These Terms are an agreement between you and Vidya Inc., a Michigan corporation ("Vidya", "we", "us"). They govern your use of vidya.co, the Vidya web and mobile apps, the Vidya BOS browser extension, Digital Twins, and every other product that links to these Terms (together, the "Service").
Please read Section 19 (Dispute Resolution). It requires binding individual arbitration and waives class actions, with a right to opt out within 30 days.
Other documents that form part of these Terms:
If you access Vidya under a license your institution holds, the Institutional Services Agreement between Vidya and your institution also applies and controls where it conflicts with these Terms.
By creating an account or using the Service you agree to these Terms. If you do not agree, do not use the Service. If you use the Service on behalf of an organization, you represent that you have authority to bind it, and "you" includes that organization.
Age. You must be at least 13 years old, or the minimum age required in your country to consent to use online services if higher. If you are under 18, you must have your parent or legal guardian's permission, and they must agree to these Terms on your behalf. Voice cloning and the Educator Agreement are available only to people 18 or older.
Accuracy. You must provide accurate information and keep it current. You may hold only one account unless we agree otherwise.
Security. You are responsible for your credentials and for all activity under your account. Tell us at hello@vidya.co immediately if you suspect unauthorized access.
School email verification. Some features, including free access to a Digital Twin from your own institution, require a verified email address at that institution. You may verify only addresses that belong to you.
Educator verification. Educators verify faculty status through a third-party identity provider before publishing a Digital Twin. You may not misrepresent your role or institution.
Vidya is an AI companion for higher education. Depending on your plan and settings it can converse by text and voice, remember your context over time, answer questions grounded in an educator's materials through a Digital Twin, connect to sources you authorize, and complete tasks on your behalf through connectors and the Vidya BOS extension.
We change the Service over time. We may add, modify, or remove features, models, and integrations. If a change materially reduces the core functionality of a paid plan during its term, you may cancel and receive a prorated refund of prepaid fees for the unused period.
Beta features. We may label features as beta, preview, or experimental. They may be unstable, may change or end without notice, and are provided without the warranties or support commitments that apply to the rest of the Service.
Vidya generates responses using machine learning. Outputs may be inaccurate, incomplete, out of date, or inappropriate for your situation. You are responsible for evaluating outputs before you rely on them, submit them, or act on them.
Vidya is not a substitute for a professor, doctor, lawyer, financial advisor, counselor, or emergency service. It does not provide professional advice. If you are in crisis or facing an emergency, contact local emergency services or a crisis line.
Vidya may produce similar or identical outputs for different users. Outputs are not unique to you and we do not represent that they are.
You agree to comply with the Acceptable Use and Academic Integrity Policy. In short:
We may restrict features, suspend, or terminate accounts for violations. Where an institution's agreement or the law requires, we may report violations to the institution.
Connected sources. You may connect Vidya to third-party services (learning management systems, calendars, library systems, campus services, MCP servers). You authorize Vidya to access those services on your behalf within the scope you grant. Those services' terms apply to your use of them. You can disconnect any source at any time.
Actions on your behalf. When you ask Vidya to take an action, such as submitting an assignment, booking an appointment, filling a form, or completing a task in Vidya BOS agent mode, you instruct and authorize Vidya to perform it as your agent. You are responsible for reviewing what Vidya proposes to do before confirming any action that is irreversible or has consequences, including submissions, purchases, and messages sent to others. Vidya shows you what it intends to do before irreversible steps and pauses for your confirmation where the interface indicates. We are not responsible for the results of actions you request or confirm, for actions taken on third-party sites in accordance with your instructions, or for third-party sites that change, malfunction, or reject an action.
Credentials. Vidya never asks for and never stores your passwords for third-party sites. Where a site requires you to sign in, you sign in yourself.
Third-party terms. You are responsible for making sure your use of Vidya on a third-party site complies with that site's terms. You will not use Vidya to access a site or take an action you are not permitted to take yourself.
Voice conversations are recorded and transcribed to provide the Service, as described in the Privacy Policy. Recording laws vary by place; do not use voice features in circumstances where recording is prohibited, and do not record others without their consent.
Creating a voice clone requires signing our Voice and Likeness Consent and being 18 or older. You may clone only your own voice. You may not use Vidya to clone, imitate, or generate speech in another person's voice without their documented consent, and you may not use synthetic voice to deceive anyone about who is speaking.
A Digital Twin is an AI representation of an educator's course materials, published by that educator under the Educator Agreement.
Access. Learners with a verified email at the educator's institution receive that educator's Digital Twin at no charge. Others may purchase access at the price the educator sets. Access is for the period shown at purchase.
What a Digital Twin is. A Digital Twin answers from the materials the educator approved. It is not the educator, does not speak for the educator in real time, and does not create an academic, advisory, or professional relationship between you and the educator. Where an educator has enabled a cloned voice, all speech is synthetic.
Availability. Educators may update or withdraw Digital Twins. If a Digital Twin you purchased is withdrawn before your access period ends, you receive a prorated refund or equivalent credit under the Billing, Credits and Refund Policy.
Educator visibility. Educators receive aggregated, de-identified analytics about their Digital Twin. They do not see your identity or your individual conversations unless you choose to share them.
Plans, credit allowances, prices, trial limits, renewal, cancellation, and refunds are set out in the Billing, Credits and Refund Policy, which is part of these Terms. Key points:
The Referral Program Terms govern referral rewards. Self-referral, multi-account abuse, and spamming are prohibited and forfeit rewards.
Ownership. You own the content you create with or upload to Vidya, including your conversations, files, memory, and the outputs Vidya generates for you to the extent permitted by law ("Your Content").
License to us. You grant Vidya a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, and create derivative works of Your Content solely to operate, secure, and personalize the Service for you and to comply with law. This license ends when you delete the content or your account, subject to the retention periods in the Privacy Policy. This license does not permit us to train models that serve other users on Your Content, and we do not.
Personalization. Your personal model adapter is built from Your Content, serves you alone, and is deleted with your account.
Responsibility. You are responsible for Your Content. You represent that you have the rights needed to upload it and that it does not violate the Acceptable Use Policy or any law. We may remove content that violates these Terms.
Feedback. If you send us ideas, suggestions, or feedback, we may use them without obligation to you.
The Service, including its software, models, design, brand, and documentation, belongs to Vidya and its licensors. We grant you a limited, revocable, non-exclusive, non-transferable license to use the Service in accordance with these Terms.
You will not, and will not help anyone else: copy, modify, or create derivative works of the Service; reverse engineer, decompile, or attempt to extract source code, models, weights, prompts, or training data; use the Service to build a competing model or service; scrape or harvest data from the Service by automated means; circumvent rate limits, credit accounting, access controls, or security measures; resell, sublicense, or share accounts or credits; or remove any proprietary notice.
"Vidya", "Vidya Digital Twin", "Vidya BOS", "Mascot", and our logos are trademarks of Vidya Inc. You may not use them without written permission.
If you download Vidya from the Apple App Store or Google Play, you also agree to that store's terms. These Terms are the end user license agreement for the mobile apps and are between you and Vidya, not the store.
13.1 Apple. The following applies to the iOS app, as required by Apple's Licensed Application End User License Agreement minimum terms:
(a) Acknowledgement. These Terms are between you and Vidya only, not Apple. Vidya, not Apple, is solely responsible for the app and its content. To the extent these Terms provide less protection than Apple's standard EULA, Apple's terms apply.
(b) Scope of license. Your license to the iOS app is limited to a non-transferable license to use it on Apple-branded devices that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the app may be accessed and used by other accounts associated with you through Family Sharing or volume purchasing.
(c) Maintenance and support. Vidya is solely responsible for providing any maintenance and support for the app. Apple has no obligation to furnish any maintenance or support.
(d) Warranty. Vidya is solely responsible for any product warranties, whether express or implied by law, to the extent not disclaimed. If the app fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the app to you. To the maximum extent permitted by law, Apple has no other warranty obligation with respect to the app, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty are Vidya's sole responsibility.
(e) Product claims. Vidya, not Apple, is responsible for addressing any claims by you or any third party relating to the app or your possession or use of it, including product liability claims, any claim that the app fails to conform to any applicable legal or regulatory requirement, and claims arising under consumer protection, privacy, or similar legislation.
(f) Intellectual property. In the event of any third-party claim that the app or your possession and use of it infringes that third party's intellectual property rights, Vidya, not Apple, is solely responsible for the investigation, defense, settlement, and discharge of the claim.
(g) Legal compliance. You represent and warrant that you are not located in a country that is subject to a US Government embargo or that has been designated by the US Government as a "terrorist supporting" country, and that you are not listed on any US Government list of prohibited or restricted parties.
(h) Developer contact. Vidya Inc., 239 Bogue St, East Lansing, MI 48823, hello@vidya.co.
(i) Third-party terms. You must comply with applicable third-party terms of agreement when using the app, for example your wireless data service agreement.
(j) Third-party beneficiary. Apple and Apple's subsidiaries are third-party beneficiaries of these Terms with respect to the iOS app, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.
13.2 Google Play. The Android app is distributed through Google Play and is subject to the Google Play Terms of Service. Google is not a party to these Terms and has no responsibility for the app. Google has no obligation to provide support. Purchases made in the Android app are processed through Google Play Billing or, where Google permits, an alternative billing option shown at checkout, and are subject to Google's refund policies.
13.3 Chrome Web Store. Vidya BOS is distributed through the Chrome Web Store and is subject to Google's Chrome Web Store terms. Its data practices are described in the Vidya BOS Privacy Disclosure.
13.4 Reporting and hiding content. You can flag any response, Digital Twin, or Digital Twin answer from within the app without leaving it, and you can hide any Digital Twin from your view. We review reports and use them to improve filtering and moderation. Contact hello@vidya.co for anything the in-app tools do not cover.
Our Privacy Policy explains how we handle your information. By using the Service you acknowledge that policy.
We respect intellectual property and expect you to do the same. Our Copyright Policy explains how to report infringement and how we handle counter-notices. We terminate the accounts of repeat infringers.
By you. You may delete your account at any time from Settings. Deletion is permanent. Prepaid fees are refundable only as described in the Billing Policy.
By us. We may suspend or terminate your access, with or without notice, if you breach these Terms, if your use creates risk or legal exposure for Vidya or others, if we are required to by law, or if we discontinue the Service. Where practical we will give notice and an opportunity to cure. If we terminate for reasons other than your breach, we refund prepaid fees for the unused period.
Effect. Your license to use the Service ends. You have 30 days to export Your Content unless we terminated for breach involving illegal activity or harm to others. Sections 4, 11, 12, 17, 18, 19, 20, and 21 survive.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, VIDYA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT OUTPUTS WILL BE ACCURATE OR RELIABLE, THAT ACTIONS TAKEN ON YOUR BEHALF WILL SUCCEED, OR THAT ANY DIGITAL TWIN WILL REMAIN AVAILABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMITTED BY LAW, VIDYA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, ACADEMIC OR PROFESSIONAL CONSEQUENCES, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, STATUTE, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS IS LIMITED TO THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND (B) ONE HUNDRED US DOLLARS.
THESE LIMITATIONS DO NOT APPLY TO LIABILITY THAT CANNOT BE LIMITED BY LAW, INCLUDING LIABILITY FOR GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE WHERE APPLICABLE LAW SO PROVIDES.
19.1 Informal resolution first. Before starting arbitration or any other proceeding, you and Vidya agree to try to resolve the dispute informally. Send a written notice to hello@vidya.co (or, if we start the process, we will email your account address) describing the dispute and the relief you want. Both sides agree to meet and confer in good faith, by phone or video if either side requests, within 60 days of the notice. Any statute of limitations is paused during this period. A court or arbitrator may not proceed with a claim until this step is complete.
19.2 Agreement to arbitrate. If the dispute is not resolved within 60 days, you and Vidya agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service, including its formation, interpretation, breach, or termination, and including whether a claim is subject to arbitration, will be resolved by binding individual arbitration rather than in court. The Federal Arbitration Act governs this Section.
19.3 Exceptions. Either party may (a) bring an individual claim in small claims court if it qualifies, and (b) seek injunctive or other equitable relief in court to protect intellectual property rights or to stop unauthorized use or abuse of the Service. This Section does not prevent you from filing a complaint with a government agency.
19.4 Rules and forum. The arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, available at www.adr.org. If AAA is unavailable, the parties will agree on a substitute administrator or a court will appoint one. The arbitrator will be a single neutral. Hearings will be held by video conference unless the arbitrator finds an in-person hearing is necessary, in which case it will be held in the county where you live or another mutually agreed place. The arbitrator may award the same relief a court could award to an individual party, and must follow these Terms as a court would.
19.5 Fees. Filing, administrative, and arbitrator fees are governed by the AAA rules. If your claim is for less than $10,000 and you are the claimant, Vidya will pay all filing, administrative, and arbitrator fees other than an initial filing fee capped at the amount of a court filing fee in your county, unless the arbitrator finds your claim frivolous. Each side pays its own attorneys' fees unless the arbitrator awards them under applicable law.
19.6 Class action and jury waiver. YOU AND VIDYA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate claims of different individuals and may not preside over any form of representative proceeding. YOU AND VIDYA WAIVE ANY RIGHT TO A JURY TRIAL. If the class action waiver is found unenforceable for a particular claim, that claim (and only that claim) will be severed and litigated in court under Section 20, and the remaining claims will be arbitrated.
19.7 Mass arbitration. If 25 or more similar claims are filed against Vidya by the same or coordinated counsel within 90 days, the parties agree to batch them in groups of 25 for administration, with one arbitrator per batch and a single set of fees per batch, and the parties will cooperate in good faith to resolve bellwether cases before the remaining batches proceed. Statutes of limitations are paused while batches are pending.
19.8 Opt out. You may opt out of this arbitration agreement within 30 days after you first accept these Terms by emailing hello@vidya.co from your account email with the subject "Arbitration Opt-Out" and your full name. Opting out does not affect any other part of these Terms. If you opt out, disputes will be resolved in court under Section 20.
19.9 Changes. If we change this Section after you accept these Terms, you may reject the change by emailing hello@vidya.co within 30 days of the change taking effect, in which case the prior version of this Section continues to apply between us.
19.10 Severability. If any part of this Section other than the class action waiver is found unenforceable, the rest of the Section remains in effect.
These Terms and any dispute arising from them are governed by the laws of the State of Michigan and the Federal Arbitration Act, without regard to conflict-of-law rules. Where a claim proceeds in court under Section 19, it will be brought exclusively in the state or federal courts located in Ingham County, Michigan, and you consent to their jurisdiction. If you live outside the United States, mandatory consumer protection laws of your country may also apply.
You will defend, indemnify, and hold harmless Vidya and its officers, directors, employees, and contractors from any claim, demand, loss, or expense (including reasonable attorneys' fees) arising from Your Content, your use of the Service, actions you direct Vidya to take, your violation of these Terms or of any law, or your violation of any third party's rights. We will notify you of any such claim and may control the defense at our option.
We may update these Terms. For material changes we will give at least 30 days' notice by email or in the app before the change takes effect, unless the change is required sooner by law or to address a security or legal risk. Non-material changes take effect when posted. If you keep using the Service after a change takes effect, you accept the updated Terms. If you do not accept a change, stop using the Service and, if the change materially harms you as a paying subscriber, contact us for a prorated refund.
Entire agreement. These Terms and the documents they incorporate are the entire agreement between you and Vidya about the Service and supersede any prior agreements.
Assignment. You may not assign these Terms. We may assign them in connection with a merger, acquisition, or sale of assets, or to an affiliate.
Severability. If any provision is unenforceable, it will be modified to the minimum extent necessary and the rest remains in effect.
No waiver. Our failure to enforce a provision is not a waiver.
Force majeure. We are not liable for delays or failures caused by events beyond our reasonable control.
Notices. We may notify you by email to your account address or in the app. Notices to us go to hello@vidya.co or Vidya Inc., 239 Bogue St, East Lansing, MI 48823.
Export controls. You will comply with US export laws and will not use the Service in violation of them.
No third-party beneficiaries. Except as stated in Section 13, there are none.
US government users. The Service is commercial computer software and commercial computer software documentation provided with only those rights granted to all other users under these Terms.
Interpretation. Headings are for convenience. "Including" means "including without limitation."
Vidya Inc. 239 Bogue St, East Lansing, MI 48823 hello@vidya.co
