Terms of Service

Provider: Alphana, Inc. ("Visuals," "we," "us," "our"), a Delaware corporation Brand and Services: Visuals / visuals.fm — marketing website at visuals.fm and application at app.visuals.fm Effective date: July 15, 2026

These Terms of Service replace and supersede any prior Visuals Website Terms of Use and any prior Product Terms of Service.

Plain-language summary

This summary helps you understand the Terms. It is not the contract, and the full Terms below control if there is any difference.

What Visuals is. Visuals is the AI visual engine for music teams. You use credits to generate cover art, canvas loops, lyric videos, motion visuals, and other visual and media assets. These Terms cover our marketing website (visuals.fm), the app (app.visuals.fm), and our official community spaces and channels that link to these Terms.
You must be 18 or older to use Visuals.
You own what you put in. The content you upload (your "Inputs") stays yours.
Who owns what you make depends on your plan. On the free plan, your outputs are for personal, non-commercial use, need a "Visuals" credit when shared, and are watermarked. On a paid plan, you own your outputs and get a full, worldwide, perpetual commercial license with no watermark, even after you stop paying, for outputs you already made. Enterprise accounts are governed by their Order Form, MSA, and DPA.
We do not train our AI on paid or enterprise content. On the free plan we may use your generated outputs and usage data to improve the Services, including model training (we don't today), and we never use files you upload to train. See Section 9.
Credits and billing. You get 100 free credits at signup. Paid plans use Stripe, renew automatically, and you can cancel anytime in the app. Credits are non-refundable except where the law requires.
Use it responsibly. No illegal content, no infringing others' rights, no using someone's name or likeness without permission, no breaking a model provider's rules, no abuse or scraping.
Keep your own backups. We keep certain data as described in our Privacy Policy, but you are responsible for your own backup copies of what you upload and make. See Section 19A.
Links to other sites. The Services may link to third-party sites and platforms like Discord and social media. We do not control or endorse them, and their own terms apply. See Section 17.
Disputes. Most disputes are resolved by individual arbitration in Miami, Florida, with a class-action waiver and a 30-day opt-out. See Section 22.

1. Introduction and acceptance

1.1 These Terms of Service ("Terms") are a binding agreement between you and Alphana, Inc., a Delaware corporation with its principal office at 382 NE 191st St, PMB 31968, Miami, FL 33179, which operates the Visuals product under the Visuals / visuals.fm brand ("Visuals," "we," "us," or "our").

1.2 These Terms govern your access to and use of:

(a) the marketing website at visuals.fm and its content,
(b) the Visuals application at app.visuals.fm, its features, application programming interfaces (APIs), and related services, and
(c) our official community spaces and channels that we operate and that link to these Terms.

Together, the website, the application, and those official community spaces and channels are the "Services." Some interactions happen on third-party platforms that we do not control (for example, a community server on Discord or our profiles on social media). Your interactions on those third-party platforms are also governed by that platform's own terms and policies, in addition to these Terms.

1.3 By visiting the website, creating an account, clicking to accept, or using the Services, you agree to these Terms and to our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Services.

1.4 If you use the Services for or on behalf of a company or other organization, you represent that you are authorized to bind that organization, and "you" and "Customer" mean that organization.

2. Definitions

"Customer" / "you" means the person or organization that visits the website, has an account, or uses the Services.
"Credits" means the units used to access generation and other metered features of the Services.
"Inputs" means the content, data, files, prompts, instructions, names, images, audio, and other materials you submit to the Services.
"Outputs" means the images, video, audio, and other assets the Services generate from your Inputs. Outputs generated for you are also called your "Deliverables."
"Free plan" means use of the app without a paid subscription or a paid credit purchase, including use of the 100 signup credits and any free trial or promotional credits.
"Paid plan" means a paid subscription or a paid purchase of credits, other than an enterprise engagement under an Order Form.
"Enterprise" means an engagement governed by an Order Form, Master Services Agreement (MSA), and/or Data Processing Addendum (DPA).
"Vendor Technology" means Visuals' platform and technology described in Section 8.
"Model Providers" means the third-party AI and media-generation providers whose models the Services use to produce Outputs.
"Order Form" means a written ordering document (including an enterprise order or statement of work) signed by you and Visuals.
"DPA" means the Data Processing Addendum described in Section 11.

3. Eligibility

3.1 The Services are for users 18 years of age or older. By using the Services, you represent that you are at least 18 and are able to enter into a binding contract.

3.2 The Services are not directed to children, and we do not knowingly allow anyone under 18 to create an account. If we learn that an account belongs to someone under 18, we may suspend or close it.

4. Accounts and security

4.1 You can browse parts of the marketing website without an account. To use the app and most features, you must create an account and provide accurate, current information. You are responsible for keeping your login credentials confidential and for all activity under your account.

4.2 You must notify us promptly at support@visuals.fm if you suspect unauthorized use of your account. We are not liable for losses caused by unauthorized use of credentials that you failed to protect.

4.3 An organization account may have multiple authorized users. The organization is responsible for its users' compliance with these Terms.

4A. User representations

4A.1 By using the Services, you represent and warrant that:

(a) all registration and account information you submit is true, accurate, current, and complete, and you will keep it accurate and current;
(b) you have the legal capacity to enter into these Terms, and you agree to comply with them;
(c) you are at least 18 years old;
(d) you will not access the Services through automated or non-human means, whether through a bot, script, or otherwise, except through any API we make available for that purpose;
(e) you will not use the Services for any illegal or unauthorized purpose; and
(f) your use of the Services will not violate any applicable law or regulation.

4A.2 If you provide information that is untrue, inaccurate, not current, or incomplete, we may suspend or terminate your account as described in Sections 12 and 13.

5. The Services; license and access

5.1 Access license. Subject to these Terms and your payment of any applicable fees, Visuals grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during your account or subscription term. Your license to use the Deliverables you generate is set out in Section 7 and is not limited by this Section.

5.2 Website use. You may view and use the marketing website for lawful, informational purposes. You may not misuse the website, interfere with its operation, or use it in a way that violates Section 6.

5.3 Changes to the Services. We may add, change, or remove features over time. We will not make changes that materially reduce the core functionality of a paid plan during a paid term without notice; enterprise commitments in an Order Form control for those customers.

5.4 Beta features. We may offer features labeled beta, preview, or experimental. These are provided "as is," may change or be withdrawn, and are excluded from any service commitments.

5A. Modifications and interruptions

5A.1 Changes to the Services. We may change, modify, or discontinue all or part of the Services or their features at any time, consistent with Section 5.3. Except as stated in Section 5.3 for paid plans and in an Order Form for enterprise customers, we have no obligation to update, maintain, or support the Services.

5A.2 Interruptions. We cannot guarantee that the Services will be available at all times. We may experience hardware, software, or other problems, or need to perform maintenance, which can result in interruptions, delays, or errors. The Services may be unavailable from time to time for these or other reasons.

5A.3 No liability for downtime. To the fullest extent permitted by law, and except as expressly stated for paid plans in Section 5.3 or in an Order Form, we are not liable for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance. Nothing in these Terms obligates us to maintain and support the Services or to supply any corrections, updates, or releases, except as required by law.

5B. Corrections

5B.1 The Services may contain typographical errors, inaccuracies, or omissions, including in descriptions, pricing, availability, and other information. We may correct any errors, inaccuracies, or omissions, and change or update the information at any time, without prior notice.

6. Acceptable use

6.1 You agree not to use the Services, and not to allow anyone to use the Services, to:

(a) create, upload, or distribute content that is unlawful, or that promotes or facilitates unlawful activity;
(b) infringe, misappropriate, or violate any third party's intellectual property, privacy, publicity, or other rights, including generating content that copies or imitates a protected work, artist, or brand without the rights to do so;
(c) impersonate any person or organization, or misrepresent your affiliation with a person or organization;
(d) use a person's name, voice, image, or likeness without the rights or permissions required to do so;
(e) generate content that violates the terms, usage policies, or acceptable-use rules of any Model Provider;
(f) create, promote, or distribute content that sexualizes, exploits, or endangers minors, or that is otherwise harmful to minors;
(g) generate content that is defamatory, harassing, hateful, or that promotes violence or self-harm;
(h) create deceptive deepfakes, fraudulent content, or misinformation intended to deceive;
(i) abuse, overload, disrupt, or interfere with the Services or their infrastructure, or attempt to gain unauthorized access to any system or data;
(j) circumvent, disable, or defeat any security, rate-limiting, authentication, usage, or access control;
(k) scrape, crawl, harvest, or use automated means to extract data or content from the Services except through features or APIs we provide for that purpose;
(l) reverse engineer, decompile, or attempt to derive the source code, models, weights, or underlying technology of the Services, except to the extent this restriction is prohibited by law;
(m) resell, sublicense, or provide the Services to third parties as a service bureau, except as expressly permitted in an Order Form; or
(n) use the Services to build or train a competing AI model or service.

6.2 You are responsible for your Inputs and Deliverables and for confirming you have the rights needed to use them, including any rights in third-party music, artwork, names, or likenesses reflected in them.

6.3 We may investigate suspected violations and may remove content or take the actions described in Sections 12 (Suspension) and 13 (Termination). Nothing in this Section requires us to monitor content, but we may do so.

7. Ownership: your Inputs and your Outputs

7.1 Your Inputs. As between you and Visuals, your Inputs remain yours. You grant Visuals a limited license to host, process, transmit, and use your Inputs solely to provide, secure, and support the Services and to generate your Deliverables, and as otherwise permitted in Section 9 and our Privacy Policy.

7.2 Free plan — personal use, attribution, and watermark. If you use the free plan, then, as between you and Visuals:

(a) your Outputs are licensed to you for personal, non-commercial use only;
(b) when you share or post an Output, you must credit "Visuals"; and
(c) exported Outputs are watermarked.

You do not receive a commercial license to free-plan Outputs. To use Outputs commercially or without a watermark, upgrade to a paid plan.

7.3 Paid plans — ownership and full commercial license. If you generate an Output while on a paid plan, then, as between you and Visuals:

(a) you own all right, title, and interest in that Output (your Deliverable); and
(b) Visuals grants you a full, worldwide, perpetual, royalty-free commercial license to use, reproduce, modify, distribute, publicly display, and perform that Deliverable, with no watermark.

This ownership and license continue after your subscription ends for Deliverables you already generated while on a paid plan. Ending a paid plan does not revoke your rights in Deliverables you already made.

7.4 Enterprise. For enterprise customers, ownership and licensing of Outputs are governed by the applicable Order Form, MSA, and DPA, which control over this Section 7 for that customer.

7.5 Conditions and third-party rights. Your rights under Sections 7.2 and 7.3 are subject to (a) the terms of the applicable Model Providers, (b) your having the necessary rights in your Inputs, and (c) your compliance with these Terms. AI Outputs may be affected by the rights and terms of Model Providers and by applicable law, including rules on copyright, trademarks, and name, image, and likeness. You are responsible for confirming that your intended use of a Deliverable is permitted. Sections 14 (Warranties) and 15 (Liability) apply.

7.6 No conflicting claim. We will not claim ownership of your Deliverables or Inputs. Your rights in the Deliverables do not extend to the Vendor Technology in Section 8.

8. Visuals' intellectual property (Vendor Technology)

8.1 Visuals retains all right, title, and interest in and to its Vendor Technology, which includes the Visuals platform and all software, tools, templates, workflows, processes, prompts, models, know-how, user interfaces, documentation, website content, and platform technology, including any improvements, enhancements, and derivatives developed in the course of providing the Services.

8.2 Except for the limited rights expressly granted in these Terms, no rights in the Vendor Technology are transferred to you. Visuals may reuse and improve its Vendor Technology across customers. Nothing in this Section extends to your Inputs or your Deliverables.

8.3 Feedback. If you give us feedback or suggestions about the Services, you grant us a perpetual, royalty-free license to use it without restriction or obligation to you.

8.4 Marks. "Visuals," "visuals.fm," and related logos are marks of Visuals. These Terms do not grant you any right to use them without our prior written consent.

8A. Copyright Complaints (DMCA)

8A.1 Respect for intellectual property. Visuals respects the intellectual property rights of others and expects users to do the same. We will respond to clear notices of alleged copyright infringement, remove or disable access to material we determine to be infringing, and, in appropriate circumstances, terminate the accounts of users who are repeat infringers.

8A.2 Notice of infringement. If you believe that material available through the Services infringes a copyright you own or control, you may send a written notice to our Copyright Agent under the Digital Millennium Copyright Act, 17 U.S.C. § 512(c). To be effective, your notice must include:

(a) a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright that is allegedly infringed;
(b) identification of the copyrighted work claimed to have been infringed, or, if a single notice covers multiple works, a representative list of those works;
(c) identification of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit us to locate the material (such as the URL or other specific location within the Services);
(d) your contact information, including your name, mailing address, telephone number, and email address;
(e) a statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(f) a statement that the information in the notice is accurate, and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner.

8A.3 Copyright Agent. Send DMCA notices to our designated Copyright Agent:

Copyright Agent, Alphana, Inc.
382 NE 191st St, PMB 31968, Miami, FL 33179
Email: copyright@visuals.fm

8A.4 Misrepresentation caution (17 U.S.C. § 512(f)). Under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing, or that material or activity was removed or disabled by mistake or misidentification, may be liable for damages, including costs and attorneys' fees. If you are not sure whether material infringes your rights, you should consult an attorney before sending a notice.

8A.5 Removal, forwarding, and repeat infringers. We may remove or disable access to allegedly infringing material, forward a valid notice to the affected user, and give that user an opportunity to respond. We reserve the right to terminate, in appropriate circumstances, the accounts of users who are repeat infringers.

9. AI and training

The Services use third-party AI and media providers ("Model Providers") to generate the Outputs you request. Your use of the Services is also subject to the applicable Model Providers' terms and usage policies.

9.1 We do not train our AI models on paid or enterprise customers' content, and we configure our Model Providers not to do so. If we ever offer training to paid customers, it will be opt-in — off by default and used only if you enable it in your dashboard.

9.2 On the free plan, we may use your generated Outputs and usage data to operate and improve the Services, including model training, though we do not do this today. We do not use the files you upload (such as audio, images, or video) to train AI models.

9.3 We may also use aggregated, de-identified data about the operation and usage of the Services to operate, secure, and improve them. This data does not identify you and does not include your content or Outputs in a form recognizable as your content.

9.4 Our handling of personal data is described in our Privacy Policy. For business and enterprise customers, the processing of personal data is governed by the DPA in Section 11, and enterprise customers may configure model restrictions in their Order Form.

10. Credits, subscriptions, and billing

10.1 Signup credits. When you create an account, you receive 100 free credits. These signup credits are a courtesy, not a formal free trial. We may also offer free trials or promotional credits from time to time, with terms stated at the time of the offer.

10.2 Keeping access after your credits are used. After your free credits are used, you keep access to the app and your existing items, but you must buy credits or subscribe to keep generating new Outputs.

10.3 How credits work. Credits are consumed when you generate Outputs or use metered features. Credit costs per feature or model may vary and may change over time. Credits are not cash, have no independent monetary value, and are non-transferable.

10.4 Refresh and expiry.

(a) Subscription/plan credits refresh each billing cycle and do not roll over to the next cycle, unless a specific plan says otherwise.
(b) One-time credit packs expire 12 months after purchase. Promotional packs may have different terms, which we will state at the time of purchase.

10.5 Payment processor. Card and other payments are processed by Stripe. By providing payment information, you authorize us and Stripe to charge your payment method for all applicable fees. You agree to Stripe's applicable terms for the processing of your payment.

10.6 Auto-renewal and cancellation. Paid subscriptions renew automatically for successive periods of the same length at the then-current price, unless you cancel before the renewal date. You authorize recurring charges until you cancel. You can cancel anytime in the app through your account settings. When you cancel, you keep access through the end of the period you already paid for, and your subscription does not renew after that.

10.7 Enterprise billing. Enterprise plans are billed annually and invoiced up front unless the Order Form states otherwise. Enterprise fees are due as stated on the invoice or Order Form.

10.8 Plan changes. You may upgrade, downgrade, or change plans as described in the Services. Upgrades may take effect immediately with a prorated charge; downgrades typically take effect at the next renewal. Changing a plan may change your credit allowance and features.

10.9 Taxes. Fees are exclusive of taxes. You are responsible for applicable sales, use, VAT, and similar taxes, except taxes on Visuals' net income.

10.10 Refunds. Except where required by law or expressly stated in your plan or Order Form, fees and purchased credits are non-refundable, including for partial periods and unused credits.

10.11 Late or failed payment. If a charge fails or a fee is past due, we may retry the charge, suspend the Services under Section 12, or downgrade your account. Enterprise late-payment terms in an Order Form control for those customers.

10.12 Price changes. We may change plan prices. For paid self-serve subscriptions, price changes apply at the next renewal after we give notice by email or in-app. Enterprise pricing is fixed for the committed term.

11. Enterprise orders, MSA, and DPA

11.1 Order Forms and MSA. Enterprise and business customers may enter into an Order Form and/or a Master Services Agreement (MSA) with Visuals. Where an Order Form or MSA conflicts with these Terms, the Order Form or MSA controls for that customer with respect to the conflicting subject matter.

11.2 DPA by reference. For business and enterprise customers whose use of the Services involves Visuals processing personal data on their behalf, that processing is governed by Visuals' Data Processing Addendum (DPA), which is incorporated by reference. Where a signed DPA is in place, it controls over any conflicting data-processing terms in these Terms or the Privacy Policy.

11.3 Sub-processors. Visuals uses sub-processors, including Model Providers and infrastructure providers, to deliver the Services. A current list of sub-processors is available on request, and a Trust page will be available on our website. Sub-processor changes for customers under a DPA follow the notice process in the DPA.

12. Suspension

12.1 We may suspend your access to all or part of the Services, with or without notice as appropriate to the circumstances, if:

(a) we reasonably believe you have violated these Terms, including the Acceptable Use section;
(b) your use poses a security, legal, or operational risk to the Services, us, or others;
(c) a payment is overdue or a charge is disputed or reversed; or
(d) we are required to do so by law or by a Model Provider.

12.2 We will use reasonable efforts to limit a suspension to what is necessary and, where practicable, to give you an opportunity to cure. We will restore access once the issue is resolved. Suspension does not extend your paid term or entitle you to a refund except as required by law.

12A. Services management

12A.1 We reserve the right, but not the obligation, to:

(a) monitor the Services for violations of these Terms;
(b) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including reporting the user to law-enforcement authorities;
(c) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable any of your Inputs, Outputs, or Deliverables, or any portion of them;
(d) in our sole discretion and without limitation, notice, or liability, remove from the Services or otherwise disable content that is excessive in size or is in any way burdensome to our systems; and
(e) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.

12A.2 Nothing in this Section requires us to monitor the Services or content, but we may do so. Any monitoring or management we perform is in addition to, and does not limit, our rights under Sections 6, 12, and 13.

13. Term, termination, and effect

13.1 Term. These Terms apply while you visit the website, have an account, or use the Services. Self-serve subscriptions continue for successive billing periods until cancelled. Enterprise terms are set in the Order Form.

13.2 Termination by you. You may stop using the Services and close your account or cancel your subscription at any time as described in Section 10.6. Cancellation stops future renewals; it does not entitle you to a refund of fees already paid except as required by law or your Order Form.

13.3 Termination by us. We may terminate or suspend these Terms or your account (a) for a material breach that is not cured within a reasonable period after notice, (b) immediately for a serious violation of the Acceptable Use section or a security or legal risk, or (c) if we stop offering the Services, in which case we will give reasonable advance notice.

13.4 Effect of termination; data handling. On termination, your right to access the Services ends, and you should download or export your Deliverables and Inputs beforehand. We handle retention and deletion of your data according to our data retention and secure disposal practices — we do not delete your data arbitrarily or without notice. Following account deletion or termination, active customer content is retained for a short wind-down period and then securely deleted (customer content is retained while active plus about 30 days, then securely deleted; backups cycle on a roughly 7-day basis). For customers under a DPA, we will delete or return personal data on your instruction and can provide written certification of deletion on request. Certain records are retained for longer periods as required by law and our retention schedule — for example, transaction logs for up to 3 years, audit and security logs for at least 1 year, and financial and tax records for up to 7 years — and a legal hold may override scheduled deletion. Our full approach is described in our Privacy Policy and, for business customers, the DPA.

13.5 Survival. Sections on ownership (7 and 8), AI and training (9), fees already accrued (10), disclaimers (14), limitation of liability (15), indemnification (16), dispute resolution (22), and general terms (23) survive termination.

14. Warranties and disclaimers

14.1 Our commitment. We will provide the Services with reasonable skill and care and maintain a security program described in our Privacy Policy and Trust materials. Enterprise service commitments, if any, are set out in the Order Form.

14.2 AI outputs. You understand that the Services use generative AI, that Outputs are produced automatically and may be inaccurate, may resemble existing works, and may not be suitable for every use. You are responsible for reviewing Outputs before you rely on or publish them.

14.3 "As is." Except as expressly stated in these Terms or an Order Form, and to the fullest extent permitted by law, the Services and all Outputs are provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Services will be uninterrupted or error-free, or that Outputs will be accurate, original, or free of third-party claims.

14.4 Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.

15. Limitation of liability

15.1 To the fullest extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or goodwill, arising out of or relating to the Services or these Terms, even if advised of the possibility of such damages.

15.2 To the fullest extent permitted by law, Visuals' total aggregate liability arising out of or relating to the Services or these Terms will not exceed the greater of (a) the amounts you paid to Visuals for the Services in the twelve (12) months before the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100).

15.3 The limitations in this Section do not apply to (a) either party's indemnification obligations, (b) your payment obligations, (c) either party's breach of the other's intellectual property rights, or (d) liability that cannot be limited or excluded under applicable law. Enterprise liability terms in an Order Form or MSA control for those customers.

15.4 The parties agree that these limitations are a fundamental basis of the bargain and allocate risk between them given the fees charged.

16. Indemnification

16.1 By you. You will defend, indemnify, and hold harmless Visuals and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to (a) your Inputs, (b) your use of the Services or Deliverables in violation of these Terms or applicable law, (c) your violation of the Acceptable Use section, or (d) your infringement or violation of any third party's intellectual property, privacy, publicity, or other rights.

16.2 By us. For paid and enterprise customers, and subject to the limitations in Section 15, Visuals will defend you against a third-party claim alleging that the Vendor Technology itself (the Visuals platform and software, excluding Outputs, Model Provider results, and your Inputs) infringes that third party's U.S. intellectual property rights, and will pay damages finally awarded or agreed in settlement for that claim. This obligation does not apply to any claim arising from (a) your Inputs, (b) the content of any Output or Model Provider result, (c) your combination of the Services with other products or data not provided by Visuals, (d) your use of the Services in violation of these Terms or applicable law, or (e) any modification of the Services not made by Visuals. This Section 16.2 states Visuals' entire obligation, and your exclusive remedy, for third-party intellectual property claims.

16.3 Process. The party seeking indemnification will promptly notify the other of the claim, allow the indemnifying party to control the defense, and reasonably cooperate. The indemnifying party may not settle a claim in a way that imposes an obligation or admission on the other party without consent.

17. Third-party services and content

17.1 The Services rely on third-party Model Providers, infrastructure, and integrations. Your use of features that depend on a third party may be subject to that third party's terms. We are not responsible for third-party services we do not control, and their availability may affect the Services.

17.2 Stock or licensed media made available through the Services is subject to the applicable provider's license terms.

17.3 Third-party websites and content. The Services may contain links to other websites ("Third-Party Websites") as well as articles, images, media, content, or other items belonging to or originating from third parties ("Third-Party Content"). We do not investigate, monitor, control, or endorse Third-Party Websites or Third-Party Content, and we are not responsible for them, including their accuracy, legality, or any harm resulting from them. When you leave the Services or access a Third-Party Website or Third-Party Content, that third party's own terms and policies apply, and you do so at your own risk.

17.4 Third-party platforms. Some interactions happen on third-party platforms that we do not control, such as a community server on Discord or our profiles on social media. Your use of those platforms is governed by the platform's own terms and policies, in addition to these Terms, as described in Section 1.2.

18. Confidentiality

18.1 Each party may access the other's non-public information ("Confidential Information"). The receiving party will use it only to perform under these Terms, protect it with reasonable care, and not disclose it except to personnel and advisors who need it and are bound by confidentiality. This Section does not apply to information that is public through no fault of the receiving party, already known, independently developed, or rightfully received from a third party. Enterprise confidentiality terms in an Order Form or MSA control for those customers.

19. Privacy and security

19.1 Our collection and use of personal data is described in our Privacy Policy. Our security program — including encryption in transit and at rest, access controls, logging, backup, monitoring, and incident response — is described in our Privacy Policy and Trust materials and is available to enterprise customers on request. Security questions may be sent to security@visuals.fm and privacy questions to privacy@visuals.fm.

19.2 In the event of a security incident affecting your data, we will notify affected customers and meet applicable legal and contractual notification obligations, as described in our incident response practices and any applicable DPA or Order Form.

19A. User data

19A.1 We retain certain data that you submit to the Services as described in our Privacy Policy and our data retention practices in Section 13.4. You are responsible for maintaining your own backup copies of the Inputs you submit and the Outputs and Deliverables you generate.

19A.2 To the fullest extent permitted by law, and except as required by law, we are not liable for any loss or corruption of such data, and you waive any right of action against us arising from such loss or corruption. We encourage you to download or export your Deliverables and Inputs regularly.

20. Modifications to these Terms

20.1 We may update these Terms from time to time. If we make a material change, we will give reasonable notice by email or in-app before it takes effect. Changes are not retroactive.

20.2 Your continued use of the Services after the effective date of an updated version means you accept the change. If you do not agree, you must stop using the Services before the change takes effect. For enterprise customers, changes do not override a signed Order Form, MSA, or DPA for its term.

21. Governing law

21.1 These Terms are governed by the laws of the State of Florida and applicable U.S. federal law, without regard to conflict-of-laws rules. Subject to Section 22 (Dispute Resolution), the state and federal courts located in Miami-Dade County, Florida have exclusive jurisdiction over any matter not subject to arbitration, and the parties consent to that jurisdiction and venue.

22. Dispute resolution; arbitration; class-action waiver

Please read this Section carefully. It affects your legal rights, including your right to go to court.

22.1 Informal resolution first. Before starting an arbitration, you agree to contact us at support@visuals.fm and try in good faith to resolve the dispute informally for at least 30 days.

22.2 Binding arbitration. Except as stated below, any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved by binding arbitration administered by JAMS under its applicable rules, rather than in court. The Federal Arbitration Act (FAA) governs the interpretation and enforcement of this Section.

22.3 Individual basis; class-action waiver. Arbitration will be conducted only on an individual basis and not as a class, collective, consolidated, or representative action. You and Visuals waive any right to a jury trial and to participate in a class or representative proceeding. The arbitrator may not consolidate more than one person's claims.

22.4 Location and process. The seat of arbitration is Miami, Florida. Hearings may be conducted in Miami-Dade County, Florida, by video, or by document submission as the rules allow. The arbitrator has authority to grant any remedy a court could grant on an individual basis.

22.5 30-day opt-out. You may opt out of this arbitration agreement within 30 days of first accepting these Terms by sending written notice to support@visuals.fm with your name, account, and a clear statement that you opt out of arbitration. If you opt out, Section 21 (courts in Miami-Dade County) applies to your disputes.

22.6 Exceptions. Either party may (a) bring an individual claim in small-claims court if it qualifies, and (b) seek injunctive or equitable relief in court for actual or threatened infringement or misuse of intellectual property or Confidential Information.

22.7 Severability. If the class-action waiver in 22.3 is found unenforceable, then the entire arbitration agreement (except this sentence) will be void as to that claim, and the claim will proceed in the courts identified in Section 21. If any other part of this Section is found unenforceable, the rest remains in effect.

23. General

23.1 Entire agreement. These Terms, the Privacy Policy, and any applicable Order Form, MSA, or DPA are the entire agreement between you and Visuals about the Services and supersede prior agreements on the same subject, including any prior Website Terms of Use or Product Terms of Service. Order of precedence: a signed Order Form/MSA, then the DPA, then these Terms, then the Privacy Policy, for their respective subject matter.

23.2 Assignment. You may not assign these Terms without our written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.

23.3 No waiver. Our failure to enforce a provision is not a waiver of it.

23.4 Severability. If a provision is found unenforceable, the rest remains in effect and the unenforceable provision is modified to the minimum extent needed.

23.5 Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

23.6 Relationship. The parties are independent contractors. These Terms create no partnership, agency, or employment relationship.

23.7 Notices. We may give notices by email or in-app. Legal notices to Visuals should be sent to Alphana, Inc., 382 NE 191st St, PMB 31968, Miami, FL 33179, with a copy to support@visuals.fm.

23.8 Export and sanctions. You represent you are not on a restricted-party list and will not use the Services in violation of export-control or sanctions laws.

23A. Electronic communications, transactions, and signatures

23A.1 By using the Services, sending us email, or completing forms or transactions in the Services, you consent to receive communications from us electronically, including by email and through in-app notices. You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communication be in writing.

23A.2 You consent to the use of electronic records and electronic signatures, and you agree that your electronic acceptance, records, and signatures relating to transactions in the Services are legally binding and satisfy any requirement for a signature or an original record, to the fullest extent permitted by law.

23B. California users and residents

23B.1 If a complaint with us is not satisfactorily resolved, California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at 1-800-952-5210.

24. Contact

Support: support@visuals.fm
Privacy: privacy@visuals.fm
Security: security@visuals.fm
Legal entity: Alphana, Inc., a Delaware corporation, 382 NE 191st St, PMB 31968, Miami, FL 33179
Brand: Visuals / visuals.fm — website at visuals.fm, app at app.visuals.fm

Visuals — every song deserves to be seen.

Questions about this policy? Contact us at support@visuals.fm