Subscription & Credits Terms

These Subscription & Credits Terms (“Subscription Terms”) govern your purchase and use of paid memberships and credits offered by Uare.ai, Inc. (“Uare.ai,” “we,” “us,” or “our”) through our website at https://www.uare.ai/and our mobile applications (collectively, the “Service”). These Subscription Terms supplement and are incorporated by reference into our Terms of Service. Capitalized terms not defined here have the meaning given in the Terms of Service. If there is a conflict between these Subscription Terms and the Terms of Service with respect to subscriptions or credits, these Subscription Terms control.

By purchasing a paid membership or credits, you acknowledge that you have read, understood, and agree to be bound by these Subscription Terms.

1. Membership Tiers

We offer the following membership tiers. Pricing, credit allocations, and feature inclusions are described at checkout and on our pricing page, and are summarized below as of the date of last revision. We may modify tiers, pricing, or included features in accordance with Section 8.

Annual subscriptions are billed in full and in advance. Monthly subscriptions are billed each billing cycle until cancelled.

2. One-Time Credit Purchases

In addition to membership credits, you may purchase one-time credit packs (“OTP Credits”). Pricing is summarized below as of the date of last revision and is described at checkout.

OTP Credits are available to verified users on Freemium, Basic, Premium, and Professional tiers. Identity verification is required to purchase OTP Credits.

3. How Credits Work

We operate a two-wallet credit system:

Membership Wallet. Credits allocated as part of your active membership tier. Membership Credits reset each billing cycle and do not roll over. Unused Membership Credits expire at the end of the billing cycle in which they were issued. Freemium tier credits reset daily at 00:00 UTC and do not accumulate.

Permanent Wallet. Credits purchased through OTP packs, plus any credits awarded by Uare.ai through promotions, gifts, referrals, or other means. Permanent Credits do not expire and remain available so long as your account is in good standing.

Spend order. When you take an action that consumes credits, we draw from your Membership Wallet first and your Permanent Wallet second. There is no user-configurable spend order.

No cash value. Credits have no cash value, are not redeemable for currency, are non-transferable, and are not assignable except as expressly permitted by us. Credits are a license to access features of the Service and do not constitute property, securities, gift cards, stored value, or money transmission. We may modify credit costs per action with notice as described in Section 8.

Indicative credit costs per action (subject to change with notice):

The “AI Capacity” figures shown on our pricing page (for example, “approximately 1,000 messages per month”) are illustrative estimates based on the credit costs above and assume exclusive use of a single action type. Actual usage will vary based on your mix of actions.

4. Billing, Auto-Renewal, and Cancellation

Authorization to charge. When you start a paid membership or purchase OTP Credits, you authorize Uare.ai (through our designated third-party payment processor) to charge your selected payment method for the amounts due, including applicable taxes.

Auto-renewal. Paid memberships automatically renew at the end of each billing cycle (monthly or annual, as selected at purchase) at the then-current rate disclosed at checkout and in your account settings, until you cancel. By starting a paid membership, you authorize recurring charges to your payment method until you cancel.

How to cancel. You may cancel your membership at any time through your account settings under Membership. Cancellation takes effect at the end of the then-current billing cycle, and you will retain access to your tier (and the Membership Credits issued for that cycle) through the end of that cycle. You will not be charged for subsequent cycles. Cancelling does not delete your account; to delete your account, follow the instructions in our Privacy Policy.

California residents. If you are a California resident, you may also cancel by emailing us at disputes@uare.aiwith the subject line “Cancel Subscription,” along with your account email address. We will process your cancellation request promptly.

Failed payments. If a payment fails, we may retry the charge, suspend your access until payment is resolved, downgrade your account to Freemium, or terminate your account in accordance with our Terms of Service.

5. Refunds

Memberships. Except as required by applicable law or as expressly stated otherwise at the time of purchase, all subscription fees are non-refundable. If you cancel a prepaid annual subscription before the end of the term, we may, in our discretion or where required by applicable law, provide a pro-rated refund for the unused portion.

OTP Credits. OTP Credit purchases are final and non-refundable, except where required by applicable law.

Statutory rights preserved. Nothing in these Subscription Terms limits your rights under applicable consumer protection law, including any statutory right to cancel a purchase within a specified cooling-off period in your jurisdiction. EU and UK consumers may have additional rights under local law; contact us at privacy@uare.ai for jurisdiction-specific information.

6. Tier Changes

Upgrades.You may upgrade your tier at any time through your account settings. Upgrades take effect immediately. We will pro-rate the charge for the remainder of the current billing cycle. Your Membership Wallet is replenished to the new tier’s full credit allocation upon upgrade. Permanent Wallet credits are unaffected.

Downgrades.You may downgrade your tier at any time through your account settings. Downgrades take effect at the end of the current billing cycle. You retain your current tier’s features and Membership Credits through the end of that cycle. Permanent Wallet credits are unaffected.

Effect on credits. Membership Credits are tied to the tier and billing cycle in which they were issued; if a tier change occurs, Membership Credits are adjusted as set out above. Permanent Credits remain in your Permanent Wallet regardless of tier changes.

7. Account Termination and Effect on Credits

If your account is terminated by you or by us in accordance with the Terms of Service:

• Membership Credits expire and are forfeited.
• Permanent Credits are forfeited unless we determine, in our sole discretion or as required by applicable law, to issue a refund for unused, recently purchased OTP Credits.
• Termination does not relieve you of any payment obligations accrued before termination.

If we terminate your account for material breach of the Terms of Service (including fraud, abuse, or unlawful conduct), all credits are forfeited without refund.

8. Changes to Pricing and Terms

We may change tier pricing, credit allocations, OTP Credit prices, credit costs per action, or these Subscription Terms. For material changes affecting your active subscription (such as price increases or material reductions in included features or credit allocations), we will provide at least thirty (30) days’ advance notice through the Service, by email, or by other reasonable means before the change takes effect. Your continued use of the Service after the effective date constitutes acceptance of the change. If you do not agree, you may cancel your subscription as described in Section 4 before the change takes effect.

Indicative credit costs per action and AI Capacity estimates are not contractual minimums; we may adjust them with notice as described above.

9. Taxes

Prices stated on the pricing page and at checkout are exclusive of applicable sales, use, value-added, or similar taxes unless otherwise stated. You are responsible for all such taxes associated with your purchases, except for taxes based on Uare.ai’s net income.

10. Promotional Offers

From time to time we may offer promotional pricing, free trials, bonus credits, or other incentives. Promotional offers are subject to the specific terms disclosed at the time of the offer and may have limited eligibility, duration, or other restrictions. Unless otherwise stated, promotional credits are deposited into the Permanent Wallet and are subject to these Subscription Terms.

11. Contact

Questions about these Subscription Terms, billing, or refunds? Contact us at info@uare.ai or at:

Uare.ai, Inc.
2625 Middlefield Rd
Palo Alto, CA 94306
Attn: Legal