Terms of Use Agreement

Date of last revision: March 10, 2026

This terms of use agreement (“Agreement”) is between Suade Inc., a Delaware Corporation (“Suade,” “we,” “us,” “our,” or “ourselves”) and the person or entity (“you” or “your”) that has decided to use our services; any of our websites or apps; or any features, products, graphics, text, images, photos, audio, video, location data, computer code, and all other forms of data and communications (collectively, “Services”).

If you do not accept and agree to be bound by all of the terms of this Agreement, including the Privacy Policy, posted at suade.ai/privacy-policy and incorporated by reference herein, you cannot use the Services. You must consent to this Agreement to use the Services.

If we update this Agreement, we will provide you notice and an opportunity to review and decide whether you would like to continue to use the Services. You will be given a right to opt out if you so choose at that time.

I. Description of the Services

Our company provides an AI-powered platform built for the creator economy. From brand partnerships to payments, we provide a centralized digital asset management hub for all of your content.

II. Accessing the Services

We reserve the right to withdraw or amend the Services and any material we provide in the Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period.

III. Log-in Information

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You agree not to provide any other person with access to this Service or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.

IV. Intellectual Property

Suade respects the intellectual property of others and expects those who use the Services to do the same. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of individuals who may infringe or repeatedly infringe the copyrights or other intellectual property rights of Suade or others.

V. Your Use of the Services

A. Your Representations and Eligibility to Use Services

By registering and using the Services, you represent and warrant you: (i) have the authority and capacity to enter this Agreement; (ii) are at least 18 years old, or 13 years or older and have the express permission of your parent or guardian to use the Services; and, (iii) are not precluded or restricted in any way from using the Services, either by law or due to previous suspension from the Services.

B. Truthfulness of Information

You represent and warrant that all information you submit when using the Services is complete, accurate, and truthful. You are responsible for maintaining the completeness, accuracy, and truthfulness of such information.

C. Limited Use of Services

The Services are only for the uses specified in this Agreement. You agree that you will not use our proprietary information or materials in any way whatsoever except for use of the Services in compliance with this Agreement. We reserve the right to investigate and take legal action in response to illegal and/or unauthorized uses of the Services.

1. You agree that our Services contain proprietary information and material that we own and is protected by applicable intellectual property and other laws, including but not limited to trademark, copyright, patent, and trade secret laws.

2. Our ownership extends to all content, features, and functionality on the website or app, and in our communications, that is protected or protectable under the law.

3. You agree that you will not use our proprietary information or materials in any way whatsoever except for use of the Services in compliance with this Agreement.

4. In no way should your use of the Services be construed to diminish our intellectual property rights or be construed as a license or the ability to use the Services in any context other than as expressly permitted under this Agreement.

D. Prohibited Activities

You shall not engage in the following activities:

1. Use the Services for any commercial purposes except as expressly authorized by Suade;

2. Reproduce any portion of the Services in any form or by any means, except as expressly permitted in this Agreement or otherwise in writing by our authorized agent;

3. Modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services in any manner, and you shall not exploit the Services in any unauthorized way;

4. Use the Services for any unlawful activities or in violation of any laws, regulations, or contractual provisions, or to induce others to do or engage in the same;

5. Use the Services to promote violence, degradation, subjugation, discrimination or hatred against individuals or groups based on race, ethnic origin, religion, disability, gender, age, veteran status, sexual orientation, or gender identity;

6. Access another’s account without permission of us or that person;

7. Publish or allow to be published malicious code intended to damage any mobile device, browser, computer, server, or network hardware;

8. Spam any comments section with offers of goods and services, or inappropriate messages;

9. Use manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any portion of the Services;

10. Decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services; and

11. Solicit passwords or personal identifying information for commercial or unlawful purposes from others or disseminate another person’s personal information without that person’s permission. 

VI. Payments

A. Third-Party Payment Services

Payments are processed by third-party payment processors (currently Stripe). Your payment is subject to the processor’s terms and privacy practices. We are not responsible for the processor’s acts or omissions, but we may (in our discretion) help facilitate resolution of payment-related issues. We reserve the right to suspend or terminate access for non-payment, suspected fraud, or chargebacks. If a payment cannot be processed, we may suspend or terminate your access to the Services until payment is received.

B. No Refunds

We do not provide refunds for any Services or corresponding subscriptions for any reason. If you cancel a subscription prior to the subscription period ending, you will not receive a pro-rated refund for any remaining time left in the subscription.

C. Free Trials and Promotions

We may offer free trials or promotional pricing. Unless otherwise disclosed at sign-up, (a) trials automatically convert to a paid subscription at the end of the trial period, (b) you will be charged the then-current subscription fee using the payment method on file, and (c) you may cancel before the end of the trial to avoid charges. Promotional offers may be limited in time, quantity, eligibility, or features, and we may modify or end promotions at any time to the extent permitted by law.

D. Fee Changes

We may change the fees for the Services from time to time. If we change fees for a subscription, we will provide notice in advance (for example, by email or in-product notice), and the change will take effect at the start of your next subscription term unless we state otherwise. Your continued use of the Services after the fee change takes effect constitutes your agreement to pay the updated fees.

E. Autorenewal

Our Services auto-renew at the end of each billing cycle. Unless you cancel, you will be charged for the next billing period. The renewal charge occurs on the same calendar day as the initial purchase (e.g., the 12th of each month for monthly plans). Users receive an email receipt upon every renewal. For annual plans, Suade will send a reminder email prior to renewal as required by applicable law. [A2] Users may cancel auto-renewal at any time through their account settings. Cancellation applies to future billing cycles and does not retroactively refund past charges.

VII. Disclaimers, Waivers, and Indemnification

A. No Guarantees, Endorsements, or Investigation

We do not provide any guarantees or endorsements of any third-party or user, or its content or links, provided through the Services. We do not investigate or otherwise review any user or third-party or its content. You accept all risks associated with any third-party, and its content, links, or related information. You agree not to hold us liable for any conduct or content of third parties or other user.

B. Disclaimer of Warranties

All information and services are provided on an “as is” basis without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. In addition, we do not make any warranty that access to the Services will be uninterrupted, secure, complete, error free, or meet your particular requirements.

C. Limitation of Liability

To the maximum extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenues, data, goodwill, or business interruption, arising out of or related to the Services, even if we have been advised of the possibility of such damages. Our total liability for any claim arising out of or relating to the Services will not exceed the amounts paid by you to us for the Services in the 12 months before the event giving rise to the claim. Nothing in these Terms limits liability that cannot be limited under applicable law (including for gross negligence, willful misconduct, or fraud, where prohibited).

D. Waiver of Liability

You waive any liability of or claims against us for any injuries or damages (including compensatory, punitive, special, or consequential damages) you sustain as a result of or associated with using the Services. You waive any claim or liability stemming from our negligence.

Where our Services incorporate or utilize any information, software, or content of a third party, you waive any liability or claim against us based upon that information, software, or content—including based upon the negligence of that third party.

E. Scope of Waiver

You understand and agree the above waiver extends to any claim of any nature or kind, known or unknown, suspected or unsuspected, regardless of when the claim first existed.

F. California-Specific Waiver and Notices

You understand and agree the above waiver includes waiver of a claim of the type identified under California Civil Code, Section 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” 

The following notice is for California users: Pursuant to California Civil Code Section 1789.3: If you have a question or complaint about us, our products, or our Services please contact us at support@suade.ai. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer affairs by telephone at (800) 952-5210 or by mail at the Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834.

G. Indemnification

If we are subject to a complaint, a demand, mediation, arbitration, litigation, or other pursuit based upon your conduct relating to or from use of our Services, you agree to defend, indemnify, and hold us harmless for all costs, expenses, and fees (including attorneys’ fees by the attorneys of our choice) we expend in defending ourselves against or otherwise addressing such pursuit. Such conduct or use includes, but is not limited to, your violation of this Agreement; your use of the Services and any consequence that produces; your use of intellectual property on or through the Services; and, any such actions performed by your agent or representative, or at your direction. You agree to indemnify us as soon as we incur the costs, expenses, and fees, whether those are billed by event, or in week, month, or some other interval.

VIII. Limitation of Services and Termination

A. Right to Remove Content

We reserve an unrestricted right to remove content at any time without advanced notice. Nonetheless, we are not responsible for any third-party content and make no commitment or assurances that we will remove, monitor, or assess any specific third-party content, regardless of its content or character.

B. Right to Terminate Access

To protect us and our users, we reserve an unrestricted right to refuse, terminate, block, or cancel your application to, account with, or access to the Services at any time, with or without cause. You acknowledge here that you have no right to use the Services should we terminate or suspend your account. Primary reasons warranting termination include (and primary reasons leading to suspension pending investigation of claims or evidence of the following):

1. You violate any of the provisions of this Agreement;

2. You hinder or interfere with us in providing our Services;

3. You make misrepresentations or otherwise deceive Suade; and,

4. You use the Services in violation of: any international, federal, state, or local law; or applicable regulation, rule, or order by any regulatory, governing, or private authority, or a court of competent jurisdiction.

C. No Right to Services or Content

You neither possess nor retain any ownership of or rights to the Services, regardless of who generated the content. Upon termination, you have no right to access, retain, or have returned any such information.

D. Grant of License to User-Generated Content

“User Content” means content you or your authorized users upload, submit, or make available through the Services (including files, text, images, video, and metadata). As between you and us, you retain ownership of your User Content. You grant us a non-exclusive, worldwide, royalty-free license to host, store, reproduce, process, transmit, display, and otherwise use your User Content solely to provide, maintain, secure, and improve the Services, including making backups and providing features you request.
If you choose to share User Content with brands, collaborators, or other third parties through the Services, you are responsible for the permissions you grant and represent that you have all rights necessary to share that User Content. We are not responsible for third-party use of User Content you authorize them to access. We will not sell your User Content. Except for the rights granted above (and any separate written agreement), we do not acquire ownership of your User Content. You may remove User Content from the Services to the extent the Services allow. Provided that, however, copies may remain in backups for a limited period or as required by law.

E. AI Features

The Services may provide outputs generated by automated or artificial intelligence systems. Outputs may be inaccurate, incomplete, or inappropriate, and may not reflect current information. You are responsible for reviewing and verifying outputs before relying on or using them, including for compliance, legal, financial, or business decisions. The Services and outputs are provided for informational purposes and are not professional advice.

The Services may also use artificial intelligence, machine learning, or automated systems to generate, suggest, summarize, route, or otherwise assist in the creation or delivery of communications, including but not limited to emails, messages, notifications, and responses (collectively, “AI-Assisted Communications”). You acknowledge that AI-Assisted Communications are generated algorithmically and may not reflect the views, intent, or judgment of any specific individual. We make no warranty that such communications will be error-free, complete, or suitable for any particular purpose. You are solely responsible for reviewing any AI-Assisted Communications before sending or acting upon them. We expressly disclaim liability for any damages arising from inaccuracies, omissions, or unintended outputs generated by AI or automated systems. We reserve the right to modify, suspend, or discontinue AI-assisted features at any time without notice.

F. Survival

The following sections survive termination: Intellectual Property; User Content (licenses as needed to operate and comply with law); Disclaimers; Limitation of Liability; Indemnification; Governing Law and Dispute Resolution; and any provisions that by their nature should survive.

IX. General Provisions

A. DMCA Violations

If you believe content on the Services infringes your copyright, send a notice to: DMCA Agent, 1801 Century Park East, Suite 1470, Los Angeles, CA 90067, support@suade.ai.  Your notice must include: (1) identification of the copyrighted work; (2) identification of the allegedly infringing material and its location; (3) your contact information; (4) a statement of good-faith belief the use is not authorized; (5) a statement, under penalty of perjury, that the information is accurate and you are authorized to act; and (6) your physical or electronic signature. We may remove or disable access to material and may terminate repeat infringers. We will notify the uploader as required and will process counter-notices consistent with the DMCA.

B. Successors and Assignees

We may assign this Agreement to an affiliate or in connection with a merger or sale of all or substantially all of our corresponding assets. You may not assign this Agreement.

You agree that any waiver or protections afforded to us are also provided to our affiliates, directors, officers, principals, employees, agents, and successors in their roles and relationship with us. You also acknowledge that all waivers and agreements bind not only you, but any successors, heirs, agents, and other representatives.

C. Governing Law, Forum Selection, and Venue

This Agreement will be governed by and construed in accordance with the laws of the State of California. The venue for any disputes shall be Los Angeles, California. You agree to waive the following defenses to any action brought in California: forum non conveniens and lack of personal jurisdiction.

D. Waiver

If one party waives any term or provision of this Agreement at any time, that waiver will only be effective for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this Agreement, that party retains the right to enforce that term or provision at a later time.

E. Severability

If any provision of this Agreement is invalid or unenforceable, whether by the decision of an arbitrator or court, by passage of a new law, or otherwise, the remainder of this Agreement will remain in effort and be construed and enforced consistent with the purpose of this Agreement, to the fullest extent permitted by law. Furthermore, if a provision is deemed invalid or unenforceable, you agree that provision should be enforced to the fullest extent permitted under the law, consistent with its purpose.

F. Understanding of Agreement

You acknowledge that you understand the terms and conditions of this Agreement. You also acknowledge that you could discuss these provisions with a lawyer at your own expense prior to entering into this Agreement and have either done so or chosen not to do so in entering this Agreement. Regardless of your choice, you intend to be fully bound by this Agreement.

G. Force Majeure

We are not liable for any delay or failure to perform resulting from causes outside our reasonable control, including acts of God, natural disasters, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, embargoes, government actions, power outages, internet or telecommunications failures, service provider failures, or denial-of-service attacks. We will use commercially reasonable efforts to resume performance as soon as practicable.

H. Export Controls and Sanctions

You may not use, export, re-export, import, or transfer the Services except as authorized by United States law, the laws of the jurisdiction where you use the Services, and any other applicable laws and regulations. You represent and warrant that (a) you are not located in, ordinarily resident in, or organized under the laws of any country or territory subject to comprehensive U.S. sanctions, and (b) you are not listed on (or owned or controlled by a person listed on) any U.S. government restricted or denied-party list. You agree not to use the Services for any prohibited end use, including nuclear, missile, or chemical or biological weapons activities, where prohibited by law.

I. Beta Features

We may offer certain features, tools, or services in “beta,” “early access,” or similar status (“Beta Features”). Beta Features are provided as is and may contain errors or inaccuracies, may change or be discontinued at any time, and may not be supported. We have no obligation to provide Beta Features or to continue to provide them. To the maximum extent permitted by law, we disclaim all warranties and liabilities arising from or related to Beta Features.

J. Entire Agreement

This Agreement, together with the Privacy Policy, constitutes the entire agreement between us, and supersedes all prior agreements, representations, and understandings, oral or written, between us.