Last updated: January 2025
1. Introduction
These Terms of Service ("Terms") govern your access to and use of Stark Chat, a service provided by Aduro Creative Ltd, a company registered in England and Wales (Company Number: 11200639), trading as Stark Chat ("we", "us", "our").
By creating an account or using our services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use our services.
If you are using Stark Chat on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms, and "you" refers to both you individually and that organisation.
2. Description of Service
Stark Chat is a platform that enables you to:
- Upload files and documents to create searchable knowledge bases
- Connect third-party sources including Google Drive, Notion, and Dropbox
- Query your content using AI-powered chat functionality
- Share projects with others via email-based access rules or public links
Our service processes your content using AI technology to generate responses based on your uploaded materials. The AI does not train on your data and your content remains isolated from other users.
3. Account Registration
3.1 Account Creation
To use Stark Chat, you must create an account by providing accurate and complete information, including your name and email address. You are responsible for maintaining the accuracy of this information.
3.2 Account Security
You are responsible for safeguarding your account credentials and for all activities that occur under your account. You must notify us immediately at privacy@starkchat.com if you become aware of any unauthorised use of your account.
3.3 Account Eligibility
Our services are intended for business and professional use. By creating an account, you represent that you have the legal capacity to enter into these Terms.
4. Your Content
4.1 Ownership
You retain all ownership rights in the content you upload to Stark Chat ("Your Content"). We do not claim any ownership over Your Content.
4.2 Licence to Us
By uploading content to Stark Chat, you grant us a limited, non-exclusive, worldwide licence to process, store, convert, and display Your Content solely for the purpose of providing and improving our services to you. This includes:
- Converting files to markdown or plain text format
- Generating and storing text embeddings and content chunks
- Processing queries against Your Content using AI technology
- Displaying content chunks to users you have authorised
This licence terminates when you delete Your Content or close your account, subject to our data retention policy.
4.3 Your Responsibilities
You represent and warrant that:
- You own or have the necessary rights and permissions to upload Your Content
- Your Content does not infringe the intellectual property rights of any third party
- Your Content does not violate any applicable laws or regulations
- You have obtained any necessary consents to share personal data contained in Your Content
4.4 Shared Content
When you share a project publicly or grant access via email rules, you are responsible for ensuring you have the right to share that content. Content chunks (but not original source files) will become accessible to those you authorise.
5. Acceptable Use
You agree not to use Stark Chat to:
- Upload, store, or share any content that is unlawful, harmful, threatening, abusive, defamatory, or otherwise objectionable
- Upload content containing malware, viruses, or other harmful code
- Infringe the intellectual property rights of others
- Violate the privacy or data protection rights of others
- Attempt to gain unauthorised access to our systems or other users' accounts
- Interfere with or disrupt the integrity or performance of our services
- Use automated means to access our services without our prior written consent
- Reverse engineer, decompile, or attempt to extract the source code of our software
- Use our services to develop a competing product or service
- Resell or redistribute our services without our prior written consent
We reserve the right to suspend or terminate your access if we reasonably believe you have violated these acceptable use terms.
6. Third-Party Integrations
Stark Chat allows you to connect third-party services including Google Drive, Notion, and Dropbox. When you connect these services:
- You authorise us to access content from these services on your behalf
- You are responsible for ensuring you have the right to access and use that content
- Your use of third-party services remains subject to their respective terms of service
- We are not responsible for the availability, accuracy, or content of third-party services
You may disconnect third-party integrations at any time through your account settings.
7. Usage and Token Consumption
7.1 Token-Based Billing
Stark Chat operates on a token-based usage model. You will be charged for all token consumption generated through your account, including:
- Embedding tokens: Generated when you upload files or sync content from connected sources. Your content is processed and converted into embeddings to enable search and retrieval functionality.
- Input tokens: Generated from queries and content retrieval during chat sessions.
- Output tokens: Generated from AI responses.
7.2 Liability for All Project Usage
You are responsible for and will be charged for all token usage on your projects, whether those projects are private or public. This includes:
- Usage generated by you directly
- Usage generated by users you have granted access to via email-based access rules
- Usage generated by any third party accessing your publicly shared projects
By making a project public or sharing it with others, you accept full liability for all token consumption incurred by any user who accesses that project. We strongly recommend configuring appropriate rate limits before sharing projects.
7.3 Rate Limits
You may configure rate limits on your projects to control usage, including:
- Maximum sessions per user
- Maximum tokens per session
It is your responsibility to configure appropriate rate limits to manage your token consumption and costs. We are not liable for any charges incurred due to unconfigured or misconfigured rate limits.
8. Payment Terms
8.1 Prepaid Credits
Stark Chat operates on a prepaid credit model. You must maintain a positive credit balance to use our services. Token usage is deducted from your credit balance in real time. All payments are made in advance of token consumption.
8.2 Payment Methods
You may add credits to your account through:
- Auto-reload: Your payment method will be charged automatically when your credit balance falls below a threshold you configure. By enabling auto-reload, you authorise us to charge your payment method automatically without further approval for each transaction.
- Manual top-up: You may manually purchase credits at any time through your account settings.
8.3 Payment Processing
Payments are processed securely through Stripe. By providing payment information, you authorise us to charge your chosen payment method for credit purchases and auto-reload transactions. You agree to provide accurate and complete payment information.
8.4 Pricing
Current token pricing is available on our website. All fees are quoted in the currency specified at the point of purchase and are exclusive of VAT unless otherwise stated.
8.5 Insufficient Balance
If your credit balance reaches zero and auto-reload is not enabled or fails, access to AI functionality on your projects will be suspended until you add credits to your account. Your uploaded content will remain stored but queries will not be processed.
8.6 No Refunds on Credits
Purchased credits are non-refundable except where required by law. Unused credits will remain in your account and do not expire while your account is active. Upon account termination, any remaining credits are forfeited.
8.7 Price Changes
We may change our token pricing from time to time. We will provide you with reasonable notice of any price changes before they take effect. Price changes will apply to future credit purchases and will not affect credits already purchased.
8.8 Failed Payments
If a payment or auto-reload fails, we may retry the charge. If payment cannot be processed, your access to AI functionality may be suspended until payment is successfully completed. We reserve the right to terminate your account for persistent payment failures.
9. Intellectual Property
9.1 Our Intellectual Property
Stark Chat, including its software, design, logos, and documentation, is owned by Aduro Creative Ltd and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works based on our intellectual property without our prior written consent.
9.2 Feedback
If you provide us with feedback, suggestions, or ideas about our services, you grant us a perpetual, irrevocable, royalty-free licence to use, modify, and incorporate that feedback into our services without any obligation to you.
10. AI-Generated Responses
Stark Chat uses artificial intelligence to generate responses based on Your Content. You acknowledge and agree that:
- AI-generated responses may not always be accurate, complete, or appropriate
- You are responsible for reviewing and verifying any AI-generated output before relying on it
- AI-generated responses should not be treated as professional, legal, financial, or medical advice
- We do not guarantee the accuracy or reliability of AI-generated content
11. Privacy and Data Protection
Our collection and use of personal data is governed by our Privacy Policy, which forms part of these Terms. By using our services, you acknowledge that you have read and understood our Privacy Policy.
If you upload content containing personal data of third parties, you are the data controller for that data. You are responsible for ensuring you have a lawful basis for processing that data and for complying with applicable data protection laws.
12. Data Processing Agreement
Where we process personal data on your behalf as a data processor, the Data Processing Agreement available at starkchat.com/dpa applies and forms part of these Terms.
13. Disclaimers
To the maximum extent permitted by law:
- Our services are provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory
- We disclaim all warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement
- We do not warrant that our services will be uninterrupted, error-free, or secure
- We do not warrant the accuracy, completeness, or usefulness of any AI-generated content
Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
14. Limitation of Liability
Subject to the disclaimers above, to the maximum extent permitted by law:
- We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business, or goodwill
- Our total liability to you for any claims arising from or related to these Terms or our services shall not exceed the greater of: (a) the amount you paid us in the 12 months preceding the claim, or (b) £100
These limitations apply regardless of the theory of liability, whether based on contract, tort (including negligence), strict liability, or any other basis.
15. Indemnification
You agree to indemnify, defend, and hold harmless Aduro Creative Ltd and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to:
- Your use of our services
- Your Content or your sharing of content
- Your violation of these Terms
- Your violation of any rights of a third party
16. Suspension and Termination
16.1 Termination by You
You may terminate your account at any time by contacting us at privacy@starkchat.com or through your account settings.
16.2 Termination by Us
We may suspend or terminate your account at any time if:
- You breach these Terms
- You fail to pay applicable fees
- We are required to do so by law
- We decide to discontinue our services (with reasonable notice)
16.3 Effect of Termination
Upon termination, your right to use our services will cease immediately. We will delete Your Content in accordance with our data retention policy (within 90 days), unless we are required to retain it for legal purposes. Provisions that by their nature should survive termination will remain in effect.
17. Changes to These Terms
We may modify these Terms from time to time. We will notify you of material changes by posting the updated Terms on our website and updating the "Last updated" date. For significant changes, we may also notify you by email.
Your continued use of our services after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using our services and close your account.
18. General Provisions
18.1 Governing Law
These Terms are governed by and construed in accordance with the laws of England and Wales. Any disputes arising from these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.
18.2 Entire Agreement
These Terms, together with our Privacy Policy and any applicable Data Processing Agreement, constitute the entire agreement between you and us regarding our services and supersede any prior agreements.
18.3 Severability
If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
18.4 Waiver
Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
18.5 Assignment
You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.
18.6 Force Majeure
We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labour, or materials.
19. Contact Us
If you have any questions about these Terms, please contact us:
Email: privacy@starkchat.com
Company: Aduro Creative Ltd (trading as Stark Chat)
Company Number: 11200639
Address: Aduro Creative Ltd (trading as Stark Chat)
27 Old Gloucester Street, London, WC1N 3AX