Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the Nouvel platform, operated by Sonautic Inc., doing business as Nouvel ("Nouvel," "Company," "we," "us," or "our"), including the website at nouvel.ai, the application at app.nouvel.ai, all associated APIs, and all related services, features, content, and functionality (collectively, the "Service"). By creating an account, accessing, or using the Service in any manner, you ("User," "you," or "your") agree to be bound by these Terms, our Privacy Policy, our Acceptable Use Policy, and any additional terms incorporated by reference. If you do not agree to all of these Terms, you must not access or use the Service.

These Terms constitute a legally binding agreement between you and Sonautic Inc. Your use of the Service is also subject to any policies, guidelines, or rules posted on the Service or provided to you, all of which are incorporated into these Terms by reference.

2. Description of Service

Nouvel is an AI-powered creative strategy, content generation, and multi-platform publishing platform. The Service allows users to:

• Generate video advertisements, creative briefs, scripts, voiceovers, and related marketing assets using artificial intelligence;
• Utilize AI-generated synthetic performers (virtual actors) and voice synthesis in video content;
• Publish and schedule content to third-party social media platforms;
• Access AI-powered creative strategy and ideation tools;
• Analyze content performance via third-party analytics integrations; and
• Collaborate with team members within organizational workspaces.

The Service utilizes artificial intelligence models, machine learning systems, and synthetic media technologies provided by third-party vendors to produce content based on your inputs. All video content, voice synthesis, and performer likenesses generated by the Service are AI-generated synthetic media and do not depict real individuals unless you have separately provided and authorized the use of real individuals' likenesses.

3. Eligibility

You must be at least 18 years old and have the legal capacity to enter into a binding agreement to use the Service. By using the Service, you represent and warrant that you meet these requirements and that your use of the Service does not violate any applicable law or regulation in your jurisdiction.

If you are using the Service on behalf of a company, organization, or other legal entity ("Organization"), you represent and warrant that: (a) you have the authority to bind that Organization to these Terms; (b) the Organization agrees to be bound by these Terms; and (c) you will be jointly and severally liable with the Organization for any breach of these Terms.

The Service is not intended for use in jurisdictions where the generation, distribution, or publication of AI-generated synthetic media is prohibited by law. You are solely responsible for determining whether your use of the Service is lawful in your jurisdiction.

4. Account Registration and Security

To access the Service, you must create an account with accurate, complete, and current information. You agree to promptly update your account information to keep it accurate and complete.

You are solely responsible for maintaining the confidentiality of your account credentials, including your password and any two-factor authentication methods, and for all activity that occurs under your account, whether or not authorized by you. You agree to:

• Use a strong, unique password and enable two-factor authentication when available;
• Not share your account credentials with any third party;
• Not create multiple accounts for the purpose of circumventing usage limits, bans, or other restrictions;
• Immediately notify us at security@nouvel.ai if you suspect any unauthorized access to or use of your account.

We reserve the right to disable, suspend, or terminate any account at any time, with or without notice, if we reasonably believe the account is being used in violation of these Terms or poses a risk to the Service, other users, or third parties.

5. User Content and Inputs

5.1 Ownership

You retain ownership of the content you provide to the Service, including but not limited to product descriptions, brand guidelines, creative briefs, URLs, images, feedback, chat messages, and other inputs ("User Content").

5.2 License Grant

By submitting User Content to the Service, you grant Sonautic Inc. a non-exclusive, worldwide, royalty-free, sublicensable, transferable, irrevocable license to use, reproduce, process, adapt, publish, transmit, store, and display such User Content solely for the purposes of: (a) operating, providing, and improving the Service; (b) developing new features and services; (c) training, evaluating, and improving our AI models and algorithms using de-identified or aggregated data derived from User Content; and (d) complying with applicable law.

5.3 Representations

You represent and warrant that: (a) you own or have obtained all necessary rights, licenses, consents, and permissions to submit all User Content; (b) your User Content does not and will not violate any third-party rights, including intellectual property, privacy, publicity, or contractual rights; (c) any URLs you submit for processing are websites you own, operate, or have express authorization to use in connection with the Service; and (d) your User Content does not contain any material that is unlawful, harmful, threatening, abusive, defamatory, or otherwise objectionable.

5.4 No Obligation

We have no obligation to monitor, review, or edit User Content, but reserve the right to do so at any time and for any reason. We may remove or refuse to process any User Content that we believe, in our sole discretion, violates these Terms or is otherwise objectionable.

6. Generated Content and Ownership

6.1 Ownership

Content generated by the Service based on your inputs ("Generated Content"), including videos, scripts, images, voiceovers, captions, music, and other creative assets, is owned by you, subject to the conditions and limitations set forth in these Terms.

6.2 AI-Generated Synthetic Media

You acknowledge and agree that:

(a) All Generated Content is produced using artificial intelligence models and constitutes synthetic media. Generated Content may include AI-generated human likenesses, synthetic voices, and computer-generated imagery that may appear realistic but does not depict real individuals.

(b) You are solely responsible for ensuring your use, publication, and distribution of Generated Content complies with all applicable laws and regulations, including but not limited to:

• Federal, state, and international advertising regulations and standards;
• The Federal Trade Commission Act and FTC guidelines regarding AI-generated personas and endorsements;
• The TAKE IT DOWN Act (P.L. 118-96) and similar federal and state laws governing non-consensual synthetic media;
• State synthetic performer disclosure laws, including but not limited to New York's synthetic performer transparency requirements (effective June 2026);
• State and international deepfake, digital replica, and right-of-publicity laws;
• Platform-specific AI-generated content disclosure and labeling requirements (e.g., TikTok AIGC labels, Meta AI content labels, YouTube synthetic content disclosures);
• Any regional, national, or local laws governing synthetic media, AI-generated content, or digital advertising in the jurisdictions where you distribute Generated Content.

(c) You must clearly and conspicuously disclose that Generated Content is AI-generated or contains synthetic media whenever such disclosure is required by applicable law, regulation, platform policy, or industry standard. Failure to make required disclosures is a violation of these Terms.

(d) Generated Content may not be unique. Other users providing similar or identical inputs may receive similar or identical outputs. We make no representations regarding the exclusivity of Generated Content.

(e) We do not guarantee the accuracy, quality, suitability, or fitness of Generated Content for any particular purpose, advertising campaign, or commercial outcome.

6.3 Company Rights

We retain the right to use aggregated, de-identified, and anonymized data derived from Generated Content for the purposes of improving, benchmarking, and developing the Service, our AI models, and related technologies. This right survives termination of your account.

7. Acceptable Use and Prohibited Conduct

7.1 General Prohibitions

You agree not to use the Service to:

• (a) Generate, distribute, or publish content that is illegal, unlawful, or in violation of any applicable federal, state, local, or international law or regulation;
• (b) Generate content that violates any applicable national, regional, cultural, or religious laws, norms, or sensitivities, including but not limited to content that is blasphemous, sacrilegious, or religiously offensive under the laws of any jurisdiction where such content is created, published, or distributed;
• (c) Create deceptive, misleading, or fraudulent advertisements or marketing materials that violate applicable advertising regulations, consumer protection laws, or platform policies;
• (d) Impersonate any real individual — living or deceased — without their explicit, documented, written consent, using AI-generated likenesses, voices, or digital replicas;
• (e) Generate content that constitutes or facilitates non-consensual intimate imagery, regardless of whether the depicted individuals are real or fictitious;
• (f) Create content designed to interfere with, manipulate, or undermine democratic processes, elections, or public discourse through deceptive AI-generated media;
• (g) Generate content that promotes violence, terrorism, self-harm, hate speech, discrimination, or harassment against any individual or group based on race, ethnicity, national origin, religion, gender, gender identity, sexual orientation, age, disability, or any other protected characteristic;
• (h) Generate content that infringes on any third-party intellectual property rights, including copyrights, trademarks, trade secrets, patents, or rights of publicity;
• (i) Generate content that exploits, harms, or endangers minors in any way;
• (j) Use the Service to develop, train, or improve any competing AI model, product, or service, whether directly or through intermediaries;
• (k) Distribute malware, spam, phishing materials, or other harmful or deceptive digital materials using Generated Content;
• (l) Attempt to reverse-engineer, decompile, disassemble, or extract the underlying models, algorithms, training data, weights, or source code of the Service or any component thereof;
• (m) Use automated means (bots, scrapers, crawlers) to access the Service, except through APIs we expressly provide and authorize;
• (n) Circumvent, disable, or interfere with any security, rate-limiting, or access-control features of the Service;
• (o) Resell, sublicense, redistribute, or provide access to the Service to third parties without our prior written consent;
• (p) Use the Service in any manner that could damage, disable, overburden, or impair its operation or interfere with any other party's use of the Service;
• (q) Use the Service to generate content for the purpose of committing or facilitating fraud, identity theft, extortion, blackmail, or any other criminal activity; or
• (r) Violate any applicable law, regulation, or third-party right not specifically enumerated above.

7.2 Enforcement and Takedown Rights

We reserve the right, in our sole and absolute discretion, to:

• (a) Review, monitor, and scan any User Content or Generated Content for compliance with these Terms, applicable law, or our internal policies, at any time and without notice;
• (b) Remove, disable access to, or take down any User Content or Generated Content that we believe violates these Terms, applicable law, third-party rights, or our content standards, or that is otherwise objectionable;
• (c) Demand that you immediately cease using, publishing, or distributing any Generated Content that we determine, in our sole discretion, violates these Terms or applicable law, and you agree to comply with any such demand within twenty-four (24) hours of receipt;
• (d) Immediately suspend or terminate your account and your right to use the Service, without notice or liability, if we determine that you have violated or are likely to violate any provision of this Section 7;
• (e) Permanently ban you from creating new accounts or accessing the Service in any capacity, including through third parties, proxies, or alternative identities, following a termination for cause under this Section;
• (f) Report violations to law enforcement or other governmental authorities when we believe, in good faith, that such reporting is required or advisable;
• (g) Cooperate with law enforcement investigations, court orders, and legal processes relating to your use of the Service or Generated Content; and
• (h) Retain records of User Content, Generated Content, and account activity as necessary to comply with legal obligations, resolve disputes, or enforce these Terms, even after account termination.

7.3 Reporting and Content Complaints

If you believe that any content on or generated through the Service violates these Terms, applicable law, or your rights, you may report it by contacting support@nouvel.ai. We will review all reports in good faith but are not obligated to take any particular action in response. Submitting a false or frivolous report is a violation of these Terms.

7.4 No Waiver

Our failure to enforce any provision of this Section 7 at any time does not constitute a waiver of that provision or any other provision. We may enforce these Terms selectively, in our sole discretion, without waiving our right to enforce any other provision at any time.

8. AI-Generated Content Compliance and Disclosure

8.1 Your Disclosure Obligations

You acknowledge that the Service produces AI-generated synthetic media, including synthetic human performers, synthetic voices, and computer-generated video content. You assume full and sole responsibility for all legal, regulatory, and ethical obligations arising from your use, publication, and distribution of Generated Content, including but not limited to:

• (a) Labeling Generated Content as AI-generated, synthetic, or digitally altered wherever required by applicable law, platform policy, or advertising standard;
• (b) Complying with all applicable synthetic media and deepfake disclosure laws in every jurisdiction where you distribute Generated Content;
• (c) Enabling platform-specific AI content flags (e.g., TikTok AIGC labels, Meta AI content labels) when publishing through the Service;
• (d) Making all endorsement and material connection disclosures required by the FTC or equivalent regulatory bodies in your jurisdiction;
• (e) Ensuring that Generated Content is not used to deceive consumers regarding the identity, nature, or origin of advertising content; and
• (f) Maintaining records of your compliance efforts, which you agree to provide to us upon request.

8.2 Company Disclaimer

Nouvel does not provide legal advice. Our references to specific laws and regulations in these Terms are for informational purposes only and do not constitute legal counsel. You are solely responsible for obtaining independent legal advice regarding your obligations under applicable law. We make no representation that the Service, Generated Content, or any labeling features provided by the Service satisfy the requirements of any particular law or regulation.

8.3 Indemnification for Content Violations

Without limiting Section 17 (Indemnification), you specifically agree to indemnify, defend, and hold harmless Sonautic Inc. from and against any claims, damages, fines, penalties, settlements, or expenses arising from your failure to comply with this Section 8 or any applicable AI-generated content, synthetic media, or advertising disclosure law or regulation.

9. Data Processing, Privacy, and Security

9.1 Data We Collect and Process

In connection with providing the Service, we collect, process, and store the following categories of data:

• (a) Account Data: Name, email address, password (hashed), organization name, and profile information you provide during registration and onboarding;
• (b) Brand and Business Data: Business descriptions, brand guidelines, color palettes, tone of voice, target audience demographics, and other brand kit information you configure;
• (c) User Content and Inputs: Product URLs, product descriptions, creative briefs, chat messages, uploaded images, and any other content you submit to the Service;
• (d) Generated Content: Videos, scripts, voiceovers, captions, music, and all other creative assets produced by the Service;
• (e) AI Interaction Logs: Prompts submitted to and responses received from AI models in connection with content generation and creative strategy features. These logs are retained for up to ninety (90) days for operational and quality purposes and are thereafter archived or deleted;
• (f) Session and Device Data: IP address, approximate geolocation (city and country level), browser type, operating system, device type, and session activity timestamps, collected for security, fraud prevention, and service improvement purposes;
• (g) Social Media Account Data: When you connect third-party social media accounts, we receive and store account identifiers, profile names, follower counts, and platform-specific metadata necessary to publish content on your behalf. OAuth access tokens are encrypted (AES-256-GCM) and managed by our authorized third-party publishing processor;
• (h) Payment Data: Billing information processed through our third-party payment processor (Stripe). We do not directly store credit card numbers or full payment credentials;
• (i) Analytics Data: Content performance metrics (impressions, clicks, engagement) retrieved from connected social media platforms via authorized third-party integrations;
• (j) Communication Data: Copilot chat session history, support communications, and feedback you provide; and
• (k) Referral Data: Referrer/referred user relationships and reward status for referral programs.

9.2 Third-Party Processors

To provide the Service, we share your data with the following categories of third-party service providers ("Sub-Processors"), each of which processes data solely on our behalf and pursuant to contractual data processing obligations:

• AI Model Providers — for content generation, script writing, and creative strategy (e.g., cloud AI inference services);
• Video Generation Providers — for AI video synthesis, lip synchronization, and visual effects;
• Voice Synthesis Providers — for text-to-speech voiceover and music generation;
• Publishing Platforms — for OAuth-based social media account connection, content publishing, and analytics retrieval;
• Ad Intelligence Providers — for competitor ad research and creative trend analysis;
• Cloud Infrastructure Providers — for data storage, database hosting, authentication, and file storage;
• Payment Processors — for subscription billing and invoice management;
• Email Service Providers — for transactional email delivery (verification, password reset, notifications).

A current list of specific Sub-Processors is available upon request at privacy@nouvel.ai. We will provide at least thirty (30) days' notice before adding a new Sub-Processor that materially changes the categories above.

9.3 Data Retention

We retain your data for as long as your account is active or as necessary to provide the Service, comply with legal obligations, resolve disputes, and enforce these Terms. Specific retention periods include:

• Account and profile data: Duration of account plus thirty (30) days after termination;
• AI interaction logs (prompts and responses): Ninety (90) days, after which they are archived to cold storage or deleted;
• Generated Content (videos, media files): Duration of account. Upon termination, we may delete Generated Content within thirty (30) days;
• Copilot chat history: Duration of account;
• Session and device data: Twelve (12) months;
• Payment records: As required by applicable tax and financial regulations (typically seven years).

9.4 Data Subject Rights

Subject to applicable law and the limitations below, you may exercise the following rights regarding your personal data by submitting a verified request to privacy@nouvel.ai:

• (a) Right to Access: Request a copy of the personal data we hold about you;
• (b) Right to Correction: Request correction of inaccurate personal data;
• (c) Right to Deletion: Request deletion of your personal data, subject to our right to retain data necessary for compliance with legal obligations, dispute resolution, and enforcement of these Terms;
• (d) Right to Data Portability: Request an export of your personal data in a commonly used, machine-readable format;
• (e) Right to Opt-Out of Sale/Sharing: We do not sell personal data. If you believe your data is being shared in a manner subject to opt-out rights under applicable law, contact privacy@nouvel.ai.

We will respond to verified data subject requests within forty-five (45) days, or such shorter period as required by applicable law. We may extend this period by an additional forty-five (45) days where reasonably necessary, with notice to you. We reserve the right to deny requests that are manifestly unfounded, excessive, or repetitive, or that would require disproportionate effort or compromise the security or privacy of other users.

Deletion of your account and data is permanent and irreversible. Deleted data cannot be recovered. We are not liable for any loss resulting from your exercise of deletion rights.

9.5 Security

We implement commercially reasonable technical and organizational measures to protect your data, including encryption at rest and in transit, access controls, and regular security assessments. However, no method of electronic transmission or storage is completely secure, and we cannot guarantee the absolute security of your data. You acknowledge and accept this inherent risk.

9.6 International Data Transfers

Your data is processed and stored in the United States. For transfers of personal data from the European Economic Area, United Kingdom, or Switzerland, we rely on Standard Contractual Clauses and other lawful transfer mechanisms as described in our Privacy Policy. By using the Service, you acknowledge that your data may be processed in jurisdictions with different data protection laws than your home jurisdiction.

10. Fees, Payment, and Subscription Plans

10.1 Subscription Plans

Access to certain features of the Service requires a paid subscription. The features, usage limits, and pricing for each subscription plan are described on our pricing page at nouvel.ai/pricing (the "Plan Details"), which are incorporated into these Terms by reference.

10.2 Usage Limits

Each subscription plan includes specific usage limits, including but not limited to the number of video generations per month, AI chat messages per day, team member seats, and available features. These limits are set forth in the Plan Details. Usage limits under this Section 10.2 apply to features included in your subscription plan and are separate from the per-use metered charges described in Section 10.7.

If you exceed the usage limits of your plan, we reserve the right to: (a) throttle or temporarily suspend access to usage-limited features until the next billing period; (b) require you to upgrade to a higher-tier plan; or (c) charge overage fees as described in the Plan Details, if applicable. We will make reasonable efforts to notify you before or promptly after you reach your usage limits.

10.3 Billing and Payment

By subscribing to a paid plan, you agree to pay the applicable fees as described at the time of purchase. All fees are billed in advance on a recurring basis (monthly or annually, as selected) and are non-refundable except as expressly required by applicable law. You authorize us to charge your designated payment method for all fees due.

10.4 Price Changes

We reserve the right to change pricing at any time with at least thirty (30) days' prior notice. The new pricing will apply to your next billing cycle following the notice period. Continued use of the Service after a price change takes effect constitutes your acceptance of the new pricing. If you do not agree, you must cancel your subscription before the new pricing takes effect.

10.5 Taxes

All fees are exclusive of applicable taxes, levies, and duties. You are responsible for all taxes associated with your use of the Service, except for taxes based on Sonautic Inc.'s net income.

10.6 Failed Payments

If a payment fails, we may: (a) retry the payment method on file; (b) suspend access to paid features until payment is received; or (c) terminate your subscription after a reasonable grace period. You remain liable for all fees incurred prior to termination.

10.7 Metered Usage Charges

Certain features of the Service, including Asset Studio and AI-powered generation capabilities (collectively, "Metered Features"), incur per-use charges that are separate from and in addition to your subscription fees. Charges for each use of a Metered Feature are determined by the model, duration, resolution, and other settings you select, and the applicable charge is displayed within the application interface prior to your initiation of each generation.

Metered charges are automatically added as line items to your next recurring subscription invoice and billed to the payment method on file. By initiating any generation through a Metered Feature, you authorize us to charge the displayed amount to your payment method.

Current metered pricing is available within the application and is subject to change; material changes to metered pricing will be subject to the notice provisions set forth in Section 10.4. Consistent with Section 10.3, metered charges are non-refundable once a generation has been initiated.

For billing inquiries, contact billing@nouvel.ai.

11. Free Tier, Trials, and Early Access

We may offer free tiers, free trials, beta features, or early access programs at our sole discretion. These offerings:

• (a) May have limited functionality, reduced usage caps, time restrictions, or reduced service-level commitments;
• (b) Are provided "as is" and "as available" with no warranties of any kind, including no guarantee of continued availability;
• (c) May be modified, suspended, or discontinued at any time without notice or liability;
• (d) May include experimental or beta features that are not fully tested and may contain errors, bugs, or unexpected behavior; and
• (e) Are subject to all other provisions of these Terms.

You acknowledge that beta and experimental features may produce unpredictable, inaccurate, or undesirable outputs, and you use such features at your own risk. We have no liability for any damages arising from your use of free tier, trial, or beta features.

12. Third-Party Services and Integrations

12.1 Third-Party Dependencies

The Service integrates with and depends upon third-party services for core functionality, including but not limited to AI model inference, video generation, voice synthesis, lip synchronization, speech-to-text transcription, music generation, social media publishing, social media analytics, ad intelligence, payment processing, email delivery, and cloud infrastructure.

12.2 No Control or Liability

We do not own, operate, or control these third-party services. We are not responsible or liable for: (a) the availability, reliability, or uptime of any third-party service; (b) any errors, inaccuracies, or failures in outputs produced by third-party AI models or services; (c) any changes to third-party APIs, terms, or pricing that affect the Service; (d) any loss or corruption of data processed by third-party services; or (e) the privacy practices, security measures, or terms of service of any third-party provider.

12.3 Social Media Platform Terms

When you connect social media accounts or publish content through the Service, you remain bound by the terms of service, community guidelines, and content policies of each social media platform. It is your sole responsibility to comply with those platform terms. We are not liable for any account suspension, content removal, or other action taken by a social media platform in response to content you publish through the Service.

12.4 Web Scraping and URL Processing

When you submit URLs for processing through the Service, we may access and retrieve publicly available content from those URLs, including text, images, metadata, and pricing information. You represent and warrant that you have the right to submit each URL and authorize us to access its content for the purpose of generating creative assets. We are not responsible for any claims arising from the retrieval or processing of content from URLs you submit, including claims of unauthorized access, copyright infringement, or violation of third-party terms of service.

13. Team and Organizational Accounts

13.1 Organization Administrators

If you create an Organization account, the individual who creates the Organization is the initial administrator ("Admin"). Admins may invite team members, manage permissions, and control Organization settings and billing.

13.2 Admin Responsibilities

The Admin is responsible for: (a) the conduct and compliance of all team members within the Organization; (b) managing team member access and permissions; (c) ensuring that all team members comply with these Terms; and (d) promptly removing access for team members who leave the Organization or are terminated.

13.3 Content Ownership Within Teams

All Generated Content created within an Organization workspace is owned by the Organization, not individual team members. Upon a team member's departure from the Organization, the departing member has no right to retain, copy, or use Generated Content created within the Organization workspace, unless separately agreed in writing between the member and the Organization.

13.4 Joint Liability

The Organization and the Admin are jointly and severally liable for any breach of these Terms by any team member within the Organization.

14. Intellectual Property

14.1 Company IP

The Service, including its software, source code, algorithms, AI models, user interface designs, branding, logos, trademarks, documentation, API specifications, and all underlying technology, is the exclusive property of Sonautic Inc. and is protected by United States and international intellectual property laws. Nothing in these Terms grants you any right, title, or interest in our intellectual property, except the limited license to use the Service as expressly permitted herein.

14.2 Feedback

If you provide suggestions, ideas, feedback, or recommendations regarding the Service ("Feedback"), you hereby assign to Sonautic Inc. all right, title, and interest in such Feedback. We are free to use, disclose, reproduce, license, and distribute Feedback without restriction, attribution, or compensation to you.

14.3 Trademarks

"Nouvel," the Nouvel logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Sonautic Inc. You may not use such marks without our prior written consent.

15. DMCA and Intellectual Property Complaints

15.1 Copyright Complaints

We respect the intellectual property rights of others. If you believe that content available on or through the Service infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") to our designated agent:

Your notification must include: (a) identification of the copyrighted work; (b) identification of the infringing material and its location on the Service; (c) your contact information; (d) a statement of good faith belief that the use is not authorized; (e) a statement under penalty of perjury that the information is accurate and you are the copyright owner or authorized to act on behalf of the owner; and (f) your physical or electronic signature.

15.2 Counter-Notification

If you believe your content was wrongly removed, you may submit a counter-notification to the DMCA Agent above, including the information required by 17 U.S.C. Section 512(g).

15.3 Repeat Infringers

We will terminate the accounts of users who are determined to be repeat infringers, in our sole discretion.

16. Content Moderation and Abuse Reporting

16.1 Reporting

If you believe that any content generated, published, or made available through the Service violates these Terms, applicable law, or your legal rights (including rights of publicity, privacy, or intellectual property), you may report it by contacting:

• General abuse: support@nouvel.ai
• DMCA/IP complaints: support@nouvel.ai
• Non-consensual intimate imagery (TAKE IT DOWN Act): support@nouvel.ai (priority handling)

16.2 Response

We will acknowledge reports within seventy-two (72) hours and will take appropriate action, which may include removing content, suspending accounts, or referring matters to law enforcement. For reports involving non-consensual intimate imagery, we will prioritize review and aim to take action within forty-eight (48) hours, consistent with the requirements of the TAKE IT DOWN Act.

16.3 Right to Monitor

We reserve the right, but do not assume the obligation, to proactively monitor, review, scan, filter, or screen User Content and Generated Content using automated tools or manual review for compliance with these Terms, applicable law, and our content standards. You consent to such monitoring as a condition of using the Service.

17. Indemnification

You agree to indemnify, defend, and hold harmless Sonautic Inc. and its parent companies, subsidiaries, affiliates, officers, directors, employees, agents, licensors, and contractors (collectively, the "Indemnified Parties") from and against any and all claims, demands, suits, proceedings, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or related to:

• (a) Your use or misuse of the Service;
• (b) Your User Content, including any claims that User Content infringes or violates any third-party right;
• (c) Your use, publication, distribution, or monetization of Generated Content, including any claims related to AI-generated likenesses, synthetic voices, or synthetic media;
• (d) Your failure to comply with any applicable law, regulation, platform policy, or disclosure obligation, including AI-generated content and synthetic media disclosure requirements;
• (e) Your violation of these Terms, including the Acceptable Use provisions of Section 7;
• (f) Any claims by third parties arising from content you publish through the Service to social media platforms;
• (g) Any claims arising from your submission of URLs or third-party content for processing by the Service;
• (h) Any dispute between you and a team member, Organization member, or end user of your Generated Content; or
• (i) Your negligence or willful misconduct.

This indemnification obligation survives termination of your account and these Terms. We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with our defense.

18. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, AND QUIET ENJOYMENT.

WITHOUT LIMITING THE FOREGOING, SONAUTIC INC. DOES NOT WARRANT THAT:

• (a) THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
• (b) GENERATED CONTENT WILL BE ACCURATE, COMPLETE, SUITABLE FOR YOUR INTENDED PURPOSE, OR ACHIEVE ANY PARTICULAR ADVERTISING PERFORMANCE, CONVERSION RATE, OR COMMERCIAL RESULT;
• (c) THE SERVICE WILL BE COMPATIBLE WITH ANY PARTICULAR HARDWARE, SOFTWARE, OR THIRD-PARTY PLATFORM;
• (d) ANY AI-GENERATED OUTPUT WILL BE FREE FROM BIAS, INACCURACY, HALLUCINATION, OR UNINTENDED CONTENT;
• (e) THE SERVICE OR GENERATED CONTENT WILL COMPLY WITH THE LAWS OF ANY PARTICULAR JURISDICTION;
• (f) THIRD-PARTY AI MODELS, VIDEO GENERATION SERVICES, VOICE SYNTHESIS SERVICES, OR OTHER INTEGRATED SERVICES WILL CONTINUE TO BE AVAILABLE OR PERFORM AS EXPECTED; OR
• (g) ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED.

YOU ACKNOWLEDGE THAT AI-GENERATED CONTENT IS INHERENTLY PROBABILISTIC AND MAY PRODUCE UNEXPECTED, INACCURATE, OFFENSIVE, OR UNDESIRABLE RESULTS. YOUR USE OF GENERATED CONTENT IS AT YOUR SOLE RISK.

19. Limitation of Liability

19.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SONAUTIC INC. OR ANY OF THE INDEMNIFIED PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS OPPORTUNITIES, ANTICIPATED SAVINGS, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, GENERATED CONTENT, OR ANY THIRD-PARTY SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19.2 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF SONAUTIC INC. FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICE SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL AMOUNT YOU ACTUALLY PAID TO SONAUTIC INC. IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).

19.3 Essential Purpose

THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, IN WHICH CASE THESE LIMITATIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

19.4 Basis of the Bargain

YOU ACKNOWLEDGE AND AGREE THAT THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS SET FORTH IN SECTIONS 18 AND 19 REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND SONAUTIC INC., AND THAT THESE PROVISIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SONAUTIC INC. WOULD NOT PROVIDE THE SERVICE WITHOUT THESE LIMITATIONS.

20. Dispute Resolution and Arbitration

20.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us at contact@nouvel.ai and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved without formal proceedings.

20.2 Binding Arbitration

If we cannot resolve a dispute informally, you and Sonautic Inc. agree to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Service through final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, except as modified herein. The arbitration will be conducted by a single arbitrator in Wilmington, Delaware, or, at your election, via telephone or video conference.

20.3 Class Action Waiver

YOU AND SONAUTIC INC. AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

20.4 Exceptions

Notwithstanding the above, either party may: (a) bring an individual action in small claims court for disputes within its jurisdiction; (b) seek injunctive or equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information; or (c) bring claims that applicable law does not permit to be arbitrated.

20.5 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. For any claims not subject to arbitration, you consent to the exclusive jurisdiction and venue of the state and federal courts located in the State of Delaware.

20.6 Limitation Period

Any claim arising under these Terms must be brought within one (1) year after the cause of action accrues, or it is permanently barred. This limitation applies regardless of the form of action, whether in contract, tort, or otherwise.

21. Termination

21.1 Termination by You

You may close your account at any time by contacting support@nouvel.ai or, when available, through the account settings in the Service. Termination does not entitle you to a refund of any prepaid fees for the current billing period.

21.2 Termination by Us

We may suspend or terminate your account at any time, with or without cause, and with or without notice, including but not limited to:

• (a) Violation or suspected violation of any provision of these Terms;
• (b) Conduct that we determine, in our sole discretion, may harm the Service, other users, third parties, or Sonautic Inc.;
• (c) Failure to pay applicable fees;
• (d) A request by law enforcement or a governmental authority;
• (e) Extended periods of inactivity; or
• (f) Discontinuation of the Service, in whole or in part.

21.3 Effect of Termination

Upon termination:

• (a) Your right to access and use the Service ceases immediately;
• (b) We may delete your account data, User Content, and Generated Content within thirty (30) days, except as required by law or as necessary for legitimate business purposes (dispute resolution, legal compliance, enforcement of Terms);
• (c) All licenses granted to you under these Terms terminate;
• (d) Any provisions that by their nature are intended to survive termination shall survive, including Sections 5.2, 6.3, 7, 8, 14, 15, 17, 18, 19, 20, and 21.3;
• (e) You remain liable for all fees incurred prior to termination; and
• (f) If your account was terminated for violation of these Terms, you are permanently prohibited from creating a new account or accessing the Service, directly or indirectly, without our prior written consent.

21.4 Data Retrieval

If you wish to export your data before termination, you must do so prior to closing your account or request a data export by contacting privacy@nouvel.ai. We have no obligation to retain or provide your data after the thirty (30) day post-termination period.

22. API Terms

22.1 Applicability

If your subscription plan includes access to the Nouvel API ("API Access"), the following additional terms apply.

22.2 License

Subject to these Terms and your subscription plan, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the API solely for the purpose of integrating the Service's functionality into your own applications and workflows.

22.3 Restrictions

You agree not to: (a) exceed the rate limits, usage quotas, or other technical restrictions associated with your API Access; (b) use the API to build a product or service that competes with the Service; (c) share, sell, or transfer your API credentials to any third party; (d) use the API in a manner that degrades the performance or availability of the Service for other users; or (e) cache, store, or redistribute API responses beyond what is reasonably necessary for your authorized use.

22.4 Availability

API Access is provided "as is" and we do not guarantee any specific uptime, latency, or performance level for the API. We may modify, deprecate, or discontinue API endpoints at any time with reasonable notice when practicable.

23. Referral Program

23.1 Terms

If we offer a referral program, participation is subject to these Terms and any additional terms published on the referral program page. Referral rewards are earned only when a referred user completes the qualifying actions described in the program terms.

23.2 Restrictions

You may not: (a) refer yourself or create fake accounts to earn rewards; (b) use spam, paid advertising, or deceptive methods to generate referrals; or (c) otherwise manipulate or abuse the referral program. We reserve the right to revoke rewards, reclaim paid rewards, and terminate accounts that engage in referral fraud.

24. Force Majeure

Sonautic Inc. shall not be liable for any failure or delay in performing its obligations under these Terms to the extent caused by circumstances beyond its reasonable control, including but not limited to: acts of God, natural disasters, pandemics, epidemics, war, terrorism, government actions or orders, power failures, internet or telecommunications failures, cyberattacks, failures of third-party AI model providers or cloud infrastructure providers, changes in third-party API availability or pricing, labor disputes, or any other force majeure event. During any such period, our obligations under these Terms are suspended, and the time for performance is extended by the duration of the event.

25. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will: (a) update the "Effective date" at the top of this page; (b) post the updated Terms on this page; and (c) where required by law, notify you by email or through the Service.

Your continued use of the Service after changes are posted constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Service before the changes take effect. Your sole remedy for disagreeing with any changes to these Terms is to discontinue use of the Service.

26. General Provisions

26.1 Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

26.2 Entire Agreement

These Terms, together with our Privacy Policy, Acceptable Use Policy, and any Order Forms or subscription agreements, constitute the entire agreement between you and Sonautic Inc. regarding the Service and supersede all prior agreements, understandings, negotiations, and discussions, whether oral or written.

26.3 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. Sonautic Inc. may freely assign these Terms, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, without your consent.

26.4 Waiver

No waiver of any provision of these Terms shall be effective unless in writing and signed by the waiving party. A failure to exercise or delay in exercising any right under these Terms shall not operate as a waiver.

26.5 Notices

All notices to Sonautic Inc. must be sent to contact@nouvel.ai or to our physical address. Notices to you may be sent to the email address associated with your account. Notice is deemed given when sent by email.

26.6 No Third-Party Beneficiaries

These Terms do not confer any rights or remedies on any third party, except that the Indemnified Parties are intended third-party beneficiaries of Sections 17, 18, and 19.

26.7 Headings

Section headings are for convenience only and do not affect the interpretation of these Terms.

26.8 Relationship of the Parties

Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between you and Sonautic Inc. Neither party has authority to bind the other.

27. Contact Us

If you have questions about these Terms, contact us at: