Terms of Service

By accessing, browsing, or using the onomo platform located at onomo.io and any associated subdomains, applications, or services (collectively, the “Service”), you acknowledge that you have read, understood, and agree to be bound by these Terms of Service (“Terms”), our Privacy Policy, our Acceptable Use Policy, our Refund Policy, our Cookie Policy, and our Copyright Policy, each of which is incorporated herein by reference.

If you do not agree to these Terms, you must not access or use the Service. Your continued use of the Service following the posting of any changes to these Terms constitutes acceptance of those changes.

These Terms constitute a legally binding agreement between you (“User,” “you,” or “your”) and Onomo Inc. (“onomo,” “we,” “us,” or “our”), a company organized under the laws of the State of Georgia, United States.

Age Requirement. You must be at least thirteen (13) years old to create an account and use the Service. If you are under eighteen (18), or under the age of legal majority where you live, you need a parent or guardian's permission to use the Service, and you represent that your parent or guardian has reviewed and agreed to these Terms on your behalf. We ask for your birth month and year when you sign up (and ask existing account holders who have not told us yet). Accounts for people under 13 are not allowed: we do not create them, and if we learn that an account belongs to someone under 13, we delete it and its associated data. We do not knowingly collect personal information from children under 13, consistent with the Children's Online Privacy Protection Act (“COPPA”).

Regional Requirements. Some countries set a higher age, up to sixteen (16) in parts of the European Union, at which a person can agree on their own to how their personal data is used. If such a law applies to you and you are below that age, your parent or guardian's permission described above is also their consent on your behalf, and you may use the Service only with it.

Accurate Birth Date. You agree to give your real birth month and year. Once set, it cannot be changed from your account; if it was entered incorrectly, contact support@onomo.io and we may correct it after review. Giving a false birth date, or creating another account, to get around an age restriction or the teen protections below is a violation of these Terms.

Teen Accounts. Accounts for people aged 13 to 17 (“teen accounts”) come with protections that apply automatically: (a) the profile is private by default, so only followers the teen approves see their posts and songs; (b) a teen account is never listed in search, suggestions, or Explore, and its profile is not indexed by search engines, even if the teen makes it public; (c) teen accounts can exchange direct messages, and receive collaboration invites, only with people they follow, and can be in a group conversation only when every member meets the same rule; (d) Explicit content (Section 10) is hidden from teen accounts; and (e) AI features use additional safety settings for teen accounts. An account that has not yet given a birth date is treated like a teen account for content and contact purposes until it does. These protections lift automatically in the calendar month the account holder turns 18; privacy and search-listing settings stay as the account holder last left them.

Capacity. By agreeing to these Terms, you represent and warrant that you have the legal capacity to enter into a binding agreement in your jurisdiction. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

Compliance. You are responsible for ensuring that your use of the Service complies with all applicable local, state, national, and international laws and regulations.

Account Creation. To access certain features of the Service, you must create an account by providing accurate, current, and complete information, including your birth month and year (Section 2). You agree to update your account information promptly if it changes.

Account Security. You are solely responsible for maintaining the confidentiality of your account credentials, including your password. You agree to notify us immediately at security@onomo.io if you become aware of any unauthorized access to or use of your account. We are not liable for any loss or damage arising from your failure to safeguard your account credentials.

One Account Per Person. Each individual may maintain only one (1) account. Creating multiple accounts to circumvent usage limits, abuse referral programs, exploit free-tier benefits, or evade enforcement actions is strictly prohibited and grounds for immediate termination of all associated accounts.

Account Sharing. Your account is personal to you and may not be shared with, transferred to, or used by any other person. You are responsible for all activity that occurs under your account.

onomo is a browser-based creative platform for independent artists, made up of several connected surfaces, including: Studio, a digital audio workstation (synthesizer engines, drum synthesis engines, audio effects, a step sequencer, piano roll, arrangement timeline, mixer with bus routing, audio recording, and a multi-pad sampler); Canvas, a layer-based design editor for cover art and visual assets; Motion, a video editor for music videos and visualizers; Journal, a writing and pre-production notebook (including a lyric editor, a rhyme finder, and voice memos); Foundry, a set of rule-based generators (kits, loops, and MIDI); a Toolkit of audio utilities; an Arcade of music-training games; a Marketplace; real-time collaboration; and an AI assistant known as Ono, along with AI image and video generation features.

These surfaces are separate tools that can optionally share data with one another (for example, pulling a project's title, color palette, or lyrics into another surface). They are not a single fused project, and you may create, draft, and experiment in any surface independently.

The Service is provided on an “as is” and “as available” basis. We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice, including adding or removing features, changing usage limits, or updating the user interface. We will make commercially reasonable efforts to notify users of material changes in advance.

No Uptime Guarantee. While we strive for high availability, we do not guarantee uninterrupted access to the Service. The Service may be temporarily unavailable due to maintenance, updates, server issues, or circumstances beyond our control.

5.1 onomo's Intellectual Property. The Service, including all software, source code, synthesizer engines, drum engines, audio effects processors, DSP algorithms, AudioWorklet processors, user interface designs, graphics, logos, trademarks, trade names, documentation, and all other proprietary materials (collectively, “onomo IP”), are owned by Onomo Inc. and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to use the Service in accordance with these Terms. You may not copy, modify, distribute, sell, lease, reverse engineer, decompile, or disassemble any part of the onomo IP.

5.2 Your Content — Ownership. You retain full ownership of all original musical compositions, audio recordings, sound designs, arrangements, and other creative works that you produce using the Service (“User Content”). onomo does not claim any ownership interest in your User Content. You are free to distribute, sell, license, or otherwise exploit your User Content without restriction or obligation to onomo.

5.3 Limited License to onomo. By uploading, storing, or transmitting User Content through the Service, you grant onomo a limited, non-exclusive, royalty-free, worldwide license to host, store, transmit, display, and reproduce your User Content solely for the purpose of operating and providing the Service to you (e.g., cloud sync, playback, rendering, and export). This license terminates when you delete your User Content or your account.

5.4 Screening and Moderation. Images you upload to be shown to others (such as avatars, banners, post images, cover art, cover video frames, and images or video sent in messages) are checked automatically for nudity and sexual content, as described in Section 10 and our Privacy Policy. An image may be shown only to adults, or held for review by our staff, until it has been checked. Apart from this screening and the reports we receive, onomo does not pre-screen, monitor, or review User Content and has no obligation to do so. We reserve the right to label, restrict, remove, or disable access to any User Content that we believe, in our sole discretion, violates these Terms, infringes third-party rights, or is otherwise objectionable.

5.5 Synthesized Sounds. All sounds generated by onomo's built-in synthesizer engines, drum engines, and effects processors are produced through real-time mathematical synthesis (not sample playback of pre-recorded audio). These synthesized sounds are original outputs generated by the software's DSP algorithms in response to your parameter settings and note input. onomo makes no claim of ownership over sounds you synthesize, and you may use them freely in your productions. However, onomo does not warrant that any synthesized sound is free from perceptual similarity to sounds produced by other software or hardware instruments, as synthesis algorithms may produce acoustically similar results from similar parameter configurations.

6.1 Nature of AI Output. The Service includes AI-assisted features that generate content in response to your prompts and project context (collectively, “AI Output”). These include: (a) the Ono assistant, which produces musical and text elements such as drum patterns, melodies, bass lines, chord progressions, note sequences, lyric suggestions, synth presets, and arrangement structure; and (b) image and video generation features (for example, in Canvas and Motion). All AI Output is provided as an editable starting point and creative tool, not as a finished work. Anything the AI produces is yours to grab, edit, rearrange, undo, and build upon within the Service.

6.2 Usage Rights. Subject to these Terms, you may use, modify, incorporate, and distribute AI Output in your own productions without restriction or additional payment beyond your subscription or credit usage. Once you accept and incorporate AI Output into a project, it becomes part of your User Content.

6.3 How the Models Work. Ono is not trained on any artist's catalog or on copyrighted recordings; it works from publicly documented music theory and from the parameters of the instruments within the Service. Image and video generation features are powered by third-party generative models. As with any generative model, AI Output may resemble existing works, patterns, or styles. onomo does not warrant or guarantee that AI Output is original, unique, or free from similarity to third-party works. You are solely responsible for reviewing AI Output before using it and for ensuring your final works do not infringe the rights of any third party.

6.4 Copyright of AI Output. The copyrightability of AI-generated content is an evolving and jurisdiction-specific area of law. In 2025 the U.S. Copyright Office took the position that material generated from a prompt alone, without meaningful human authorship, is not protected by copyright. onomo makes no representation that any AI Output, standing alone, qualifies for copyright protection. The Service is designed so that AI Output is editable precisely so that your own creative choices — your edits, arrangement, and additions — can establish the human authorship that copyright protection generally requires. This is general information and not legal advice.

6.5 AI Data Processing. To generate AI Output, relevant inputs are transmitted to our AI processing providers. For the Ono assistant, this is structured project context (such as track names, note data, tempo, key, mixer settings, and your text prompt) routed through our model provider. For image and video generation, this includes your prompt and any image, frame, or media you provide as input, sent to our generation provider. We do not use your content to train our own AI models. Our providers' processing of this data is governed by their respective terms and privacy policies, and is further described in our Privacy Policy.

6.6 Indemnification for AI Output. You agree to indemnify and hold harmless onomo from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of AI Output, including but not limited to claims of copyright infringement, trademark infringement, right-of-publicity or likeness claims, or any other claims related to works you create or distribute using AI Output.

7.1 Free Tier. The Service offers a free tier that currently includes the full creative suite — every surface, instrument, and effect — together with a monthly allowance of AI credits and limited cloud storage, project count, and draft slots. We reserve the right to modify the free tier at any time, including its limits and the features, tools, and surfaces it includes, and to offer some features only on paid plans. Changes to the free tier do not remove or delete content you have already created, and any paid purchases remain subject to Sections 7.5 and 13.

7.2 Paid Subscriptions. The Service offers two paid plans, each billed monthly or annually at the then-current rate. Plus (currently US$6/month or US$58/year) adds expanded cloud storage, unlimited projects and draft slots, collaboration hosting, a Plus community badge, and priority support; it includes the free plan's monthly AI credit allowance and does not include AI image, video, upscaling, or stem-separation features. Pro (currently US$10/month or US$96/year) includes everything in Plus and adds a larger monthly AI credit allowance, AI image, video, upscaling, and stem-separation features, further expanded storage and collaboration hosting, a Pro community badge, and discounted credit-pack rates. By subscribing, you authorize onomo to charge your designated payment method on a recurring basis for your chosen billing period until you cancel.

7.2a Changing Plans. You may move between Plus and Pro at any time. Moving up to Pro takes effect immediately and charges the prorated difference for the rest of your current billing period. Moving down to Plus takes effect immediately; the unused portion of your Pro period is credited against your next invoice (it is not refunded to your payment method), and Pro-only features and Pro's monthly credit allowance end at that time. Top-up pack credits you purchased are unaffected by any plan change.

7.3 Promotional Rates. onomo may from time to time extend promotional subscription rates. Where a subscriber was granted a reduced Pro rate under a prior promotion, that rate applies only while their Pro subscription remains active and uninterrupted; if the subscription is cancelled or lapses, the promotional rate is forfeited and standard pricing applies to any new subscription. No promotional rate is offered to new subscribers at this time, and standard pricing (Section 7.2) applies to all new subscriptions.

7.4 AI Credits. AI features draw from a single pool of credits. Each plan includes a monthly credit allowance that resets at the start of each billing period. On the Free and Plus plans, unused monthly credits do not roll over. On Pro, unused monthly credits roll over for one additional period only, up to twice the monthly allowance, while the subscription stays active; rolled-over credits end when the subscription ends. Different actions consume different numbers of credits (for example, a text request to Ono consumes fewer credits than image or video generation, which carry real processing cost). Credits have no cash value, are not transferable, and cannot be redeemed for money.

7.5 Credit Top-Up Packs. Additional credits may be purchased as one-time top-up packs. Purchased pack credits roll over month to month and remain available even if you cancel or downgrade, until they expire 12 months after your most recent top-up purchase. Each new top-up purchase extends your entire pack balance to 12 months from the date of that purchase. Unused pack credits are forfeited when they expire and have no cash value. Plan credits are consumed before pack credits. Credits — whether granted or purchased — are consumed as you use AI features; once consumed they are used up. Top-up purchases are final and non-refundable.

7.6 Price Changes. We reserve the right to change subscription prices at any time. Price changes for existing subscribers will take effect at the start of the next billing cycle following at least thirty (30) days' written notice. If you do not agree to a price change, you may cancel your subscription before the new price takes effect. (Any promotional rate under Section 7.3 is honored for as long as that subscription remains continuously active.)

7.7 Automatic Renewal. Paid subscriptions (Plus or Pro) automatically renew at the end of each monthly or annual billing period unless you cancel before the renewal date. You may cancel at any time through your account settings. Cancellation takes effect at the end of the current billing period — you will retain access to paid features until then.

7.8 Failed Payments. If a payment fails, we may retry the charge and/or suspend access to paid features until payment is successfully processed. We are not responsible for any fees charged by your bank or payment provider in connection with failed or retried payments.

7.9 AI Credit Costs and Third-Party Providers. AI features are delivered through third-party model and generation providers whose pricing, availability, and capabilities are outside our control. The number of credits an action consumes reflects the real cost of that action and may change at any time to track changes in our providers' pricing; the credit cost shown at the moment you initiate an action is the cost you pay for that action, except that for AI text requests, whose size varies with what you send and can't always be known before they run, the shown cost is the typical cost and an unusually large request may consume additional credits in proportion to its actual processing cost. Credit allowances and packs are denominated in credits, not in a fixed number of actions or a fixed dollar value of processing. We may substitute, add, or remove models and providers at our discretion, and we may temporarily limit or suspend an AI feature if a provider becomes unavailable or its cost changes materially. Credits you already hold are not reduced or removed by any such change, and your rights under Section 7.5 (top-up packs), Section 8.4 (billing errors), and Section 13 (downgrade protection) are unaffected. We will note material changes to per-action credit costs on the pricing page.

7.10 Referral Program and Bonus Credits. We may give bonus credits, for example to an account created through another user's invite link, to a user whose invited friend starts a paid plan, or with an annual Pro subscription. Bonus credits are added to your top-up balance and share its expiry (12 months from the latest top-up or bonus), have no cash value, and cannot be transferred or redeemed for money. Referral rewards are for genuine invitations: self-referrals, duplicate or fake accounts, and invitations obtained by spam or misleading claims do not qualify, and we may withhold or remove rewards and bonus credits obtained that way. Rewarded referrals may be capped. Commissions for creator codes are agreed separately in writing. We may change or end the referral program at any time; rewards already earned are kept.

7.11 Taxes. All prices are exclusive of applicable taxes unless otherwise stated. You are responsible for all applicable sales tax, value-added tax (VAT), goods and services tax (GST), or other taxes imposed by your jurisdiction.

8.1 No Refunds — Subscriptions. Subscription payments are final and non-refundable. When you cancel, you retain access to paid features through the end of your current monthly or annual billing period, but no partial or prorated refund will be issued for the remaining time. We encourage you to use the free tier to evaluate the Service before subscribing.

8.2 No Refunds — Marketplace Purchases. All purchases from the onomo marketplace (premium instruments, preset packs, sound packs, drum kits, and other digital content) are final and non-refundable. Digital content is delivered immediately upon purchase and cannot be “returned.”

8.3 No Refunds — AI Credit Top-Ups. All AI credit top-up purchases are final and non-refundable. Credits are delivered immediately and are consumed as you use AI features; consumed credits cannot be restored or refunded.

8.4 Exceptions. In the event of a verifiable technical error that results in a duplicate charge or an incorrect charge amount, we will issue a correction or refund for the erroneous amount. To request a billing correction, contact billing@onomo.io within thirty (30) days of the charge with your transaction details.

8.5 Chargebacks. If you initiate a chargeback or payment dispute with your bank or payment provider instead of contacting us directly, we reserve the right to immediately suspend your account pending resolution. Fraudulent chargebacks (i.e., chargebacks filed after legitimate use of the Service) may result in permanent account termination and collection action for the disputed amount plus any fees incurred.

For complete details, see our Refund Policy.

9.1 Marketplace Purchases. The onomo marketplace offers digital content including premium instruments, preset packs, sound packs, drum kits, and project templates created by onomo and by third-party community creators. All marketplace purchases are permanently owned by you — they survive subscription downgrades and cancellations. Projects using purchased items will continue to function correctly regardless of your subscription status.

9.2 Subscription Benefits. From time to time, paid subscribers may receive marketplace benefits (such as included or discounted items or claims). Where offered, any such benefit, its limits, and whether unused portions roll over are determined by your subscription tier and may be introduced, modified, or discontinued by onomo with reasonable notice. Items you have purchased or claimed are permanently owned regardless of any change to these benefits.

9.3 Community Creator Content. Third-party creators may sell content on the onomo marketplace. onomo acts as a platform and payment processor for community creator transactions. onomo does not endorse, verify, or guarantee the quality, originality, or fitness for purpose of community-created content. Community creators are solely responsible for ensuring that their content does not infringe upon the intellectual property rights of any third party.

9.4 Creator Obligations. If you sell content on the onomo marketplace, you represent and warrant that: (a) you own or have all necessary rights and licenses to the content; (b) the content does not infringe upon the intellectual property rights of any third party; (c) the content does not contain malicious code, viruses, or harmful material; and (d) you will comply with all applicable laws and regulations. onomo retains a commission on each sale as specified in the creator agreement.

9.5 Marketplace Removal. onomo reserves the right to remove any marketplace content at any time, for any reason, including but not limited to intellectual property complaints, quality concerns, or policy violations. If purchased content is removed from the marketplace due to an intellectual property claim, users who previously purchased the content will retain access to their existing copy, but the content will no longer be available for new purchases.

Your use of the Service is subject to our Acceptable Use Policy, which is incorporated into these Terms by reference. In summary, you agree not to:

• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any part of the Service
• Use the Service for any unlawful purpose or in violation of any applicable law or regulation
• Upload, transmit, or store any content that is infringing, defamatory, obscene, threatening, or otherwise objectionable
• Post or send nudity or sexual content of any kind, including AI-generated images
• Share content with strong language or mature themes without labeling it Explicit
• Contact anyone under 18 for a sexual purpose, or try to get around the teen account protections described in Section 2
• Attempt to gain unauthorized access to other users' accounts, data, or any part of the Service's infrastructure
• Use automated tools, bots, scrapers, or scripts to access, interact with, or extract data from the Service
• Circumvent, disable, or interfere with any security, rate-limiting, or access-control features of the Service
• Create multiple accounts to abuse free-tier benefits, referral programs, or promotional offers
• Resell, sublicense, or commercially redistribute access to the Service or any part thereof
• Use the AI system to generate content that promotes violence, hate speech, harassment, or illegal activity
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Interfere with or disrupt the Service or the servers and networks connected to the Service
• Use the Service to operate a competing product or to benchmark the Service for competitive purposes

Explicit Content. If something you post, publish, or share includes strong language or mature themes, you must label it Explicit using the Explicit setting the Service provides. Explicit content is hidden from teen accounts, from accounts that have not given a birth date, and from signed-out visitors. You may mark your profile Explicit so new posts and songs start labeled. A post that links an Explicit song, and a remix of an Explicit song, are Explicit too. onomo may add the Explicit label to any content or profile, lock it so it cannot be removed, or remove the content.

Nudity and Sexual Content. Nudity and sexual content are not allowed on the Service for anyone, whether or not the content is labeled Explicit and whether or not it was made with AI. The Explicit label covers language and themes; it never makes nudity or sexual content acceptable. Images that are flagged by automated screening cannot be used, and onomo may remove such content and suspend or terminate the account that posted it.

Violation of the Acceptable Use Policy may result in immediate suspension or termination of your account without notice or refund.

onomo respects the intellectual property rights of others and expects users to do the same. We comply with the Digital Millennium Copyright Act (“DMCA”) and respond to valid notices of alleged copyright infringement.

If you believe that content available through the Service infringes your copyright, please submit a DMCA takedown notice in accordance with our Copyright Policy. Notices should be sent to our designated DMCA agent at dmca@onomo.io.

Repeat Infringers. In accordance with the DMCA, we will terminate the accounts of users who are determined to be repeat infringers in appropriate circumstances.

Counter-Notification. If you believe that content you posted was removed or disabled as a result of a mistake or misidentification, you may submit a counter-notification as described in our Copyright Policy.

12.1 Local Storage. By default, your project data is stored locally in your browser using IndexedDB and localStorage. This data is stored on your device and is subject to the storage policies of your browser and operating system. Clearing your browser data, reinstalling your browser, or using a different device will result in loss of locally stored projects unless cloud sync is enabled.

12.2 Cloud Storage. If you create an account and enable cloud sync, your project data is transmitted to and stored on our servers. We use commercially reasonable security measures to protect your data, but we do not guarantee against data loss. Cloud storage limits are determined by your subscription tier.

12.3 Your Responsibility. You are solely responsible for maintaining backups of your important projects and data. onomo is not liable for any loss of data, regardless of cause, including but not limited to server failures, software bugs, browser updates, accidental deletion, or account termination. We strongly recommend exporting finished projects regularly.

12.4 Account Deletion. If you delete your account, all associated cloud-stored data will be permanently deleted within thirty (30) days. This action is irreversible. Locally stored data on your device is not affected by account deletion.

13.1 Downgrade Principle. We are committed to the principle that nothing you created or acquired through the Service is ever destroyed by a subscription change. When you downgrade from a paid plan to a lower tier or to the free plan:

• All purchased and claimed marketplace items remain permanently accessible
• All existing projects remain accessible (projects exceeding the lower tier's project limit become read-only)
• Storage exceeding the lower tier's limit enters a grace mode — existing data is preserved but new uploads are restricted until you are within the limit
• Monthly AI credit allowance and collaboration hosting adjust to the lower tier's limits (purchased credit packs remain yours)

13.2 No Obligation. While we intend to maintain this downgrade protection policy, it is provided as a good-faith commitment and not a contractual guarantee. We reserve the right to modify this policy with reasonable notice.

14.1 Termination by You. You may terminate your account at any time through your account settings. Upon termination, your right to use the Service ceases immediately. If you have an active paid subscription, cancellation takes effect at the end of the current billing period.

14.2 Termination by onomo. We may suspend or terminate your account immediately, without prior notice or liability, if: (a) you breach any provision of these Terms or the Acceptable Use Policy; (b) we are required to do so by law; (c) your account has been flagged for fraudulent activity; (d) we reasonably believe that your continued use poses a risk to the Service, other users, or third parties; or (e) we learn that you are under thirteen (13), or that you gave a false birth date.

14.3 Effect of Termination. Upon termination: (a) all licenses granted to you under these Terms immediately terminate; (b) you must cease all use of the Service; (c) we may delete your account data in accordance with our data retention policies; and (d) any outstanding payment obligations survive termination. Termination does not entitle you to any refund of subscription fees, marketplace purchases, or AI credit top-ups.

14.4 Survival. Sections 5 (Intellectual Property), 6 (AI-Generated Content), 8 (Refund Policy), 12 (Data Storage and Backups), 15 (Disclaimer of Warranties), 16 (Limitation of Liability), 17 (Indemnification), 18 (Dispute Resolution), and 19 (Governing Law) survive termination of these Terms.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Without limiting the foregoing, onomo does not warrant that: (a) the Service will be uninterrupted, timely, secure, or error-free; (b) the results obtained from the Service will be accurate or reliable; (c) any errors in the Service will be corrected; (d) the Service will meet your specific requirements; (e) AI-generated content will be original, accurate, or suitable for any particular purpose; or (f) synthesized sounds will be free from perceptual similarity to sounds produced by other software or hardware.

You acknowledge that audio production involves inherent risks including but not limited to hearing damage from excessive volume levels. You are solely responsible for monitoring output levels and protecting your hearing.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ONOMO INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF BUSINESS OPPORTUNITY, OR ANY OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ONOMO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ONOMO'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU HAVE PAID TO ONOMO IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS ($100.00).

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

You agree to indemnify, defend, and hold harmless Onomo Inc. and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your use of the Service; (b) your User Content; (c) your use of AI Output in your productions; (d) your violation of these Terms; (e) your violation of any third-party right, including any intellectual property, privacy, or proprietary right; (f) any content you sell or distribute through the marketplace; or (g) any claim that your User Content or marketplace content caused damage to a third party.

18.1 Informal Resolution. Before filing any formal legal proceeding, you agree to first attempt to resolve any dispute with onomo informally by contacting us at legal@onomo.io. We will attempt to resolve the dispute within sixty (60) days of receiving your notice.

18.2 Binding Arbitration. If informal resolution is unsuccessful, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Atlanta, Georgia, United States, or at another mutually agreed location. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

18.3 Class Action Waiver. YOU AND ONOMO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. Unless both you and onomo agree otherwise, the arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

18.4 Exceptions. Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

18.5 Statute of Limitations. You agree that any claim arising out of or related to these Terms or the Service must be filed within one (1) year after the cause of action arose, or the claim is permanently barred.

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, United States, without regard to its conflict of law provisions. To the extent that arbitration is not applicable, you consent to the exclusive jurisdiction and venue of the state and federal courts located in Fulton County, Georgia, United States.

Entire Agreement. These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy, Refund Policy, and Copyright Policy, constitute the entire agreement between you and onomo regarding the Service and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Waiver. The failure of onomo to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment. You may not assign or transfer these Terms or your rights hereunder without our prior written consent. onomo may assign these Terms without restriction.

Force Majeure. onomo shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemic, government actions, power failures, internet disruptions, or third-party service outages.

Notices. We may provide notices to you via email (to the address associated with your account), in-app notification, or by posting on the Service. You may provide notices to us by emailing legal@onomo.io.

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

We reserve the right to modify these Terms at any time. If we make material changes, we will provide at least thirty (30) days' notice via email or prominent in-app notification before the changes take effect. Non-material changes (such as formatting or clarification) may be made without notice.

Your continued use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service and may cancel your account.

We will maintain an archive of previous versions of these Terms, available upon request.

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

• General Legal: legal@onomo.io
• Billing: billing@onomo.io
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• Privacy: privacy@onomo.io

Onomo Inc.
Atlanta, Georgia, United States