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Legal

Terms of Service

Last updated August 7, 2026

Playhead, Inc. (“Playhead”, “we”, “us”, or “our”) provides online Services (as defined below) that enable our users to leverage artificial intelligence (“AI”) to edit and mix User Audio (as defined below), through our AI-powered platform (the “Playhead Offering”) and related technology-enabled services, any Apps (as defined below), and other related websites, tools, agent orchestration systems, Integrations (as defined below), domains, subdomains, software, code, algorithms, web interfaces, content, and services or hosted services, including all versions and upgrades thereto (collectively, the “Services”). The Playhead Offering may be provided as both a native Plugin for select Editing Software (both as defined below) and a standalone offering. These Terms of Service (these “Terms”) set forth the legally binding terms and conditions between us and the user who is accessing the Services or who registered for an Account (as defined below) (“User”, “you”, or “your”).

We may, at our discretion, update these Terms at any time. You can access and review the most current version of these Terms at the URL for this page or by clicking on the “Terms of Service” link within the Services, or as otherwise made available by us. Additionally, any revision or addition to the Services may also be subject to additional terms outlined with respect thereto as applicable, and you shall be subject to the terms and conditions of any other agreement between Playhead and you, including our Privacy Policy (“Additional Terms”).

PLEASE REVIEW THESE TERMS CAREFULLY AND CONTACT US IF YOU HAVE ANY QUESTIONS. You may use the Services only if you can form a binding contract with Playhead pursuant to applicable laws, and only in compliance with these Terms and all applicable laws. BY REGISTERING FOR AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.

Our Services are not intended for users under the age of 13. Users under 13 are prohibited from submitting personal data or using the Services. If you are under 13 years old, you may not use or access the Services at any time or in any manner.

If you are a minor under eighteen (18) years of age (or the age of majority where you live, whichever is greater), you may not enter into these Terms, and your parent or legal guardian must enter into these Terms on your behalf.

By accepting these Terms, if you are the parent or legal guardian of a minor, you represent that you have reviewed and agreed to these Terms on behalf of your minor child or ward and authorize Playhead to provide the Services and access to the Playhead Offering to such minor child. Parents or legal guardians remain fully responsible and liable for all actions taken by minor children using the Services under their authorization, including for payment for all Paid Features and compliance with these Terms. Playhead reserves the right to require verification of your age and any parental consent allowing a minor child to use the Services or access the Playhead Offering.

THESE TERMS, AND ANY ADDITIONAL TERMS THAT REFERENCE THESE TERMS, REQUIRE FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS, ANY ADDITIONAL TERMS THAT REFERENCE THESE TERMS, OR YOUR ACCESS TO OR USE OF THE SERVICES, INCLUDING THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THESE TERMS, AND YOU AGREE THAT ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. PLEASE REVIEW SECTION 16 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM.

1. Certain Definitions

1.1 “Account” means the registered profile established by you or on your behalf to access and use the Services, including associated credentials, preferences, settings, usage history, and any content, data, or information submitted or maintained through that profile.

1.2 “Aggregated Usage Data” means data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies, including usage data derived from your interaction with the Services (such as feature usage patterns, software interaction data and workflow analytics), that is aggregated in a manner that does not reveal any personally identifiable information about you and cannot be reasonably used to identify you as the source of such data or reveal, whether directly or indirectly, your identity.

1.3 “API” means an application programming interface, including an API that allows integration between the Services and an AI model.

1.4 “App(s)” means Playhead’s mobile or desktop local agent software or application.

1.5 “App Store” means the App Store, Google Play or any similar service.

1.6 “Confidential Information” shall mean all information disclosed or made available by either party to the other party which the disclosing party considers confidential or proprietary, including information consisting of or relating to the disclosing party's technology, trade secrets, know-how, business operations, plans, strategies, customers, and pricing, and information with respect to which the disclosing party has contractual or other confidentiality obligations, in each case whether or not marked, designated, or otherwise identified as "confidential". Without limiting the foregoing, (i) all of your data included in your Account is and will remain your Confidential Information; and (ii) the Services and related pricing are and will remain our Confidential Information. Confidential Information shall not include information that: (a) can be demonstrated to have been publicly known at the time of the disclosing party's disclosure of such Confidential Information to the receiving party; (b) becomes part of the public domain or publicly known, by publication or otherwise, not due to any unauthorized act or omission by the receiving party; (c) can be demonstrated to have been independently developed or acquired by the receiving party without reference to or reliance upon such Confidential Information; or (d) is provided to the receiving party by a third party who is under no obligation to the disclosing party to keep the information confidential. The foregoing exclusions shall not apply to your data in your Account.

1.7 “Community” means any Playhead-hosted community, messaging, channel, forum, or similar feature that enables communication between Playhead and users, or among users, including the submission of audio for feedback.

1.8 “Credits” means the prepaid usage units that may be required to access or use certain Paid Features, which may be included as part of a subscription or purchased separately in add-on packs.

1.9 “Data” means all information, data, and other materials provided to or accessible through the Services.

1.10 “Device” means any computer, laptop, workstation, mobile device, or other device that you use to access or use the Services.

1.11 “Editing Software” means any audio or video editing software.

1.12 “Fee” means the fees charged by us for Paid Features ordered through the Services, as set forth in an order confirmation page or other similar format.

1.13 “Input” means any Data that you input, upload, or otherwise provide to the Services.

1.14 “Intellectual Property Rights” means all rights associated with patents and inventions; copyrights, mask works and other works of authorship (including moral rights); trademarks, service marks, trade dress, trade names, logos and other source identifiers; trade secrets; software, databases and data; and all other intellectual property and industrial designs.

1.15 “Integrations” means any integration of the Playhead Offering with your Devices or Third Party Services, including through use of an API or Plugin.

1.16 “Marks” mean the Playhead names, brands, trademarks, service marks or logos that Playhead makes available on the Services.

1.17 “Optional Features” means optional features, settings or functionalities of the Services, including without limitation any features relating to monitoring, recording, or screen capture.

1.18 “Output” means Data, including Treated Audio, generated by the Services based on Inputs and which is processed through the Services.

1.19 “Paid Features” means premium features, functionality, or services offered by us for a Fee, whether on a one-time, subscription (i.e., a Recurring Service), or Credit basis.

1.20 “Payment Processor” means any applicable third-party payment processor used by us in connection with our collection of Fees.

1.21 “Playhead Materials” mean: (i) the Services and all intellectual property embodied therein, related thereto, or derived therefrom, including, without limitation, all underlying software, code, or algorithms; (ii) Aggregated Usage Data; (iii) configurations, parameters, presets, or effects provided or generated by the Services; and (iv) modifications, adaptations, or derivations of or improvements of the foregoing (i), (ii) or (iii).

1.22 “Plugin” means an Integration that allows you to access and use the Services within or through a Third Party Service, such as Editing Software, whether provided by Playhead or a Third Party Provider.

1.23 “Plugin Integrations” means features that allow the Services to detect, access, analyze, host, and use your Third Party Plugins, including to collect information about them and their capabilities and parameters, to apply preferences you configure, and to incorporate one or more instances of them into configuration, parameter, preset, or effect chains.

1.24 “Public Content” means any User Generated Content that you upload to a public or semi-public space or that is available to other users of the Services or the public.

1.25 “Recurring Service” means a Paid Feature that is offered as a recurring monthly or annual subscription.

1.26 “Third Party Plugin” means any third-party audio or video processing software plugin (such as a VST, AU, AAX, or similar format plugin), together with any associated presets, settings, parameters, metadata, and documentation, that is installed on or accessible through your Device and that can be hosted or used by other software, including the Services.

1.27 “Third Party Provider” means, as applicable: (i) the proprietor of any App Store; or (ii) a third party who provides, owns, hosts, or licenses Third Party Services or Third Party Sites.

1.28 “Third Party Services” means: (i) Editing Software or Third Party Plugins provided by Third Party Providers; (ii) services delivered or performed by Third Party Providers independently of the Services; or (iii) other online, web-based CRM, ERP, or other subscription services, and any associated offline products provided by Third Party Providers that interoperate with the Services.

1.29 “Third Party Sites” means other websites or offerings that are owned, hosted, or licensed by a Third Party Provider, including Discord.

1.30 “Treated Audio” means User Audio that has been processed or mixed through the Services.

1.31 “Usage Limits” means the usage limitations we set, including without limitation any limits on the number of Devices connected to your Account or User Data volume.

1.32 “User Audio” means your musical works, music or sound recordings, audio tracks, songs, or other audio content, together with Treated Audio.

1.33 “User Data” means User Audio, Treated Audio, Input, Output, and any other Data that you provide to Playhead or that is collected on your behalf in connection with the Services, except for any Playhead Materials embodied or incorporated therein.

1.34 “User Generated Content” means any User Audio or other Data, content, information or materials you post, upload, submit or otherwise make available to other users or third parties through the Services or otherwise.

2. Rights

2.1 Grant of Rights. During the term of these Terms, and subject to and conditioned on your compliance with these Terms, Playhead hereby grants you, for your personal or internal business use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services as permitted herein. Your access to and use of the Services must further comply in all material respects with any Additional Terms, Usage Limits, and all usage guidelines posted or otherwise provided by Playhead. Playhead may monitor your usage and, in its discretion, notify you or restrict, suspend, or charge for any use exceeding the Usage Limits. You hereby agree that Playhead may collect or generate Aggregated Usage Data in connection with providing you access to the Services.

For the avoidance of doubt, you may use the Services within your professional music production workflows, including on projects for which you are being compensated, and may release, distribute, and commercially exploit User Audio that has been processed through the Services, subject to the terms of these Terms, including the restrictions in Section 4.

2.2 Service Modification. Playhead reserves the right at any time to modify, suspend, or discontinue the Services (or any portion thereof) with or without notice, and Playhead shall not be liable to you or any third party for any such modification or discontinuance.

2.3 Playhead Marks. You may not use the Marks that we make available on the Services. Playhead claims trademark protection over all our Marks, and you will not use the Marks except as expressly authorized herein. You will not remove or alter the Marks or any proprietary notices on the Services. The Marks may not be included in or as part of any registered corporate name, any other logo, or service or product name. You may not create any derivative works of the Marks or use the Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with Playhead. You will not otherwise use business names or logos in a manner that can mislead, confuse, or deceive any third party. All use of the Marks and all goodwill arising out of such use, will inure to Playhead’s benefit.

2.4 Public Content. You grant Playhead, and its sub-licensees, a license to your Public Content. The foregoing license: (a) is granted to the fullest extent and for the maximum duration permitted by applicable law (perpetually, if permitted), and is non-exclusive, unrestricted, irrevocable, royalty-free, transferable, fully sublicensable, and worldwide; and (b) covers the rights to use, store, display, reproduce, save, modify, adapt, publish, translate, create derivative works from, perform, distribute, and/or redistribute all or a part of your Public Content in any form or media now known or later created, for the purposes of operating, developing, providing, and using the Services and any App. Notwithstanding the foregoing, with respect to any User Audio included in your Public Content (for example, audio you share through the Community or other sharing features to obtain feedback), the license you grant is limited to a non-exclusive, royalty-free, worldwide, sublicensable license to host, store, reproduce, display, and enable playback of such User Audio, and to make it available to other users, in each case solely as necessary to operate and provide the applicable Community or sharing feature. Playhead will not use such User Audio for advertising, marketing, or promotional purposes without your separate, express consent. You can delete your Public Content at any time. Deleting Public Content other than User Audio does not revoke or restrict our license to that Public Content, which means that even if you delete such Public Content: (i) Playhead and its users may retain and continue to use, store, display, reproduce, repost, modify, create derivative works, perform, and distribute any of such Public Content that other users have stored or shared through Playhead; and (ii) we do not have to stop using or publishing such Public Content; provided that, upon your written request, we will use commercially reasonable efforts to remove or restrict access to such deleted Public Content to the extent within our control. For clarity, we cannot guarantee, and are under no obligation to ensure, the removal of, or restriction of access to, any such deleted Public Content, and no such written request or any resulting removal or restriction (or attempt to remove or restrict access) revokes or restricts the license granted under this Section 2.4 with respect to such Public Content. With respect to User Audio, if you delete such User Audio, the license granted above will terminate on a going-forward basis and Playhead will cease using such User Audio, except that this termination does not apply to (x) copies of such User Audio that other users have already stored or shared through the Services, and (y) routine backup, archival, or audit copies retained in the ordinary course, which will be deleted or overwritten in accordance with our standard retention practices.

3. Accounts

3.1 Accounts. You can use our Services with or without an Account. Please note that an Account gives you access to more features on the Services. When you create your account, you agree to only provide correct and complete information. You are responsible for the accuracy of the data in your Account and Playhead cannot be held liable in that respect. If your Account remains inactive for two (2) years or longer, Playhead reserves the right to suspend or terminate your Account, with or without notice to you, and delete your content all without liability.

3.2 Credentials and Security. You may not share your account or password with anyone. You are fully responsible for protecting your Account credentials and for all activities that occur under your Account. You agree to notify Playhead immediately of any unauthorized use of your Account, password, other credentials, or any other similar breach of security and cooperate with us to eliminate and mitigate any such unauthorized use or breach of security.

3.3 Account Moderation. We reserve the right to refuse to provide the Services to anyone. We are entitled to suspend, block or delete your Account, including but not limited to cases where Playhead receives a legitimate notice-and-take-down or DMCA request, in case of violation of one or more of these Terms or any usage guidelines, any form of fraud, intentional abuse or any willful misconduct (or attempt thereto) in using any of the Services or disruption of a proper functioning of the Services. If, for whatever reason, your Account is blocked or deleted due to your violation of these Terms, you are no longer entitled to use the Services in any way (whether through that Account, another Account, or without an Account).

4. Use of the Services

4.1 Devices, Technical Requirements, and Permissions. You shall only access the Services on Devices that you own, lease, or are authorized to use to access the Services. You are solely responsible for obtaining, configuring and maintaining any hardware, network connectivity and third-party software required to access the Services, including computers, operating systems, web browsers and storage devices. You are solely responsible for configuring, enabling, or disabling any access or use permissions and privacy or security controls for your Device, operating system, or web browser. We shall have no responsibility or liability for how you configure, enable, or disable any access or use permissions and privacy or security controls.

4.2 Optional Features. You are solely responsible for configuring, enabling, or disabling any Optional Features. Your selection, configuration, or use of any Optional Features are made at your own discretion. We shall have no responsibility or liability for your choices regarding Optional Features.

4.3 Use Restrictions. You must ensure that your use of the Services is in accordance with these Terms and for the purposes for which Playhead intended the Services to be used. You may not use the Services in any way that impairs the integrity or continuity of Playhead’s systems and/or the Services. It is your responsibility to use the Services in compliance with all applicable laws and with any third party rights. More specifically (without limitation), in your use of the Services, you will not:

4.3.1access or use the Services beyond the scope of rights granted hereunder (including by attempting to circumvent or bypass any Usage Limits communicated or imposed by Playhead);

4.3.2use, reproduce, modify, adapt, create derivative works from, sublicense, publicly perform, publicly display, distribute, sell, lease, rent, make, have made, assign, pledge, transfer or otherwise grant rights to the Services, except as expressly permitted under these Terms;

4.3.3reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive trade secrets, algorithms, or the source code, architectural framework, or data records, within or associated with the Services;

4.3.4interfere with or disrupt the integrity or performance of the Services, including by disrupting the ability of any other person to use or enjoy the Services;

4.3.5provide the Services on a service bureau, rental or managed services basis, provide or permit other individuals or entities to "frame" or "mirror" the Services on any other server, or wireless or Internet-based device;

4.3.6access the Services for the purpose of developing, marketing, selling, distributing, training, fine-tuning, or improving any: (i) AI or machine learning model or system; or (ii) other product or service that competes with or includes features substantially similar to the Services;

4.3.7violate any applicable local, state, provincial, federal or international law or regulation, or use the Services for any illegal, unauthorized or otherwise improper purposes, including to store or transmit malicious code, or to store or transmit material in violation of third-party privacy rights;

4.3.8remove or obscure any proprietary notices or Marks that appear within the Services;

4.3.9impersonate any person or entity, including Playhead personnel, or falsely state or otherwise misrepresent your affiliation with Playhead, or any other entity or person;

4.3.10forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Services;

4.3.11take any action that imposes an unreasonable or disproportionately heavy load on the Services or its infrastructure; or

4.3.12use spiders, crawlers, robots, scrapers, automated tools or any other similar means to access the Services (including to scrape, pull, extract, harvest, or otherwise bulk collect any audio available on or through the Services, for any purpose whatsoever);

4.3.13use the Services to make, inform or substitute any material decision that affects rights, obligations, interests, benefits or liabilities of a party or any individual;

4.3.14misrepresent the nature of any AI assistance provided by or through the Services, including by representing or presenting Output created using AI assistance was created solely by humans without the assistance of AI, in any circumstance where disclosure of AI involvement is required by applicable law or by the rules of any platform, service, or competition to which you submit such Output;

4.3.15download, reproduce, or archive any substantial portion of the Services;

4.3.16integrate the Services with any device without the consent of the device’s owner or primary user; or

4.3.17use the Services to collect, monitor, process, store or transfer Inputs from any other person or entity without their express, informed consent.

4.4 Content Restrictions. You will not upload, post, email, store, transmit, or otherwise make available any content that:

4.4.1is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or otherwise objectionable;

4.4.2may not be made available under any law or under contractual or fiduciary relationships (such as confidential or proprietary information learned as part of an employment relationship or under a non-disclosure agreement);

4.4.3infringes any patent, trademark, trade secret, copyright, or other proprietary right of any party;

4.4.4consists of unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, commercial electronic messages, or any other form of solicitation;

4.4.5contains software viruses or any other code, files or programs designed to interrupt, destroy or limit the functionality of any software or hardware;

4.4.6is sensitive data, such as any (A) personal data beyond the minimum necessary to create and maintain an account, (B) sensitive personal information (including precise geolocation, government identifiers, or passwords), (C) protected health information or other medical information subject to HIPAA or similar laws, (D) financial account numbers, payment card data, or other highly sensitive financial information, (E) biometric identifiers or biometric information (including voiceprints used specifically for identification; for the avoidance of doubt, vocal recordings and musical performances submitted as User Data for processing by the Services shall not be considered voiceprints or biometric information under this Section 4.4.6), or (F) any other data regulated as “sensitive” or “special category” under applicable law; or

4.4.7consists of information that you know or have reason to know is false or inaccurate.

4.5 Publishing. Subject to Section 4.3, you are expressly permitted to: (i) publish, display, distribute, or otherwise make Output and other content related to the Services (including screenshots and screen recordings) available to third parties solely on a non-commercial basis; and (ii) demonstrate, display, or stream your own use of the Services (including through live or recorded demonstrations or tutorials). For the avoidance of doubt, this Section 4.5 does not permit you to provide others with access to the Services or misrepresent your affiliation with Playhead, nor does it in any way modify or limit Section 4.4.

4.6 Support Cooperation. If you request support or report a problem, you agree to reasonably cooperate with Playhead in troubleshooting, support or maintenance of the Services, including providing access to your Devices, logs or other information reasonably requested by Playhead. You acknowledge and agree that, when you report a problem or request support, you may elect to transmit to Playhead diagnostic information reasonably necessary to investigate and resolve the issue, including snippets of User Audio, chat history, and information about the state of the Services and your Device, which Playhead may use in accordance with the Privacy Policy. If you elect not to provide such diagnostic information, we may not be able to provide support, and we are not responsible for any issues that may arise related to your support request. Playhead shall have no obligation to resolve or address any support request.

4.7 Compliance Monitoring. You acknowledge and agree that the Services may include features that allow us to monitor use of the Services to confirm that such use complies with these Terms, which may allow us to disable use of the Services remotely. If we determine, in our sole discretion, that your use of the Services imposes an unreasonable or disproportionately high load or burden on Playhead’s infrastructure, systems or resources, we may take reasonable actions to protect the integrity and performance of the Services or its infrastructure, systems or resources, including temporarily limiting, suspending or throttling your access to the Services or certain features thereof. We will make a reasonable effort to notify you (email being sufficient) prior to taking such actions and will work in good faith to resolve the underlying issue.

4.8 Enforcement. We shall not be responsible for your failure to comply with any of the representations, warranties, and covenants in this Section 4 or otherwise herein. If you act contrary to this Section 4, we reserve the right to block and/or terminate your Account and/or your use of the Services at any time and to remove all information relating to you and your misconduct. Playhead’s failure to enforce any of these restrictions or guidelines shall not act as a waiver for any future enforcement, will not be considered a breach of these Terms by Playhead, and does not create a private right of action for any other party.

5. Data and Intellectual Property

5.1 Data Processing. In addition to these Terms, the Playhead Privacy Policy at https://playhead.fm/privacy (“Privacy Policy”) applies to how Playhead may process information provided about you as part of the Services. You acknowledge and agree that by accessing or using the Services, Playhead may receive certain information about you, including personal data, as set forth in the Privacy Policy, and Playhead may collect, use, disclose, store, share, and process such personal data in accordance with such Privacy Policy.

5.2 Responsibility for Data. All Data accessible through the Services is the sole responsibility of the party from whom such Data originated. You acknowledge and agree that: (i) the Services may provide access to or rely on Data from third parties (including without limitation, via Third Party Services), and such third parties, and not Playhead, are entirely responsible for such Data; (ii) you, and not us, are entirely responsible for the accuracy, quality and legality of all User Data; and (iii) you are solely responsible for giving all required notices and obtaining all necessary consents, rights and authorizations (including all required permissions from Intellectual Property Rights holders) before submitting User Data (if any) through or to the Services or Playhead. We shall use User Data solely in accordance with our Additional Terms. We disclaim any responsibility for disclosure, modification or deletion of User Data resulting from access or use of any Third Party Services. Due to the nature of the Services and AI generally, Output may not be unique, and other users may receive similar output from the Services. For the avoidance of doubt, nothing in this Section 5.2 shall limit any rights afforded in Section 5.4.

5.3 Input and Output. For certain elements of the Services, you may provide Input and receive Output, including Treated Audio, from the Services based on such Input. Due to the nature of the Services and AI generally, Output may not be unique, and other users may receive similar output from the Services. You understand that the Output is produced using User Data that you input to the Services and, as such, the Output may be offensive, triggering, sexually explicit, indecent, blasphemous, or otherwise objectionable. We are not liable to you for any User Data or Output that you or any third party finds morally or legally offensive. For the avoidance of doubt, nothing in this Section 5.3 shall limit any rights afforded in Section 5.4.

5.4 Our Ownership.

5.4.1Generally. The Services provided or made available to you hereunder are licensed, not sold. You acknowledge and agree that, as between Playhead and you, Playhead owns all right, title and interest (including all Intellectual Property Rights) in and to the Playhead Materials.

5.4.2Aggregated Usage Data. Notwithstanding anything herein to the contrary, Playhead shall have the right to collect and analyze Aggregated Usage Data. Playhead is free (including after the termination of these Terms) to: (i) use Aggregated Usage Data to improve and enhance the Services, train and develop AI and machine learning models, and for other development, diagnostic and corrective purposes in connection with the Services and other Playhead products and services; and (ii) disclose Aggregated Usage Data in connection with Playhead’s business, products and services.

5.5 Your Ownership. Playhead acknowledges and agrees that, as between you and Playhead, you own all right, title and interest (including all Intellectual Property Rights) in and to all User Data (including User Audio, User Generated Content, and Treated Audio), excluding any Playhead Materials embodied therein and any modification, derivation, or other alteration in or to any Public Content you post or publish. You hereby grant Playhead and its service providers a royalty-free, non-exclusive license to use, process, store, transmit, transfer and reproduce User Data: (i) as necessary for Playhead to provide the Services to you; (ii) to improve and enhance the Services, including to develop new features, and fix bugs; and (iii) to generate Aggregated Usage Data as set forth in Section 5.4.2. Notwithstanding the foregoing, Playhead’s use of any User Audio or Treated Audio that you share as Public Content is further governed by, and limited as set forth in, Section 2.4, and nothing in this Section 5.5 grants Playhead any broader rights in such User Audio or Treated Audio. You are solely responsible for User Data, including ensuring that it does not violate these Terms or any applicable law.

5.6 Clarifications. For the avoidance of doubt:

5.6.1Playhead shall not use User Audio or Treated Audio to train or refine AI models or algorithms; and

5.6.2as between the parties: (i) you retain all right, title, and interest (including all Intellectual Property Rights) in and to Inputs and Outputs, including your User Audio and Treated Audio; and (ii) Playhead shall own all right, title and interest in and to any Playhead Materials embodied in or incorporated into the Inputs or Outputs. You hereby grant Playhead a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive, sublicensable, and transferable license to use, host, store, reproduce, modify, create derivative works of, publicly perform, publicly display, distribute, and otherwise exploit any Inputs and Outputs as necessary for Playhead to operate, provide, and improve the Services. Your ownership of User Data is not affected by the processing of such audio through the Services.

5.6.3For clarity, and subject to the license granted to Playhead in Section 5.6.2, you own the Outputs you generate through the Services and may access, save, use, and share them, including within the Community and through public sharing features, subject to these Terms (including the content restrictions in Section 4).

5.7 Reserved Rights. The Playhead Materials are licensed, not sold, and Playhead retains and reserves all rights not expressly granted in these Terms. You acknowledge and agree that, as between you and Playhead, Playhead and its licensors (including other users) own all rights, title and interest (including all Intellectual Property Rights) in the Playhead Materials, Aggregated Usage Data, and all data, content, and other materials (except for your User Generated Content) within the Services. The Playhead Materials are protected by U.S. and international copyright and other intellectual property laws and treaties.

5.8 Feedback. We value hearing from our users and are always interested in learning about ways we can make Playhead more awesome. If you choose to submit comments, ideas or feedback (collectively, “Feedback”), you agree that we will own, and you hereby assign, all right, title and interest in and to such Feedback without any restriction or compensation to you. By accepting your submission, Playhead does not waive any rights to use similar or related Feedback previously known to Playhead, or developed by its employees, or obtained from sources other than you.

6. User Generated Content

6.1 User Generated Content. Playhead allows you to post User Generated Content on the Services or within the Community. As between Playhead and you, you are solely responsible for the User Generated Content you post on the Services. By uploading any User Generated Content, you represent and warrant that such User Generated Content fully complies with Sections 4.4 and 9.1.

6.2 User Generated Content Moderation. Unless otherwise required by applicable law, Playhead will not monitor the User Generated Content uploaded or shared via the Services or within the Community. However, we reserve the right to remove or modify any User Generated Content if we are notified that the content or information violates these Terms or our policies or is otherwise unlawful or inappropriate.

6.3 Community. Playhead may make available a Community that enables communication between Playhead and users, and among users, including channels, messaging, and the ability to submit audio snippets for feedback. Your access to and use of the Community is part of the Services and is subject to these Terms, including the Use Restrictions in Section 4.3 and the Content Restrictions in Section 4.4. Any content you post, submit, or share through the Community constitutes User Generated Content and, to the extent made available to other users or the public, Public Content. Any User Audio you submit or share through the Community is licensed to Playhead solely on the terms set forth in Section 2.4. You are solely responsible for your communications and conduct within the Community, and Playhead may moderate, remove, or restrict access to any Community content or participant in accordance with Section 6.2.

6.4 User Generated Content Retention. Following termination or deactivation of your Account, or if you remove any User Generated Content from the Services, we may retain your User Generated Content for a commercially reasonable period of time for backup, archival, or audit purposes. Furthermore, copies of User Generated Content shared with others may remain outside of the Services, even after you delete the User Generated Content from your Account.

6.5 Exceptions to User Generated Content. Any content that you generate privately, meaning content that is not Public Content, or any interactions that occur solely on your Device, are not considered User Generated Content under these Terms. All such content remains local to your Device until it is processed by the Services. Once processed, your messages are kept private and encrypted. Such private content is not subject to the Public Content license or any of the User Generated Content provisions outlined in these Terms.

6.6 Public Output Sharing. The Services may allow you to share certain Outputs, including Outputs referred to as effects or treatments within the Services, within the Community or publicly, including by generating a publicly accessible link to a treatment-sharing page that may be viewed and interacted with by persons who are not users of the Services. By sharing such Output publicly, you grant Playhead a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to host, store, display, reproduce, perform, distribute, and make available such shared Output, together with associated attribution information (such as your username, name, and likeness), and to enable interactive playback and similar features for viewers. You further grant Playhead a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use your username, name, likeness, and other attribution or identifying information to identify you as the creator and to promote, market, and publicize such shared Output, the Community, and the Services, including in Playhead’s marketing and promotional materials and channels. You acknowledge that persons accessing a public treatment-sharing page may listen to, interact with, and access information about the shared Output and its creator. Effect or treatment names, descriptions, and other named or text components you create constitute User Generated Content and must comply with Section 4.4, and Playhead may remove, rename, or restrict any such component that violates these Terms.

8. Dealings with Third Parties

8.1 Third Party Services. You may enable Third Party Services or Integrations, between the Services and certain Third Party Providers. If you enable a Third Party Service or Integration, you acknowledge that we may allow the applicable Third Party Provider to access User Data to the extent required for the interoperation of such Third Party Services or Integration with the Services. You agree that we do not endorse and are not responsible or liable for any issues related to Third Party Services or Integrations provided by Third Party Providers. We will not be responsible for any disclosure, modification, or deletion of any Data resulting from any such access by Third Party Providers, and you are solely responsible for providing any and all instructions to such Third Party Providers about the use and protection of such User Data, and we shall have no liability for any Third Party Provider’s use, disclosure, or handling of User Data.

8.1.1Available Through the Services. Playhead may make Third Party Services or Integrations available to you for use in connection with the Services. You acknowledge and agree that your use of any Third Party Services or Integrations may be subject to a separate agreement with such Third Party Provider, which will govern your use of such Third Party Services or Integrations. We make no warranties of any kind and assume no liability whatsoever for your use of (or inability to use) Third Party Services or Integrations, including for Editing Software, Third Party Plugins, or AI models, which are made available by Playhead “AS IS,” “AS AVAILABLE” and “WITH ALL FAULTS.” Playhead reserves the right to change, at any time with or without notice to you, which Third Party Services or Integrations, if any, that are available through the Services.

8.1.2Provided or Licensed by You. You may integrate Third Party Services from Third Party Providers with whom you contract, such as through Plugins for Editing Software. You hereby represent and warrant that you shall have all rights and licenses necessary for us to enable such Third Party Services or Integrations. We make no warranties of any kind and assume no liability whatsoever for your ability, or inability, to integrate and your use of Third Party Services or Integrations that you provide or license.

8.1.3Plugin Integrations. The Services detect, access, scan, and analyze the Third Party Plugins installed on or accessible through your Device, and collect, transmit to Playhead's servers and cloud infrastructure, store, and process information about such Third Party Plugins, including their identity, type, version, format, capabilities, mappable or automatable parameters, and settings, together with any associated metadata, documentation, or other materials you choose to provide (collectively, "Plugin Data"). Detecting the Third Party Plugins available on your Device is necessary for the Services to operate as a plugin host and to determine which plugins can be incorporated into your Outputs. You acknowledge and agree that: (i) Playhead may use Plugin Data to provide, operate, and improve the Services, including to determine whether and how to incorporate one or more Third Party Plugins into Outputs based on your Inputs, requests, and any preferences you configure (such as preferred or default Third Party Plugins for particular effects); (ii) when a Third Party Plugin is incorporated into a treatment or effect chain, the Services may act as a host or shell within which such Third Party Plugin runs, and you may open, view, and interact with the Third Party Plugin's own interface and modify its settings directly; and (iii) your access to and use of Third Party Plugins through the Services is subject to Section 8.1, and Playhead does not own, control, endorse, or assume any responsibility or liability for any Third Party Plugin or its availability, performance, output, or licensing terms. You may configure whether the Services incorporate Third Party Plugins into your Outputs, although doing so may limit the functionality of the Services. Playhead's collection and use of Plugin Data and other information in connection with Plugin Integrations is further described in, and subject to, the Privacy Policy.

8.2 Third Party Sites. The Services may contain advertisements and/or links to Third Party Sites. Playhead does not endorse, sanction or verify the accuracy or ownership of the information contained in/on any Third Party Site or any products or services advertised on Third Party Sites. If you decide to leave the Services and navigate to Third Party Sites or install any software or download content from any such Third Party Sites, you do so at your own risk. Once you access a Third Party Site through a link in the Services, you may no longer be protected by these Terms, and you may be subject to the terms and conditions or privacy policy of such Third Party Site. You acknowledge that any terms and conditions governing your use of such Third Party Sites are solely between you and the applicable Third Party Provider and that we are not a party to any agreement between you and any Third Party Provider. You should review the applicable policies, including privacy and data gathering practices, of any Third Party Site to which you navigate from the Services, or relating to any software you use or install from a Third Party Site. Concerns regarding a Third Party Site should be directed to the Third Party Site itself. Playhead bears no responsibility for any action associated with any Third Party Site. Playhead reserves the right to change, at any time with or without notice to you, which Third Party Sites, if any, that the Services use or are linked to.

8.3 Apps. Playhead may make available Apps, and your access to and use of Apps is subject to and governed by these Terms. If any App is downloaded by you from an App Store, your use of such App is further subject to your compliance in all material respects with the terms and conditions of the applicable usage rules set forth by such App Store. These Terms are between you and Playhead only, and not with the Third Party Provider, and no Third Party Provider is responsible for the Apps or the contents thereof. To the extent that use of such Apps is subject to these Terms, the applicable Third Party Providers are intended third-party beneficiaries of these Terms, but solely as required to enable enforcement of their terms and conditions against you.

8.4 Generative AI. YOU ACKNOWLEDGE AND AGREE THAT AI MODELS PROVIDE CERTAIN GENERATIVE AI FUNCTIONALITIES THAT INFORM THE OUTPUTS, AND THAT WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING SUCH AI MODELS. Playhead reserves the right, in its sole discretion, to determine, and change at any time with or without notice to you, which AI models, if any, that the Services use or are linked to. For the avoidance of doubt, you represent and warrant that to the extent any User Data includes personally identifiable information, you have provided all necessary notices and received all necessary consents for us to process and use such information in connection with generative AI functionalities and other large language models.

9. Representations and Warranties

9.1 You represent and warrant that:

9.1.1your use of any Integration is solely in connection with a properly licensed instance of any applicable Third Party Services (including your use of any Plugin in connection with Editing Software) and in accordance with the terms, scope, and limitations of any applicable licenses or other terms for such Third Party Services;

9.1.2you have all rights, licenses, consents, and permissions needed to provide User Data to Playhead (including all necessary rights to User Audio) and for User Data to be processed through the Services, including as necessary for such User Data to be processed by AI;

9.1.3you have all rights, licenses, and permissions necessary to upload and use any reference track or other audio you submit to the Services (including through any reference track feature), and your submission and use of such material does not and will not infringe or violate the rights of any third party; and

9.1.4you hold all licenses, subscriptions, consents, and rights necessary for the Third Party Plugins you make available to the Services through Plugin Integrations, and for Playhead to access, host, and use such Third Party Plugins on your behalf as contemplated by these Terms, and your access to and use of such Third Party Plugins through the Services complies with the applicable license terms and other terms of each Third Party Plugin and its provider.

10. Indemnification

You shall indemnify and hold Playhead and its affiliates, and each of their officers, directors, employees, agents, partners and licensors (collectively, the “Playhead Parties”) harmless from and against all losses, damages, costs, liabilities, and expenses, including reasonable attorneys’ fees, to the extent resulting from or arising out of any third party claim, demand, or action due to: (a) content (including without limitation, User Generated Content and User Data) you make available on or to the Services, or otherwise provide to Playhead; (b) your violation of these Terms (including, without limitation, any breach of your representations and warranties), any law or regulation, or any rights (including Intellectual Property Rights) of a third party; (c) your choices, instructions, or configurations of the Services, including without limitation any Optional Features or toggles that you enable or disable; (d) your use of any Editing Software and any integration of such Editing Software; or (e) your use of the Services, except as expressly permitted by these Terms.

11. Disclaimers

11.1 Disclaimer of Warranties. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES, INCLUDING OPTIONAL FEATURES AND PAID FEATURES, AND ALL THIRD PARTY SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLAYHEAD PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE PLAYHEAD PARTIES MAKE NO WARRANTY OR REPRESENTATION THAT: (i) THE SERVICES WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, OR ERROR-FREE; OR (iii) THE INFORMATION AND ANY RESULTS THAT MAY BE OBTAINED FROM ACCESS TO OR USE OF THE SERVICES WILL BE ACCURATE, RELIABLE, CURRENT, OR COMPLETE. THIS DISCLAIMER OF WARRANTIES MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THESE TERMS (UNLESS SUCH LAW PROVIDES OTHERWISE).

11.2 Accuracy; No Advice or Endorsement. AI and machine learning are rapidly evolving fields of study. Playhead is constantly working to improve the Services to make them more accurate, reliable, safe, and beneficial. Given the probabilistic nature of machine learning, use of the Services may, in some situations, result in Output that does not accurately reflect real people, places, or facts. You acknowledge, understand, and agree that: (i) all Data made available through the Services, including Outputs, (“Services Materials”) are made available for informational purposes only; (ii) Services Materials may not be accurate, and you should not rely on Services Materials as a sole source of truth or factual information; (iii) Services Materials are not intended to be, and you should not construe Services Materials as or substitute Services Materials for professional advice; (iv) we are not a fiduciary by virtue of your use of or access to the Services and/or Services Materials; (v) you are solely responsible for confirming the accuracy of all Services Materials, including using human review as appropriate, before taking or omitting any action; (vi) you may not use any Services Materials relating to a person for any purpose that could have a legal or material impact on that person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them; (vii) the Services may provide incomplete, incorrect, or offensive Outputs that do not represent Playhead’s views; and (viii) we shall not be held responsible or liable for any possible claim for damages arising from any decision you make based on information or Services Materials made available to you. If Services Materials reference any person, entity, or third party works, likenesses, products, services or other offerings, it does not mean the third party is affiliated with or endorses Playhead or that Playhead endorses such third party.

11.3 Beta Disclaimer. ALL SERVICES LABELED ALPHA, BETA, PRE-RELEASE, TRIAL, PREVIEW OR SIMILARLY (“BETA SERVICES”) ARE PROVIDED “AS IS”, “AS AVAILABLE”, WITH ALL FAULTS, AND USER’S USE OF SUCH BETA SERVICES IS AT ITS SOLE RISK. We have no obligations in connection with or in the course of providing the Beta Services. Any expectations and estimates regarding Beta Services are based on factors currently known and actual events or results could differ materially. We do not assume any obligation to update any Beta Services. In addition, any information about our roadmap outlines our general product direction and is subject to change at any time without notice. It is for informational purposes only and shall not be incorporated into these Terms or any contract or other commitment. We undertake no obligation either to develop the features or functionality provided in the Beta Services, or to include any such feature or functionality in a future release of the Services. You expressly acknowledge that the Beta Services have not been fully tested and may contain defects or deficiencies which may not be corrected by Playhead. The Beta Services may undergo significant changes prior to release of the corresponding generally available final version.

11.3.1Beta Product Liability Waiver. NOTWITHSTANDING SECTION 12, WHERE LEGAL LIABILITY CANNOT BE EXCLUDED BUT MAY BE LIMITED, PLAYHEAD’S LIABILITY AND THAT OF ITS SUPPLIERS AND AUTHORIZED PARTNERS SHALL BE LIMITED TO THE SUM OF ONE HUNDRED DOLLARS ($100) FOR ANY AND ALL CLAIMS ARISING FROM OR RELATING TO ANY BETA SERVICES.

11.3.2Beta Services Publicity. Except for treatments, effects, and Treated Audio, you shall not publish, publicly disclose, distribute, or make available to any third party any other Output or other content generated by or related to any Beta Services without Playhead’s prior written consent, including posting on websites, social media, or other public forums, inclusion in marketing materials, presentations to third parties, or any other form of public dissemination.

12. Limitation of Liability

THE PLAYHEAD PARTIES SHALL NOT BE LIABLE FOR ANY LOST PROFITS, LOSS OF DATA OR GOODWILL, OR COST OF COVER, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING FROM ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS, OR FINANCIAL LOSS, EVEN IF THE PLAYHEAD PARTIES HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE. IN NO EVENT SHALL THE PLAYHEAD PARTIES’ TOTAL LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES OR SERVICES MATERIALS EXCEED THE GREATER OF: (A) ONE HUNDRED DOLLARS ($100); OR (B) THE AMOUNT YOU PAID TO PLAYHEAD IN THE PREVIOUS TWELVE (12) MONTHS. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

13. Term and Termination

13.1 Term. Except as otherwise set forth in any Additional Terms, the term for these Terms shall commence on the date you first accept these Terms and continues in effect until such time as you stop using the Services, including if you delete your Account or we terminate your access to the Services. If you have purchased Paid Features, any termination for convenience shall be effective upon the cancellation or termination of the Paid Features in accordance with Section 7.3.

13.2 Termination. Either party may terminate these Terms at any time. If you violate these Terms, Playhead may, with or without notice to you, immediately suspend or terminate your access and use of the Services, and you shall not receive a refund for any amounts paid. Such termination shall also serve as your notice of cancellation, effective in accordance with Section 7.3.

13.3 Effect of Termination. Upon termination of these Terms for any reason: (i) Playhead, in its sole discretion, may remove and discard User Data (including without limitation, your User Generated Content); (ii) you will immediately cease your use of the Services; and (iii) any provision that, by its terms, is intended to survive the expiration or termination of these Terms shall survive such expiration or termination, including Sections 1, 5 through 12, 13.3, and 14 through 22. Further, you agree that Playhead shall not be liable to you or any third party for any termination of your Account or access to the Services.

14. Confidentiality

Each party agrees that it will use the Confidential Information provided by the other party only as necessary to exercise its rights and discharge its obligations in accordance with these Terms and our Privacy Policy and for no other purpose without the prior written consent of the disclosing party. Neither party shall disclose to a third-party Confidential Information of the other party. To maintain in confidence the Confidential Information of the disclosing party, the receiving party shall use the same degree of care as it uses to protect the confidentiality of its own Confidential Information of like nature, but no less than a reasonable degree of care. If we are compelled by law to disclose any of your Confidential Information, we will not be considered to be in breach of this Section 14.

15. Governing Law

These Terms shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act, other applicable federal laws and the laws of the State of Delaware, without regard to conflict of laws principles. The parties agree that neither the United Nations Convention on Contracts for the International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA) shall apply to these Terms, regardless of the states in which the parties do business or are incorporated.

16. Dispute Resolution, Law and Jurisdiction

16.1 ALL CLAIMS ARISING IN CONNECTION WITH THESE TERMS SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION RATHER THAN IN COURT. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.

16.2 The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA’s rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees shall be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that such hearing shall be conducted in New Castle County, Delaware or, if the Consumer Arbitration Rules apply, another location reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances, as determined by the arbitrator. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.

16.3 WE EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR OTHER SIMILAR PROCESS (INCLUDING ARBITRATION). IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN A COURT OF COMPETENT JURISDICTION IN NEW CASTLE COUNTY, DELAWARE. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH CLAIM.

16.4 Notwithstanding anything to the contrary, you and Playhead may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect its Intellectual Property Rights, whether in aid of, pending, or independently of the resolution of any dispute pursuant to the arbitration procedures set forth in this Section 16.

16.5 If Playhead implements any material change to this Section 16, such change shall not apply to any claim for which you provided written notice to Playhead before the implementation of the change.

18. U.S. Government Entities

This section applies to access to or use of the Services by a branch or agency of the United States Government. The Services includes “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212 and qualifies as “commercial items” as defined in 48 C.F.R. 2.101. Such items are provided to the United States Government: (a) for acquisition by or on behalf of civilian agencies, consistent with the policy set forth in 48 C.F.R. 12.212; or (b) for acquisition by or on behalf of units of the Department of Defense, consistent with the policies set forth in 48 C.F.R. 227.7202-1 and 227.7202-3. The United States Government shall acquire only those rights set forth in these Terms with respect to such items, and any access to or use of the Services by the United States Government constitutes: (i) agreement by the United States Government that such items are “commercial computer software” and “commercial computer software documentation” as defined in this section; and (ii) acceptance of the rights and obligations herein.

20. Repeat Infringer Policy

In accordance with the Digital Millennium Copyright Act and other applicable law, Playhead has adopted and will reasonably implement a policy of terminating, in appropriate circumstances and at its discretion, the accounts of users who are determined to be repeat infringers. Playhead may also, in its discretion, limit access to the Services and terminate the accounts of any users who infringe the Intellectual Property Rights of others, whether or not there is repeat infringement. Playhead will expeditiously remove or disable access to material that it knows or has reason to believe is infringing.

21. California Users & Residents

In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting such unit in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

22. General Provisions

These Terms constitute the entire agreement between you and Playhead concerning your access to and use of the Services. It supersedes all prior and contemporaneous oral or written negotiations and agreements between you and Playhead with respect to such subject matter. In the event of any conflict between or among these Terms and any end user license agreement, privacy policy or usage guidelines to which these Terms refers, the terms and conditions of these Terms shall take precedence and govern. Except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. For the purposes of these Terms, the words “such as,” “include,” “includes” and “including” shall be deemed to be followed by the words “without limitation.” You may not assign or delegate any right or obligation under these Terms without the prior written consent of Playhead. The failure of Playhead to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid or unenforceable under applicable law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of these Terms. Any prevention of or delay in performance by Playhead hereunder due to labor disputes, acts of god, failure of the Internet, governmental restrictions, enemy or hostile governmental action, fire or other casualty or other causes beyond its reasonable control shall excuse the performance of its obligations for a period equal to the duration of any such prevention or delay.

23. Contact Information

Playhead, Inc.
2418 Spring Lane Unit 5044
Austin, TX 78703
United States
Phone Number: 512-489-0124
Email: contact@playhead.fm