1. About these Terms
These Terms of Service (“Terms”) govern your access to and use of https://vergora.ai, the Vergora account and console, application programming interfaces, model access, billing functions, developer tools, documentation, and related services that we make available (collectively, the “Services”).
The Services are operated under the Vergora brand by Weizhentian Science and Technology, Inc., a Delaware corporation (“Vergora,” “we,” “us,” or “our”).
Registered address: 2810 N Church St STE 90130, Wilmington, DE 19802, United States
Support and legal notices: support@megatron-sh.ai
By clicking an acceptance control, registering an account, or otherwise using the Services after these Terms are presented to you, you agree to these Terms and the Privacy Policy. If you use the Services on behalf of a company or other organization, you represent that you have authority to bind that organization.
2. Eligibility and availability
You must be at least 18 years old and legally capable of entering into these Terms. You must provide accurate and current information and must not impersonate another person or entity.
Vergora is being introduced gradually. Account registration, payment methods, models, endpoints, and geographic availability may vary by rollout stage. A model displayed in a catalogue is available only when the corresponding account, territory, supplier, and operational requirements are satisfied.
Availability is governed by the restrictions applicable to each model, provider, account, entity, organization, and country or territory. You must not use a VPN, proxy, false information, or another method to bypass a restriction. Vergora may decline registration, payment, or model access where required by law, sanctions, export controls, provider terms, payment-provider rules, or risk controls.
3. Accounts, workspaces, and API credentials
You are responsible for protecting your account credentials and API keys and for activity you authorize through them. You must:
use accurate registration information and keep it updated;
use strong authentication and reasonable access controls;
avoid placing secret keys in public repositories, client-side code, prompts, or public communications;
notify us promptly if you suspect unauthorized access or disclosure; and
promptly revoke or rotate compromised credentials where the product permits.
You must not sell, transfer, rent, or lend an individual account. API credentials may be used only by you and systems or team members that you authorize for the permitted purpose. You remain responsible for managing that access. Workspace membership and organization features apply only if and when those features are made available.
We may restrict a credential or account while investigating suspected compromise, abuse, fraud, or a legal requirement. Where reasonably possible, we will explain the restriction and provide a review channel.
4. Services and model access
The Services may include unified API access, API key management, model selection, usage and billing records, rate or spending controls, a developer console, Playground features, request logs, documentation, and related support. Only features actually shown as available in the product or documentation are included for your account.
Vergora may route a permitted request to an approved third-party AI service provider. A model publisher, infrastructure operator, API supplier, and contracting party may be different entities. All model and third-party rights remain with the applicable rights holders.
Your use of a model is subject to these Terms, the applicable documentation, and any model-specific or provider terms identified to you. You are responsible for determining whether a model is suitable and legally permitted for your territory, industry, content, and end-user use case.
Subject to the applicable model terms, you may integrate the Services into your own product and permit your authorized end users to use the resulting functionality. You may not resell, sublicense, distribute, or expose raw Vergora or model API access, or use the Services to build a competing API aggregation or resale service, unless Vergora approves that arrangement in writing. You are responsible for ensuring that your users and organization members comply with these Terms and the applicable model restrictions.
We may add, modify, suspend, or remove a model because of supplier changes, legal requirements, security, abuse, technical performance, or operational risk. Where reasonably possible, we will provide notice. We do not promise automatic fallback to another provider or preservation of identical output behavior after a model or version changes.
5. Acceptable use
You may use the Services only for lawful purposes and in accordance with applicable model restrictions. You must not use, attempt to use, or help another person use the Services to:
exploit or endanger children, or create, distribute, or facilitate child sexual abuse material;
create or distribute non-consensual intimate imagery or unlawfully process biometric likeness or voice;
facilitate fraud, phishing, impersonation, deceptive deepfakes, malware, credential theft, unauthorized surveillance, or unauthorized system access;
infringe intellectual property, privacy, publicity, confidentiality, or other legal rights;
promote or instruct serious violence, illegal activity, or self-harm in a manner prohibited by law or applicable model policy;
generate or distribute unlawful hateful, harassing, or discriminatory material;
evade geographic restrictions, account controls, rate limits, spending controls, billing, content safeguards, or other security measures;
probe, scan, overload, disrupt, reverse engineer, scrape, or systematically extract from the Services except where expressly permitted by law or written authorization; or
resell, sublicense, or expose raw Vergora access except within a separately approved commercial arrangement.
You must have the rights, notices, permissions, and other lawful basis needed for content you submit, including personal data or material concerning another person. If an approved integration serves end users, you must maintain enforceable end-user terms and notices that are appropriate for that service and take reasonable steps to address misuse.
We may use automated controls, human review where permitted and necessary, user reports, and supplier signals to enforce these rules. Any review of user content and its retention must follow the Privacy Policy and applicable law. We may warn, limit, suspend, terminate, preserve evidence, or report conduct where reasonably required. We will provide an appeal or review channel where appropriate.
6. Prices, prepaid balance, and request billing
Unless checkout states otherwise, prices and balances are denominated in USD. Available payment methods are those shown at checkout. Prices may vary by model, version, input or output unit, media parameters, or other disclosed billing dimensions. Taxes and separately charged fees, if any, must be shown as required before payment.
A prepaid balance may be used only to pay for Services. It is not offered as an investment, bank deposit, stored-value account for general purchases, or transferable currency.
The price version in effect when Vergora accepts a request applies to that request. A later price change does not reprice an already accepted request. We may reserve an estimated maximum charge and then settle against verifiable usage:
a request rejected before provider processing is not charged an inference fee;
a confirmed failure with no billable usage releases the reservation;
partial output or client disconnection does not by itself mean that no provider work or billable usage occurred;
a charge for partial or completed processing must follow the disclosed model rule and supported usage evidence;
if the outcome or usage is uncertain, the affected amount may remain reserved while we investigate; and
Vergora will not charge an incremental amount it cannot substantiate.
If you believe a charge is incorrect, contact support with the request identifier and order information. Do not send passwords, API secrets, or full payment-card details.
Prepaid credit purchases range from USD 5 to USD 25,000 per transaction, subject to checkout, account, compliance, and risk limits. USD card payments are processed through Stripe. The total purchase amount and any applicable tax or separately charged fee are displayed before confirmation. Model pages state the applicable billing units and prices. Usage charges are calculated with decimal precision and rounded up to USD 0.00000001 per billing component. Partial output and client disconnection are charged only for verifiable billable usage. An uncertain usage or charge will be investigated and corrected within ten Business Days after we receive the information reasonably needed to investigate it; any unsubstantiated reservation will then be released.
7. Refunds
You may request a refund through support@megatron-sh.ai. Include the account email, recharge order identifier, requested amount, reason, and information reasonably needed to identify the transaction. We may ask for proportionate verification. Never send your password, API key, or full card number.
Refund eligibility is calculated separately for each recharge order. The refundable amount is the unconsumed amount actually paid for that order, less amounts already refunded or under refund. A fully unused order may be refunded up to its unconsumed paid amount. A partially used order may be refunded up to its remaining refundable amount. Promotional or free credits are not cash and are not included in a cash refund unless their promotion expressly states otherwise.
Amounts reserved for unresolved usage must first be reconciled. We will tell you that the refund is pending and what remains unresolved; we will not describe it as completed.
After receiving a complete application, we will complete our review and initiate an eligible refund within one Business Day. “Business Day” means Monday through Friday, excluding United States federal holidays, measured in U.S. Eastern Time. If information is missing or a payment or usage status remains unresolved, we will explain the issue and next step within the same period.
Refunds are normally returned to the original payment method. Initiation does not mean that funds have reached your account. The payment processor and your bank determine posting time and may require additional action or return a failed refund. We do not guarantee receipt within ten Business Days.
A refund and a chargeback or payment dispute may not reimburse the same amount twice. Mandatory cancellation, refund, and consumer rights continue to apply.
A refund request for unused paid Credits must be submitted within 24 hours after the relevant purchase transaction. Credits expire 365 days after the purchase date unless checkout states a shorter period required by law or a promotion expressly provides otherwise. Original payment-processing or platform fees are non-refundable to the extent they were disclosed before payment and are not returned to Vergora by the processor; taxes are refunded only where required by law or recoverable. Digital-asset payments, if offered, are non-refundable except where law requires otherwise.
8. User content, outputs, and intellectual property
As between you and Vergora, you retain your rights in content you submit. You grant Vergora a limited, non-exclusive licence to access, reproduce, transmit, temporarily store, and otherwise process that content only as necessary to provide and secure the requested Services, support you, enforce these Terms, and comply with law. Training, evaluation, product improvement, and upstream use are governed by the Privacy Policy and applicable model disclosures; this clause does not independently authorize unrestricted use.
Subject to these Terms, you may use output to the extent permitted by applicable law and model-specific terms. AI output may be inaccurate, biased, harmful, non-unique, or subject to third-party rights. Vergora does not promise that output is original, copyrightable, suitable for a particular purpose, or free of infringement. You must review output before relying on or publishing it, especially in legal, medical, financial, employment, safety-critical, or other high-impact contexts.
Vergora’s name, marks, software, interface, documentation, and original platform material are owned by Vergora or its licensors. These Terms do not grant permission to copy, modify, distribute, or commercially exploit them except as needed for permitted use of the Services.
If you believe material accessible through the Services infringes your rights, contact support@megatron-sh.ai with your contact information, identification of the work and material, its location, the basis of your claim, and a statement that the information is accurate. We may request additional information and will process notices under applicable law.
9. Third-party services
Payment processors, model providers, hosting services, authentication providers, and links to external services may have their own terms and privacy practices. Vergora is responsible for its own obligations and does not control third-party services. We are not responsible for events outside our reasonable control, but this clause does not waive rights or responsibilities that cannot lawfully be limited.
10. Suspension, termination, and account closure
You may stop using the Services and request account closure through support. Stopping use does not automatically submit a refund request or resolve an outstanding charge.
We may limit or terminate access for a material breach, fraud, non-payment, security threat, unlawful activity, repeated abuse, supplier restriction, or legal requirement. Where the circumstances permit, we will provide notice, a reason, and an opportunity to cure or request review. Immediate action may be necessary to prevent harm or comply with law.
Termination does not automatically forfeit an otherwise refundable balance. We will reconcile outstanding usage and refunds. Data following closure is handled under the Privacy Policy and applicable retention obligations. Sections concerning accrued payment, ownership, disputes, disclaimers, liability, and other provisions that by their nature should survive will remain effective.
11. Disclaimers and service limitations
AI and third-party infrastructure may produce errors, delays, interruptions, or changed results. Except for an express written service-level agreement, the Services are provided on an “as available” basis. We do not guarantee uninterrupted availability, a particular model, identical output, or fitness for an undisclosed purpose.
Nothing in these Terms excludes warranties, remedies, liability, or other rights that cannot lawfully be excluded or restricted.
12. Liability and indemnity
TO THE MAXIMUM EXTENT PERMITTED BY LAW, VERGORA AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF VERGORA AND THE PARTIES LISTED ABOVE FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE TOTAL FEES YOU PAID TO VERGORA DURING THE TWELVE MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM.
These limitations do not apply to liability that cannot lawfully be excluded or limited. You will defend, indemnify, and hold harmless Vergora and its affiliates, officers, employees, and agents from third-party claims, damages, and reasonable costs arising from your unlawful content, infringement, material breach of these Terms, or violation of law. Vergora will give reasonable notice, allow you to control the defence where appropriate, and will not agree to a settlement imposing a non-monetary obligation on you without your consent.
13. Changes and notices
These Terms are effective on September 7, 2026. We may update them to reflect product, supplier, legal, or operational changes. Material changes will be communicated before they take effect where required. Where law requires renewed agreement, consent, or a right to terminate, we will provide it.
Changes do not retroactively reprice accepted requests or remove rights that have already accrued. Service, security, payment, and legal notices may be sent through the account, website, or the email associated with the account.
14. Governing law and disputes
Please contact support@megatron-sh.ai first so that we can try to resolve a complaint.
These Terms and any dispute arising out of or relating to them or the Services are governed by Delaware law, excluding conflict-of-laws principles, while preserving mandatory rights that apply in your place of residence.
Before filing a claim, a party must send written notice and allow 30 days for informal resolution. Except for eligible small-claims matters or a request for urgent injunctive relief concerning unauthorized access, security, or intellectual property, unresolved disputes will be resolved by binding individual arbitration administered by the American Arbitration Association under its applicable Consumer Arbitration Rules or Commercial Arbitration Rules. The Federal Arbitration Act governs this arbitration provision. Arbitration may occur remotely or in Delaware, unless applicable law requires another location.
YOU AND VERGORA WAIVE A JURY TRIAL AND MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION, TO THE EXTENT PERMITTED BY LAW. You may opt out of arbitration by emailing support@megatron-sh.ai within 30 days after first accepting these Terms, stating your name, account email, and an unambiguous request to opt out. Courts located in Delaware have exclusive jurisdiction over claims not subject to arbitration, subject to mandatory local rights. The English version controls if translations conflict.
15. Other terms
These Terms, the Privacy Policy, applicable model notices, and any order form or separately signed agreement constitute the agreement for their stated scope. A signed agreement should state which term prevails if there is a conflict.
If a provision is unenforceable, the remainder continues to the extent permitted by law. Failure to enforce a term is not a waiver. You may not assign these Terms without our consent, except where applicable law provides otherwise. Vergora may assign them as part of a merger, reorganization, financing, or transfer of the relevant business, subject to applicable notice and privacy obligations.