of applicable laws; or (iv) your use or access of the Services.
8.1 Covered Disputes and Arbitration Requirement. You agree to the following provisions for the resolution of any and all disputes related to or connected with this Agreement, the Website, the Services, and any related communications (a "Dispute"). Any Dispute shall be resolved by individual, final, and binding arbitration under the rules of the American Arbitration Association. YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING OUR RIGHT TO SUE OR GO TO COURT TO ASSERT OR DEFEND OUR RIGHTS.
8.2 Notice. The party asserting a Dispute shall provide written notice to the other party describing the facts and circumstances and allowing the receiving party sixty (60) days in which to respond. Notice shall be made by email to legal@charm.land or by first-class mail to Charmbracelet, Inc., 185 Wythe Ave, 2nd Floor, Brooklyn, NY 11249, or to you at the address associated with your Account.
8.3 How Arbitration Works. Following the sixty (60) day notice period, either party may initiate arbitration, which shall be conducted by the American Arbitration Association ("AAA") pursuant to its Consumer Arbitration Rules, as modified by this Agreement. The parties agree to arbitrate by video or as otherwise agreed between the parties. In the event the AAA is unavailable, the parties shall agree to, or the court shall select, another arbitration provider. The arbitrator will have exclusive authority to resolve all issues, including the arbitrability of any dispute.
8.4 Class Action Waiver. You agree to waive the right to resolve any Dispute in court before a jury and that any arbitration will be conducted only on an individual basis and not in a class, collective, or representative action. Any relief awarded will be in your individual capacity only.
8.5 Right to Opt Out. You may opt out of this Arbitration Agreement within thirty (30) days after the first time you create an Account or otherwise access the Services. You may opt out by sending an email to legal@charm.land with the subject line "Reject Arbitration" including your name, mailing address, and the email address associated with your Account.
8.6 Applicable Law. You agree that the Federal Arbitration Act shall govern any Dispute, and that the substantive law shall be the law of the State of Delaware, excluding its conflict of laws rules.
9.1 Governing Law. This Agreement is governed by the laws of the State of Delaware, excluding its conflict of laws principles. Except for disputes subject to arbitration under Section 7, you hereby irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for all claims and disputes arising out of or relating to the Services and this Agreement.
9.2 Assignment. We may assign this Agreement, in whole or in part, at any time. You may not assign this Agreement without our prior written approval.
9.3 Invalidity. If any part of this Agreement is determined to be invalid or unenforceable, the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of this Agreement shall continue in effect.
9.4 Entire Agreement. This Agreement constitutes the entire agreement between you and us with respect to the Services and supersedes all prior or contemporaneous agreements and communications, whether electronic, oral, or written, between you and us.
9.5 No Waiver. Our failure or delay to enforce any provision of this Agreement shall not be deemed a waiver of such provision or any future obligation to comply with such provision.
9.6 Force Majeure. Neither party shall be liable for any delay or failure in performance resulting from causes beyond its reasonable control.
9.7 Notice. Charm may provide you notice through the Website, to your email address on file, or any other reasonable means. All notices to Charm shall be in writing and addressed to:
Charmbracelet, Inc.
185 Wythe Ave, 2nd Floor
Brooklyn, NY 11249
9.8 International Users; GDPR. The Services are operated from the United States. If you are located in the European Economic Area, United Kingdom, or Switzerland, the following applies: (a) Charm acts as a data processor when processing your User Content on your behalf; (b) your User Content may be transferred to and processed in the United States or other jurisdictions where our service providers operate; (c) we rely on appropriate safeguards for such transfers, including standard contractual clauses where required; and (d) a Data Processing Agreement is available upon request by contacting legal@charm.land. For all data protection inquiries, contact legal@charm.land.
Last Updated: May 2026