Terms
of Service.

Definitions  

"Company," "Napster," "we," "our" and "us" means Napster Corporation, and its affiliated companies (including Obsess, Inc., Thunder Studios, Inc., Infinite Reality, Inc. Infinite Metaverse, Inc., TalentX Management, LLC, and Touchcast, Inc.), including its and their subsidiaries.

"Artifact" means any text, file, presentation, code, video, or other output generated by artificial intelligence on or through the Platforms or Service.

"Content" means text, photo, video, audio, code, software or any other material posted to the Platforms.

"NFT" means a non-fungible token or similar digital item implemented on a blockchain using smart contracts, such as a non-fungible token conforming to the ERC-721 standard on the Ethereum blockchain network. The NFT is separate and distinct from the content or any other third-party intellectual property with which it may be linked or associated.

"Platforms" means collectively the Napster platform and all other platforms and websites owned or controlled by Company, including without limitation the Obsess platform and the Thunder Studios and TalentX websites.

"Service" means any feature, functionality, tool, product, service or platform of the Company, including the Platforms and any Touchcast AI-driven products.

"User", "you" and "your" means you as the user of a Platform or Service, including to host or support your content. If you use a Platform or Service on behalf of a company or other entity then "you" includes you and that entity, and you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to the Terms and you agree to these Terms on the entity's behalf. You are a "business customer" if you are using the Platforms or Service wholly or mainly for use in connection with your trade, business, craft or profession (even if you are an individual). You are a "consumer" if you are an individual acting for purposes that are wholly or mainly outside your trade, business, craft or profession. Company does not provide business customers the same rights as consumers; where a term applies only to a business customer or consumer, this is clearly stated in these Terms.

Eligibility; Age Restriction

The Platforms and the Service are available only to users who can form a legally binding contract under applicable law.

BY VISITING THE PLATFORMS OR USING THE SERVICE, YOU REPRESENT AND WARRANT THAT YOU ARE (I) AT LEAST EIGHTEEN (18) YEARS OF AGE, (II) OTHERWISE RECOGNIZED AS BEING ABLE TO FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW, AND (III) NOT A PERSON BARRED FROM PURCHASING OR RECEIVING THE SERVICE UNDER THE LAWS OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION. NAPSTER AI SERVICES ARE INTENDED FOR USERS WHO ARE 18 YEARS OF AGE OR OLDER. COMPANY ENFORCES AGE RESTRICTIONS THROUGH REGISTRATION CONTROLS AND TECHNICAL AND POLICY MEASURES AND RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO SUSPEND, RESTRICT, OR TERMINATE ACCOUNTS DETERMINED TO BELONG TO USERS UNDER 18 OR THAT CIRCUMVENT OR ATTEMPT TO CIRCUMVENT SUCH CONTROLS.

You must also not:

• be restricted from using or receiving the Platforms under applicable laws;
• be on an applicable Sanctioned, Screening or Denied Persons List or have been identified as a Specially Designated National or placed on any U.S. Government list of prohibited, sanctioned, or restricted parties;
• be located in a country that is subject to a U.S. Government embargo; or
• have had any of your Napster account(s) previously disabled by us for a violation of law or any of our policies.

Beta Services

From time to time, new services (limited preview services, updated or new features to existing Services) may be offered on the Platforms in a pre-release version. These new or updated features to existing services or limited preview services shall be known, individually and collectively, as "Beta Services." If you elect to use any Beta Services, then your use of the Beta Services is subject to the following terms and conditions: (i) You acknowledge and agree that the Beta Services are pre-release versions and may not work properly; (ii) You acknowledge and agree that your use of the Beta Services may expose you to unusual risks of operational failures; (iii) The Beta Services are provided as-is, so we do not recommend using them in production or business critical or other critical environments; (iv) Company reserves the right to modify, change, or discontinue any aspect of the Beta Services at any time; (v) Commercially released versions of the Beta Services may change substantially, and programs that use or run with the Beta Services may not work with the commercially released versions or subsequent releases; (vi) Company may limit availability of customer service support time dedicated to support of the Beta Services; (vii) You acknowledge and agree to provide prompt feedback regarding your experience with the Beta Services in a form reasonably requested by us, including information necessary to enable us to duplicate errors or problems you experience; (viii) You acknowledge and agree that Company may track your browsing behavior, links clicked, items purchased, your device type, and collect various data, including analytics, about how you use and interact with our Beta Services; (ix) You acknowledge and agree that all information regarding your use of the Beta Services, including your experience with and opinions regarding the Beta Services, is confidential, and may not be disclosed to a third party or used for any purpose other than providing feedback to Company; (x) The Beta Services are provided "as is", "as available", and "with all faults". To the fullest extent permitted by law, Company disclaims any and all warranties, statutory, express or implied, with respect to the Beta Services including, but not limited to, any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

Feedback

You acknowledge and agree that we may use your feedback for any purpose, including product development purposes. At our request you will provide us with comments that we may use publicly for press materials and marketing collateral. To the extent any intellectual property rights arise in feedback that you voluntarily and specifically submit to Company regarding the Beta Services ("Submitted Feedback"), you hereby assign to Company all right, title, and interest in and to such Submitted Feedback, including all intellectual property rights therein. For the avoidance of doubt, this assignment applies solely to Submitted Feedback and does not affect your ownership of (i) any intellectual property you owned or developed prior to your use of the Beta Services, (ii) any intellectual property you develop independently of the Beta Services and without use of or reference to Confidential Information of Company, or (iii) any intellectual property embodied in Content you upload or create through the Beta Services. You represent and warrant that you have the right to make the foregoing assignment and that the Submitted Feedback does not infringe the intellectual property rights of any third party. Company shall have no obligation to compensate you for any Submitted Feedback or to keep any Submitted Feedback confidential, and Company may use, disclose, reproduce, license, distribute, and otherwise exploit Submitted Feedback for any purpose without restriction.

Community

By using our Service, you are becoming a member of a community that depends on the goodwill and responsible behavior of each of its Users. You are prohibited from transmitting or communicating illegal conduct, images, or text, including those containing ethnic slurs, sexually explicit material, threatening material, calls for violence or death, terrorism, inflammatory or derogatory comments, or anything else that may be construed as harassing, offensive or unlawful (a more detailed list of prohibited Content is provided in the Acceptable Use section below). Users who violate these community standards, as determined by us in our sole discretion, may have their access to our Service suspended or terminated as more specifically discussed in these Terms.

The Service

We agree to provide you with the Platforms, and the Service as set forth in these Terms. The Service includes our Platforms, the Immersive environments, and all our websites, products, features, applications, services, technologies, tools, functionalities and software that we provide to advance our purpose of connecting and engaging people and creating and communicating with communities of shared interests. The Service consists of many aspects including the following:

AI Technology

Our Company utilizes generative artificial intelligence (AI) technology to enhance and improve the Services we provide. Napster is an application-layer deployer — it does not train, fine-tune, or develop foundation AI models. Napster designs and controls system prompts and behavioral rules, safety configurations and crisis-response logic, content filtering and routing controls, knowledge boundaries and feature settings, and logging and internal review processes. Foundation model providers control model training, model architecture, and base model capabilities. Napster maintains and enforces system-level controls, including prompt governance, filtering, routing, and application configuration layer, designed to prevent outputs from presenting as licensed professionals or from providing services requiring professional licensure under applicable law. Titles, descriptors, and behavioral constraints applicable to AI Agents, Companions, and Digital Twins are governed by internal policies and are intended to describe functional domains only and not credentials, certifications, or licensure. Company reserves the right to modify, restrict, or remove any output or functionality that may create regulatory or legal risk in this regard. For purposes of these Terms, 'improve the Service' or similar language includes debugging, safety monitoring, abuse prevention, performance optimization, and feature development, and does not include training or fine-tuning foundation models on identifiable user content.

The Company does not modify foundation model training data or model weights. AI technology is experimental and evolving. While we strive to offer accurate and efficient results, there may be instances where the AI may not function as intended, experience performance limitations, or produce unexpected, fictitious, incorrect, or offensive outcomes that do not represent the views of the Company. By using our Services, you acknowledge and accept that the use of generative AI comes with inherent risks, and we cannot guarantee flawless performance. You agree that our Company will not be held responsible for any issues, errors, loss or damages arising from your use of the AI technology. If you have any concerns or require further clarification, please contact Customer Care.

When users interact with Napster AI features, we use commercially reasonable efforts to provide clear disclosure that they are interacting with an AI system rather than a human. AI-generated content may be labeled or identified as AI-generated, consistent with platform capabilities and applicable law. Napster AI systems are not licensed professionals and do not provide medical, legal, financial, or therapeutic services. Users are encouraged to seek qualified professionals when appropriate. AI features are assistive tools that simulate conversational or functional domains and do not provide professional services, expert determinations, or licensed advice of any kind.

EU AI Act Compliance

To the extent the EU Artificial Intelligence Act (Regulation (EU) 2024/1689, "EU AI Act") applies to Napster's operations, Napster acknowledges its obligations as an AI system deployer under applicable provisions, including transparency obligations for AI systems that interact with natural persons (Article 50). Where required by the EU AI Act: (i) Napster uses commercially reasonable efforts to ensure that AI systems deployed on the Platform that interact with users are clearly identified as AI systems, except where this is obvious from the context; (ii) Napster does not deploy AI systems in categories prohibited under Article 5 of the EU AI Act; and (iii) Napster's AI systems are not deployed as high-risk AI systems as defined under Annex III of the EU AI Act, and Napster does not offer general-purpose AI models within the meaning of Article 51 of the EU AI Act. Napster's application-layer deployer status means that obligations applicable to AI model providers and developers are borne by the underlying foundation model providers, not by Napster, except as otherwise required by applicable law. Napster reserves the right to modify, restrict, suspend, or discontinue any AI feature or functionality at any time without notice or liability in order to comply with the EU AI Act or any implementing regulation, guidance, or order issued thereunder. Compliance obligations under the EU AI Act for enterprise deployments through Napster Spaces, Learn, Station, and Pulse are allocated between Napster and the applicable enterprise customer as set forth in the applicable enterprise agreement and data processing agreement.

Assumption of Risk; AI Limitations

Napster's AI features are subject to the following limitations and risk disclosures, which apply across all AI-powered features and products on the Platforms:

• AI systems can produce inaccurate, incomplete, biased, or unexpected outputs, and outputs may not always be accurate, reliable, or suitable for your intended use. You should not rely on Output from any AI feature as a sole source of truth or factual information, or as a substitute for professional advice.
• You must evaluate Output for accuracy and appropriateness for your use case, including using human review as appropriate, before using or sharing Output from any AI feature.
• You must not use any Output relating to a person for any purpose that could have a legal or material impact on that person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them.
• Any Output regarding sensitive topics is provided for informational purposes only and is not a substitute for advice from a qualified professional. Outputs do not constitute medical treatment, medical advice, or diagnosis of any kind.
• Company shall have no liability whatsoever for any recommendations, suggestions, or information made to Users as part of the Service or its use through any third-party services, and you rely on any such recommendations or Artifacts at your own risk.

While Napster uses commercially reasonable efforts to implement safety and governance controls, we do not guarantee that AI systems will operate without error or prevent all harmful outcomes. These measures are operational governance practices designed to reduce risk and are not guarantees of detection, prevention, outcome, or performance.

Crisis Response Framework

Napster implements and maintains structured safety protocols designed to detect and respond to certain crisis indicators and to reduce the risk of harmful outputs. These measures are operational governance practices designed to reduce risk and are not guarantees of detection, prevention, outcome, or performance. Safety protocols operate through system prompts, content filtering, and application-layer controls. When appropriate, our systems may encourage users to contact emergency services, provide information about the 988 Suicide & Crisis Lifeline, provide other crisis support resources, and encourage outreach to trusted individuals. These measures are designed as support tools. They do not replace professional medical or mental health services. Napster does not guarantee that AI systems will detect or respond to all crisis situations. If you or someone you know is in crisis, please contact emergency services (911) or the 988 Suicide and Crisis Lifeline.

Dependency Mitigation

Company implements design and product controls intended to reduce the risk of unhealthy user reliance on AI interactions, including, without limitation, periodic reminders regarding the artificial nature of the Service, encouragement of real-world engagement and independent decision-making, and escalation pathways directing users to appropriate human or professional resources where warranted. These measures are risk-mitigation practices and do not constitute guarantees of user outcomes.

No Model Training on Customer Data

Napster does not use customer conversation data to train foundation AI models and does not permit its enterprise model providers to use Napster customer data for model training purposes. Provider obligations are governed by enterprise agreements between Napster and its model providers, including Microsoft (Azure OpenAI) and Google (Gemini). These providers are contractually prohibited from using Napster customer data for model training purposes. Napster does not sell user data. We may use anonymized and aggregated technical data derived from usage to improve general service functionality. User prompts and AI outputs are logged and auditable, subject to documented retention, deletion, and data-minimization policies and applicable user deletion requests, and may be used for quality assurance, abuse prevention, dispute resolution, regulatory compliance, incident investigation, and claims defense. Access to conversation data is restricted to authorized personnel for defined purposes including quality assurance, abuse prevention, dispute resolution, regulatory inquiry, and claims investigation. Conversation data is encrypted in transit and at rest within Napster-controlled infrastructure, consistent with industry-standard security practices. Notwithstanding the foregoing, Company makes no representations or warranties regarding the data practices of third-party services integrated with the Platforms or Service, and you are solely responsible for reviewing the privacy policies and terms of such third-party providers. Company shall have no liability for the data practices of third-party providers, except to the extent required by applicable law.

Bias and Discrimination Governance

Napster maintains commercially reasonable governance procedures designed to identify and mitigate discriminatory or biased outputs from its AI systems. These procedures include: (i) periodic review of AI outputs; (ii) testing of application configurations prior to deployment and following material updates; (iii) updating system prompts, filtering controls, and routing configuration; and (iv) escalating concerns to model providers under applicable enterprise agreements when appropriate. When bias or discriminatory patterns are detected in AI system outputs, Napster uses commercially reasonable efforts to document the issue, implement corrective measures, and conduct root cause analysis to assess whether the issue arises from prompting design, system instructions, filtering logic, routing configuration, knowledge-base inputs, user interaction patterns, or underlying model behavior, and to update application-layer configuration settings or escalate to the relevant foundation model provider under applicable enterprise agreements. Napster does not modify foundation model training data or model weights. Bias mitigation measures are operational governance practices designed to reduce risk and are not guarantees of outcome or performance. Concerns regarding potential bias or discrimination may be reported to Customer Care.

Content Safeguards

Napster uses layered safeguards designed to reduce the risk of generating harmful or unlawful content. These include restrictions on self-harm encouragement, restrictions on hate speech and harassment, restrictions on illegal content, safeguards against impersonation, and intellectual property protections. Where users modify AI-generated content, users remain responsible for those modifications. Napster reserves the right to apply additional moderation controls consistent with our platform capabilities and policies. Napster maintains a Digital Millennium Copyright Act (DMCA) compliant notice-and-takedown process as described in the DMCA and Copyright section of these Terms.

AI Agent

Our Company may utilize generative artificial intelligence technology and machine learning that enables Users to engage with the Company's Platforms and Services via audio, visual and/or text chat, including without limitation through agentic AI and uses of avatars (collectively, the "AI Agent") (e.g., the avatar agent on the investor relations FAQ site). The AI Agent is a Beta Service, for demonstration purposes only, and subject to all terms and conditions herein that apply to Beta Services. We may decide to discontinue the AI Agent at any time and for any reason. You may provide input to the AI Agent ("Input") and receive output from the AI Agent based on the Input ("Output"). Input and Output are collectively "Content." You are responsible for the Input, including ensuring that it does not violate any applicable law or these Terms. We may use Content to provide, maintain, and improve the Service, including debugging, safety monitoring, abuse prevention, performance optimization, and feature development. For clarity, such use does not include training or fine-tuning foundation models on identifiable user content. Please do not enter or provide confidential information, personal information, or other data in your conversations with the AI Agent that you would not want a human reviewer to see or the Company to use to improve our products, services and machine learning technologies.

Artifact Use Restrictions

You must not use any Artifact relating to a person for any purpose that could have a legal or material impact on that person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them. Any Artifact regarding those topics is provided for informational purposes only and is not a substitute for advice from a qualified professional. Artifacts created by the Service do not constitute medical treatment, medical advice, or diagnosis of any kind. Company shall have no liability whatsoever for any recommendations, suggestions, or information made to Users as part of the Service or its use through any third-party services, and you rely on any such recommendations or Artifacts at your own risk. If any Artifact references any third-party services or products, such reference does not mean the third party endorses or is affiliated with Company, nor does Company endorse such third-party services or products. You may not use Artifacts, in whole or in part, to develop, train, or improve machine learning models, artificial intelligence systems, or related technology without Company's prior express written consent. You acknowledge that Artifacts generated through third-party services integrated with the Platforms or Service may be subject to additional restrictions imposed by such third-party providers, including absolute prohibitions on use for AI training or development, and Company cannot grant consent to uses that would violate third-party terms of service. You acknowledge that Artifacts may contain errors, inaccuracies, or offensive content, and Company disclaims all responsibility for the content, accuracy, or completeness of any Artifact. Your use of Artifacts is entirely at your own discretion and risk.

Voice Conversion; Voice Cloning; Voice Synthesis

1. Permitted Use — Self.
   ‍To the extent Company provides voice conversion, voice cloning, or voice synthes is tools through the Service(collectively, "Voice Tools"), you may use Voice Tools to create synthetic representations of your own voice ("Personal Voice Model"), subject to these Terms and the Acceptable Use section of these Terms. By creating a Personal Voice Model, you represent and warrant that the voice input you provide is exclusively your own, and you grant Company a non-exclusive,royalty-free, worldwide license to process, store, and use your Personal Voice Model solely to provide the Voice Tools to you. Company does not claim ownership of your Personal Voice Model.
2. Public Figures and Celebrities —Absolute Prohibition.
   ‍You may not use Voice Tools to create, simulate, replicate, or approximate the voice of any public figure, celebrity, recording artist, athlete, politician, or other individual whose name, image, likeness, or voice has commercial value or is subject to statutory or commonlaw rights of publicity ("Protected Individual"), regardless of thepurpose or intended use of such output. Company implements automated detection and filtering controls designed to identify and block attempts to synthesize Protected Individual voices ("Voice Gate"). You acknowledge and agree that: (i)the Voice Gate is a risk-mitigation measure and does not constitute a guaranteeof detection or prevention of all prohibited outputs; (ii) any attempt tocircumvent, deceive, or manipulate the Voice Gate, including through alteredinputs, fragmented sampling, or third-party preprocessing, constitutes amaterial breach of these Terms and may result in immediate suspension ortermination of your access to the Service without notice or liability toCompany; (iii) Company reserves the right, in its sole discretion and withoutnotice or liability, to remove, disable, or refuse to host any voice outputthat Company believes may constitute an unauthorized synthesis of a ProtectedIndividual's voice; and (iv) the existence of the Voice Gate does not reduce, limit, or shift your obligations or liability under applicable law, includingrights of publicity, privacy, defamation, or related statutory claims.
3. Private Third Parties — ConditionalPermission.
   ‍You may use Voice Tools to create a synthetic representation of the voice of a private individual who is not a Protected Individual ("Third-Party Voice Model") solely if you have obtained and can demonstrate, upon Company's request, prior, express, written consent from that individual specifically authorizing the creation and intended use of the Third-Party Voice Model ("Voice Consent"). You representand warrant that: (i) you have obtained valid Voice Consent prior to creating any Third-Party Voice Model; (ii) the Voice Consent accurately describes the scope, purpose, and duration of the intended use; (iii) you will maintain a record of the Voice Consent for a minimum of three (3) years following the last use of the applicable Third-Party Voice Model and will provide such record to Company within five (5) business days of any request; (iv) you will immediately cease all use of any Third-Party Voice Model upon revocation of Voice Consentor upon Company's request; and (v) no Third-Party Voice Model will be used for any purpose not expressly authorized by the applicable Voice Consent. Company reserves the right, in its sole discretion and without notice or liability, to require additional verification of Voice Consent prior to permitting creation or deployment of any Third-Party Voice Model.
4. Licensed Voice Models.
   ‍Company may make available through the Service certain pre-licensed synthetic voice models authorized for use on the Platform by the applicable rights holders ("Licensed Voice Models"). Your use of any Licensed Voice Model is limited to the specific use cases, platforms, and purposes authorized by Company at the time of access, as may be updated from time to time in Company's sole discretion. Licensed Voice Models may not be used to imply endorsement, affiliation, or association with the applicable rights holder, or in any manner that would violate the applicable rights holder's rights of publicity, privacy, or other proprietary rights. Company makes no representation or warranty regarding the scope of rights cleared in any Licensed Voice Model for your specific intended use, and you are solely responsible for ensuring that your use falls within the authorized scope.
5. Synthetic Media Disclosure Obligation.
   ‍Where you publish, distribute, or make available to any third party any voice output generated through Voice Tools that depicts or simulates a real individual's voice — including through any digital platform, website, application, broadcast, or public communication channel — you must include a clear and conspicuous disclosure identifying the content as AI-generated or synthetic, in a form sufficient to satisfy applicable law in the jurisdiction(s) where the content is published or distributed. Such disclosure must appear: (i) adjacent to the content in a manner that is visible to the viewer or listener prior to or at the time of engagement with the content; and (ii) in any metadata associated with the content to the extent technically feasible. You are solely responsible for ensuring that your disclosures comply with all applicable federal, state, and local synthetic media disclosure laws, including without limitation CaliforniaAB 602 and AB 2602, Texas law, and any substantially similar statute enacted in any jurisdiction. Company's provision of Voice Tools does not constitute are presentation that use of Voice Tools with any disclosure language satisfies applicable law, and you are solely responsible for such compliance.
6. Prohibited Uses — All Tiers.
   ‍Not withstanding any other provision of these Terms, you may not use Voice Tools or any voice output generated through the Service: (i) to create deep fakes, non-consensual intimate audio, or any content designed to deceive, defraud, harass, defame, or harm any individual;(ii) to impersonate any individual in connection with any financial transaction, legal proceeding, electoral activity, or other consequential matter; (iii) in violation of any applicable federal, state, or local statute governing synthetic media, voice cloning, rights of publicity, or related subject matter, including without limitation the Tennes see ELVIS Act and any substantially similar statute enacted in any jurisdiction; (iv) to generatesoundalikes designed to circumvent music licensing obligations or displacelicensed recordings; or (v) for any purpose that would constitute a violationof the Acceptable Use section of these Terms.
7. Regulatory Compliance.
   ‍You acknowledge that the creation, distribution, and use of synthetic voice content is subject to a rapidly evolving regulatory landscape, including federal and state statutes that may impose direct liability on platforms and users. Company's obligations under these Terms do not constitute legal advice regarding your compliance obligations, and you are solely responsible for ensuring that your use of Voice Tools complies with all applicable law in all jurisdictions where such content is created, distributed, or accessed. Company reserves the right to modify, restrict, suspend, or discontinue Voice Tools at any time, without notice or liability, in response to changes in applicable law or regulatory guidance. Nothing in these Terms shall be construed as a representation that the Service ensures compliance with any applicable synthetic media, biometric, or rights of publicity laws, and you remain solely responsible for such compliance.
8. Indemnification.
   ‍In addition to and not in limitation ofyour indemnification obligations elsewhere in these Terms, you agree toindemnify, defend, and hold Company and the Company Indemnitees harmless fromand against any and all claims, damages, losses, liabilities, costs, andexpenses (including reasonable attorneys' fees) arising out of or relating to:(i) your use or misuse of Voice Tools, including any claims related tounauthorized voice synthesis, deepfakes, impersonation, soundalikes, orviolation of publicity, privacy, or other proprietary rights; (ii) your failureto obtain, maintain, or produce valid Voice Consent for any Third-Party VoiceModel; (iii) your use of any Licensed Voice Model outside its authorized scope;(iv) any attempt by you to circumvent the Voice Gate; (v) your failure toinclude required synthetic media disclosures in any voice output you publish ordistribute; (vi) any claims by third-party service providers arising from yourviolation of such third-party's terms governing voice synthesis features; and(vii) any regulatory action, fine, or penalty arising from your use of VoiceTools in violation of applicable law.

Digital Twins

1. Permitted Use — Self.‍
   The Services may allow you to create a Digital Twin — an AI Agent modeled on a real individual using that individual's likeness, voice, appearance, biographical information, and/or areas of expertise ("Digital Twin"). You may create a Digital Twin of yourself("Personal Digital Twin") subject to successful completion of Company's identity verification process, these Terms, and the Acceptable Use section of these Terms. By creating a Personal Digital Twin, you represent and warrant that: (i) all likeness, voice, and biographical inputs you provide are exclusively your own; (ii) you have the full right and authority to authorize the creation and deployment of a Personal Digital Twin on the terms set forth here in; and (iii) your Personal Digital Twin will not be used in any manner that violates applicable law or these Terms. You grant Company a non-exclusive,royalty-free, worldwide license to process, store, host, and make available your Personal Digital Twin solely to provide the Services to you and, where you have expressly authorized distribution, to the intended recipients of your Personal Digital Twin content. Company does not claim ownership of your Personal Digital Twin. You may request deletion of your Personal Digital Twin at any time through the account settings interface, subject to Company's then-current data retention and deletion policies.
2. Public Figures and Celebrities —Restricted Authorization Pathway.
   ‍You may not create a Digital Twin of any public figure, celebrity, recording artist, athlete, politician, or other individual whose name, image, likeness, or voice has commercial value or is subject to statutory or common law rights of publicity ("Protected Individual") without prior, express, written authorization from Company following completion of Company's enhanced verification process ("Platform Authorization"). Company implements automated detection and filtering controls designed to identify and block attempts to create Digital Twins of Protected Individuals without Platform Authorization ("Identity Gate"). You acknowledge and agree that: (i) the Identity Gate is arisk-mitigation measure and does not constitute a guarantee of detection or prevention of all unauthorized Digital Twin creation; (ii) Platform Authorization, where granted, is specific to the authorized use case, platform,and time period set forth in Company's written authorization and does not constitute a general license to the Protected Individual's name, image,likeness, voice, or other proprietary rights; (iii) any attempt to circumvent,deceive, or manipulate the Identity Gate constitutes a material breach of these Terms and may result in immediate suspension or termination of your access to the Service without notice or liability to Company; (iv) Company reserves the right, in its sole discretion and without notice or liability, to revoke any Platform Authorization and to remove, disable, or refuse to host any Digital Twin that Company believes may violate applicable law or expose Company or any Protected Individual to liability; and (v) the existence of the Identity Gateand the Platform Authorization process does not reduce, limit, or shift your obligations or liability under applicable law.
3. Private Third Parties — ConditionalPermission.
   ‍You may create a Digital Twin of a private individual who is not a Protected Individual ("Third-Party Digital Twin") solely if you have obtained and can demonstrate, upon Company's request, prior, express, written consent from that individual specifically authorizing the creation of a Digital Twin on the Platform for the specific purpose, scope, and duration you intend ("Digital Twin Consent"). Digital Twin Consent must, at minimum: (i) identify the individual consenting by full legal name; (ii) describe with specificity the intended use case, deployment context, and audience for the Digital Twin; (iii) specify the duration of the authorization or confirm it is indefinite; (iv) include an express acknowledgment that the consenting individual understands their likeness, voice, and biographical information will be used to create an AI-generated synthetic representation; and (v) be signed or otherwise authenticated by the consenting individual in a manner sufficient to establish the authenticity of their consent. You represent and warrant that: (i) you have obtained valid Digital Twin Consent prior to initiating creation of any Third-Party Digital Twin; (ii) the Digital Twin Consent accurately describes the scope, purpose, and duration of the intended use and has not been obtained through coercion, misrepresentation, or material omission; (iii) you will maintain a complete and unaltered record of the Digital Twin Consent for aminimum of three (3) years following the later of the last use of the applicable Third-Party Digital Twin or the termination of your account, and will provide such record to Company within five (5) business days of any request; (iv) you will immediately cease all use of and permanently disable any Third-Party Digital Twin upon revocation of Digital Twin Consent, which the consenting individual may effect at any time by providing written notice to you, with a copy to Company at the notice address set forth in these Terms; and(v) no Third-Party Digital Twin will be used for any purpose, in any context, or for any duration not expressly authorized by the applicable Digital Twin Consent.
4. Revocation and Takedown.
   Any individual who believes that a Digital Twin has been created using their likeness, voice, or biographical information without their consent may submit a takedown request to Company at the notice address set forth in these Terms. Company will review and respond to take downrequests in accordance with its then-current Digital Twin Takedown Policy, asmay be updated from time to time. Submission of a takedown request does not guarantee removal, and Company's response to any takedown request is at Company's sole discretion. Company shall have no liability for any harm arising during the period between submission of a takedown request and Company's response there to.
5. Synthetic Media Disclosure Obligation.
   Where you publish, distribute, or make available to any third party any Digital Twin content that depicts or simulatesa real individual's likeness, voice, or biographical information — including through any digital platform, website, application, broadcast, or public communication channel — you must include a clear and conspicuous disclosure identifying the content as AI-generated or synthetic, in a form sufficient to satisfy applicable law in the jurisdiction(s) where the content is published or distributed. You are solely responsible for ensuring that your disclosures comply with all applicable federal, state, and local synthetic media disclosure laws. Company's provision of Digital Twin functionality does not constitute are presentation that use of such functionality with any disclosure language satisfies applicable law, and you remain solely responsible for such compliance.
6. Governance and Content Restrictions.
   All Digital Twins, regardless of tier, are subject to the following governance requirements: (i) no Digital Twin may be assigned a title, descriptor, or role that implies professional licensure, certification, or credentialing of any kind, including without limitation medical, legal, financial, or therapeutic credentials; (ii) Digital Twins donot provide licensed therapy, medical diagnosis, legal counsel, financial advice, or any service requiring professional certification or licensure, regardless of the domain in which the Digital Twin operates; (iii) title sassigned to Digital Twins describe their functional domain only and do not constitute or imply professional credentials, qualifications, or endorsementsof any kind; (iv) Digital Twins are subject to the same platform-level safety protocols, content restrictions, crisis response frameworks, and behavioral governance as all other AI Agents on the Platforms; and (v) Company reserves the right, in its sole discretion and without notice or liability, to modify,restrict, or remove any Digital Twin functionality, title, or output that Company determines may create regulatory, legal, or reputational risk.
7. Prohibited Uses — All Tiers.
   ‍Not withstanding any other provision of these Terms, you may not use Digital Twin functionality to: (i) impersonate, defame, harass, stalk, threaten, or otherwise harm any individual, or to create content that could mislead third parties as to the identity, views, affiliations, or statements of the individual being represented; (ii) generatenon-consensual intimate imagery or audio of any kind; (iii) create content designed to deceive, defraud, manipulate, or coerce any individual or entity, including in connection with any financial transaction, legal proceeding, electoral activity, or other consequential matter; (iv) circumvent or undermineany identity verification, consent verification, or content moderation system operated by Company or any third party; (v) violate any applicable federal, state, or local statute governing synthetic media, digital replicas, rights of publicity, or related subject matter; or (vi) engage in any use that violatesthe Acceptable Use section of these Terms.
8. Indemnification.
   In addition to and not in limitation of your indemnification obligations elsewhere in these Terms, you agree to indemnify, defend, and hold Company and the Company Indemnitees harmless from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:(i) your creation, deployment, or use of any Digital Twin, including any Personal Digital Twin, Third-Party Digital Twin, or any Digital Twin created through or in connection with Platform Authorization; (ii) your failure to obtain, maintain, produce, or honor valid Digital Twin Consent for any Third-Party Digital Twin, including claims brought directly by the subject individual under applicable rights of publicity, privacy, or related statutory or common law; (iii) your failure to cease use of any Third-Party Digital Twin following revocation of Digital Twin Consent; (iv) any attempt by you to circumvent the Identity Gate or any other verification or content moderation control; (v) your failure to include required synthetic media disclosures in any Digital Twin content you publish or distribute; (vi) any regulatory action,investigation, fine, or penalty arising from your use of Digital in violation of applicable law; and (vii) any claims by Protected Individuals or their authorized representatives arising from any Digital Twin created by you, whether or not Platform Authorization was sought or granted.

Voice, Image and Recording Consent

Certain features on the Platforms and Service capture your voice and/or likeness, as further described in our Privacy Policy. You agree that you will only enable these features or otherwise upload Content, including but not limited to any voice, image, facial, or recording data, where you are the person depicted in the Content, or if others are depicted in the Content, you represent and warrant that you have obtained all authorizations and proper rights necessary under applicable law or prior contractual commitments from the persons depicted for their likeness to be uploaded to the Platforms or Service and that they have been provided with a copy of our Privacy Policy. You are solely responsible for obtaining and maintaining all necessary consents, licenses, and permissions from any person whose voice, image, or likeness is captured through your use of the Platforms or Service. You agree to maintain such consents for the duration of your use of the Platforms and Service and for such period there after as may be required by applicable law. Company makes no representations regarding your legal obligations regarding consent, has no obligation to verify the adequacy of any consents you claim to have obtained, and may rely entirely on your representations and warranties regarding such consents. You assume all liability for any claims arising from unauthorized capture, use, or disclosure of any person's voice, image, or likeness. You agree to indemnify, defend, and hold Company and the Company Indemnitees harmless from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from your failure to obtain proper consents or any violation of rights of publicity, privacy, or other proprietary rights relating to voice, image, or recording data.

Third-Party Services

Third Party Terms

Company Services may integrate with third-party services (such as video conferencing platforms, cloud storage providers, and other applications) to enhance functionality. Your use of any third-party service may be subject to such third-party provider's terms and conditions, intellectual property restrictions, and privacy policy, and may involve the disclosure or transfer of information from or about you to that third-party provider. You acknowledge and agree that Company is not responsible for the availability of any third-party services and that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or interaction with any third-party services. Company does not endorse any third-party services and makes no representations or warranties regarding third-party services. You are solely responsible for reviewing and complying with any third-party terms of service, privacy policies, and other agreements that govern your use of third-party services. Company may, in its sole discretion and without notice or liability, modify, suspend, or discontinue any third-party integrations at any time. You assume all risks associated with your use of third-party services and agree that Company shall have no obligation to provide support for third-party services. Any issues, disputes, or claims arising from third-party services are solely between you and the applicable third-party provider, and you agree to look solely to such third-party provider for resolution. Company reserves the right to disable or remove access to any third-party service that Company determines, in its sole discretion, may pose security, legal, or operational risks.

You acknowledge and agree that: (i) third-party service providers integrated with the Platforms or Service may retain certain rights to process, store, host, and display content you create or upload through such services; (ii) disputes involving third-party service providers may be subject to different governing law and dispute resolution procedures than those set forth in these Terms, and Company cannot guarantee that third-party providers will participate in any arbitration or litigation you may bring against Company; (iii) third-party service providers may impose absolute restrictions on certain uses of their services (including prohibitions on using outputs to train AI models) that Company cannot waive or modify; (iv) the availability of features or content through third-party services does not constitute Company's endorsement, representation, or warranty regarding the legality, appropriateness, or fitness for purpose of such features or content; and (v) you assume all risk associated with your use of third-party services and agree to comply with all applicable third-party terms of service.

Distribution and Downstream Use

Content created, generated, or distributed through the Service may be made available through third-party partners, platforms, or distribution channels. You acknowledge that such third parties may rely on your representations and warranties regarding your rights in such Content. You are solely responsible for ensuring that your Content complies with all applicable intellectual property, publicity, trademark, and related laws in any jurisdiction in which such Content is created, used, or distributed.

Enterprise Deployments

For enterprise customers, AI deployments operate under a shared-responsibility model. Napster provides platform-level safeguards and core safety configurations. Enterprise customers remain responsible for compliance with industry-specific regulations and internal oversight within their deployment environments. Separate agreements may apply for deployments involving regulated industries or environments that include minors. The product-specific terms set forth in Annex A supplement these Terms for applicable enterprise products.

DMCA and Copyright Policy

Napster respects intellectual property rights and expects users of the Platforms and Service to do the same. Company maintains a Digital Millennium Copyright Act (DMCA) compliant notice-and-takedown process pursuant to 17 U.S.C. § 512. If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible through the Platforms or Service, please notify Company's designated DMCA agent by providing the following information in writing:

• A physical or electronic signature of the copyright owner or a person authorized to act on behalf of the copyright owner;
• Identification of the copyrighted work claimed to have been infringed;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Company to locate the material;
• Information reasonably sufficient to permit Company to contact the complaining party, such as an address, telephone number, and, if available, an email address;
• A statement that the complaining party has 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
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Notices of claimed copyright infringement should be sent to Company's designated DMCA agent at: 


Napster Legal — DMCA Agent
1279 W. Palmetto Park Rd., PO Box 272504
Boca Raton, FL 33427 
Email: dmca@napster.com 


Company will respond to notices of alleged copyright infringement that comply with applicable law. Company reserves the right to remove or disable access to content alleged to be infringing and to terminate the accounts of repeat infringers in appropriate circumstances. If you believe that material was removed or access to it was disabled by mistake or misidentification, you may submit a counter-notification pursuant to 17U.S.C. § 512(g). Submission of a DMCA notice in bad faith may result in liability for damages under 17 U.S.C. § 512(f).

Acceptable Use

The following provisions constitute the Acceptable Use section of these Terms ("Acceptable Use" or "Acceptable Use Policy"). All references in these Terms to the "Acceptable Use Policy" or "Acceptable Use section" refer to this section. In addition to and not in limitation of any other restrictions set forth in these Terms, you agree to comply with the following requirements. Violation of this section constitutes a material breach of these Terms and may result in immediate suspension or termination of your access to the Platforms and Service without notice or liability to Company. Company reserves the right to investigate any suspected violations and to take any action it deems appropriate in its sole discretion, including removing content, suspending or terminating accounts, and cooperating with law enforcement authorities.

Prohibited Content

You must not upload, post, transmit, or otherwise make available through the Platforms or Service any content that constitutes or contains: (i) child sexual abuse material or content that exploits or endangers minors in any way; (ii) extremist propaganda or content that promotes terrorism or violent extremism; (iii) graphic violence or content depicting gratuitous violence; (iv) disallowed biometric data, including facial recognition data, voiceprints, or other biometric identifiers collected without proper consent; (v) content that is unlawful, unsolicited, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, spam, or discriminatory; (vi) content that infringes on any intellectual property or other proprietary right; (vii) content used to impersonate any person or entity; (viii) content that violates applicable law; or (ix) content that is otherwise objectionable in Company's sole discretion, including unauthorized or unsolicited advertising. Company has no obligation to monitor content but reserves the right to review any content at any time and to remove any content that violates this section without prior notice.

Prohibited Practices

You must not: (i) infect the Platforms or Service with or disseminate through the Platforms or Service any viruses, worms, spyware, adware, or other malicious computer code, file, or program that is harmful or invasive or is intended to damage or hijack the operation of, or monitor the use of, any hardware, software, equipment, or the Service; (ii) use any data mining, bots, spiders, automated tools, or similar data gathering and extraction methods, directly or indirectly, on the Platforms or Service or to collect any information from the Platforms or Service or any other User; (iii) use the Platforms or Service to commit fraud, violate the law, or cause harm to Company or others; (iv) hack or deface the Platforms or Service; (v) resell or reproduce information that is part of the Service without Company's prior written consent; (vi) attempt to gain unauthorized access to any portion of the Platforms or Service; or (vii) engage in any activity that interferes with or disrupts the Platforms or Service or the servers and networks connected to the Platforms or Service.

 Prohibited Uses of AI and Content

You shall not use the Service, including any AI functionality, to create, generate, upload, transmit, or distribute any content that: (i) constitutes or promotes hate speech, harassment, discrimination, or violence against any individual or group; (ii) involves sexual exploitation, abuse, or any content involving minors; (iii) promotes, facilitates, or enables illegal activity, including fraud, terrorism, or illicit finance; (iv) encourages, instructs, or assists self-harm, suicide, or harm to others; (v) impersonates any person or entity or falsely represents affiliation, endorsement, or identity; (vi) infringes, misappropriates, or otherwise violates any intellectual property, publicity, privacy, or proprietary rights; or (vii) is otherwise unlawful, deceptive, or harmful.

Who Can Use Our Platform

We want the Platforms to be safe and secure in accordance with the law. Accordingly, in addition to the age and eligibility requirements set forth above, you must not:

• Engage in any activity that does not comply with applicable law and regulations or otherwise engage in any illegal, manipulative, fraudulent, deceptive or misleading activity;
• Engage in the sale of illegal products, the publication of terrorist Content, manipulative design patterns, or disinformation;
• Display targeted advertisements to users based on sensitive data such as race, religion, and political opinions;
• Advertise based on profiling using personal data relating to a Visitor or Guest where you know with reasonable certainty that the Visitor or Guest is a minor;
• Use deceptive and/or manipulative interfaces that prevent users from making informed and free choices;
• Violate (or help or encourage others to violate) these Terms or our policies, or do anything that interferes with or alters the intended operation of the Service;
• Create accounts or collect information in an unauthorized or automated way without our express permission;
• Buy, sell, or transfer any aspect of your account (including your username) or solicit, collect, or use login credentials or badges of other users;
• Post private or confidential information or do anything that violates someone else's rights, including intellectual property rights;
• Damage, interfere with or unreasonably overload the Platforms or Service;
• Introduce any code intended to disrupt or interfere with the Platforms or Service;
• Access the Platforms or Service by expert system, electronic agent, "bot" or other automated means;
• Modify, reverse engineer, reverse assemble, decompile, copy, or otherwise derive any of our source code for any reason;
• Use the Service for money laundering, terrorist financing or other illicit finance;
• Use the Service to carry out any financial activities subject to registration or licensing, including creating, selling or buying securities, commodities, options or debt instruments; or
• Use the Service to buy, sell or transfer stolen items, fraudulently obtained items, items taken without authorization, or any other illegally obtained items.

You must provide us with accurate and up to date information (including registration information). You may not impersonate someone you are not. You are responsible for the security of your account information. You should not share your log-in credentials with others, and you must immediately report any breach of your log-in credentials to us.

Permissions and Licenses You Give to Us

We do not claim ownership of your Content, but you grant us a license to use it. Nothing is changing about your rights in your Content. We do not claim ownership of your Content that you post on or through the Service. Instead, when you share, post, or upload Content that is covered by intellectual property rights (like photos or videos) on or in connection with our Service, you hereby grant to us a non-exclusive, royalty-free, transferable, sub-licensable, worldwide license to host, use, distribute, modify, run, copy, publicly perform or display, translate, and create derivative works of your Content (consistent with your privacy and application settings). This license ends when your Content is deleted from our systems. You can delete Content individually or all at once by deleting your account. Subject to these Terms, as between you and Company, you retain rights in your Inputs, and Company retains all rights in the Service, including all underlying models, systems, and platform technology.

We always need your permission to do things like reproduce your Content. You grant us permission to use your username, profile picture, and information about your relationships and actions with accounts, ads, and sponsored content. This means, for example, that you permit a business or other entity to pay us to display your username and/or profile picture with your Content or information, without any compensation to you. We will not share your information with advertisers without your consent.

Termination

Termination by Company

Company may suspend, restrict, or terminate your access to the Platforms or Service, in whole or in part, at any time and for any reason, with or without notice, including without limitation if: (i) you breach any provision of these Terms or any policy incorporated herein; (ii) your account is associated with fraudulent, abusive, or illegal activity; (iii) Company determines in its sole discretion that your use creates legal, regulatory, reputational, or operational risk; (iv) Company is required to do so by applicable law, regulation, or order of a governmental authority; or (v) Company discontinues the Platforms or Service, in whole or in part, for operational or business reasons. Company will use reasonable efforts to provide advance notice of termination where practicable, except where immediate termination is required to address a breach, legal obligation, or security risk. Company shall have no liability to you or any third party for any suspension or termination of your access to the Platforms or Service in accordance with these Terms.

Termination by User

You may terminate your account and cease use of the Platforms and Service at any time by deleting your account through the account settings interface or by contacting Customer Care. Termination of your account does not relieve you of any obligations incurred prior to termination, including any payment obligations or indemnification obligations arising from activity prior to termination.

Effect of Termination

Upon termination of your account or access to the Platforms or Service for any reason: (i) the license grants you have made to Company under these Terms survive to the extent necessary for Company to exercise any rights that accrued prior to termination; (ii) the license grants Company has made to you under these Terms terminate immediately, and you must cease all use of the Service and any Artifacts generated through the Service; (iii) Company will handle your personal information in accordance with its Privacy Policy and applicable law; (iv) you may request a copy of your data prior to account deletion in accordance with Company's data portability practices and applicable law; and (v) Company reserves the right to retain data as permitted by these Terms, the Privacy Policy, and applicable law, including for legal hold, dispute resolution, and regulatory compliance purposes.

Following termination of your account, Company has no obligation to retain or provide access to your Content, account information, or any other data associated with your account, except as required by applicable law or as set forth in Company's Privacy Policy. Survival of provisions is governed by the Survival section of these Terms.

Indemnification

Consumers

You will be responsible to pay for any losses caused to Company as a result of any breach of your obligations under these Terms. U.S. Users agree to indemnify, defend, and hold Company and the Company Indemnitees harmless from and against any and all claims, damages, suits, actions, liabilities, judgments, losses, costs (including without limitation reasonable attorneys' fees), or other expenses that arise directly or indirectly out of or from (i) your breach of any provision of these Terms; (ii) your activities in connection with the Platforms or Service; or (iii) Content, Artifacts, or other information you provide to Company through the Platforms or Service.

Business Customers

You hereby indemnify and hold Company and the Company Indemnitees harmless from and against any third-party claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including reasonable attorneys' fees) arising out of: (i) your use of the Platforms or Service; (ii) your breach of these Terms; (iii) infringement, violation, or misappropriation caused by your Content; (iv) any claim your Content caused damage to a third party; (v) unauthorized biometric uploads; or (vi) actions the AI on the Platforms or Service performs on your instruction. Additionally, U.S. business customers shall defend Company against any third-party claim alleging failure to comply with applicable law, gross negligence, intentional misconduct, or fraud, to the extent such claim arises from your acts or omissions, including your failure to comply with applicable law. If any third party brings a claim against you, or notifies you of an intention to do so, and that claim may reasonably be considered likely to give rise to a liability under this indemnity, you shall: (i) as soon as reasonably practicable give written notice of the claim to Company, specifying the nature of the claim in reasonable detail; and (ii) allow Company, at its own cost and absolute discretion (without limiting your indemnification obligations), to conduct all negotiations and proceedings in relation to the claim and to settle or compromise the claim, provided that Company may not settle the claim without your prior written consent (not to be unreasonably withheld, conditioned, or delayed). You must give Company reasonable information, assistance, and cooperation in responding to and defending the claim. You must not admit any liability, or make any settlement or compromise in relation to the claim without Company's prior written permission.

Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Company, and you agree to cooperate with Company's defense of these claims. Company will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

Mutual Indemnification (Business Customers). Each party agrees to indemnify, defend, and hold harmless the other party and its affiliates, directors, agents, and employees from and against any third-party claims, demands, losses, damages, or expenses (including reasonable attorneys' fees) arising out of: (i) for Company, any claim that the Napster API or any Output generated by it infringes, misappropriates, or violates a third party's intellectual property rights; and (ii) for you, any claim arising from your Input Content, your use of the Service in a manner not authorized by these Terms, or your breach of the Acceptable Use Policy. The indemnifying party's obligations are conditioned upon the indemnified party providing prompt written notice of the claim, tendering control of the defense and settlement to the indemnifying party, and cooperating in the defense.

Release — Business Customers

IN AGREEING TO THIS RELEASE, BUSINESS CUSTOMERS EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE. YOU AGREE TO COOPERATE AS FULLY AS REASONABLY REQUIRED IN OUR DEFENSE OR SETTLEMENT OF ANY CLAIM. WE RESERVE THE RIGHT, IN OUR REASONABLE DISCRETION, TO ASSUME EXCLUSIVE CONTROL OVER THE DEFENSE AND SETTLEMENT OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU.

California Residents

TO THE EXTENT APPLICABLE, YOU HEREBY WAIVE THE PROTECTIONS OF CALIFORNIA CIVIL CODE § 1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: "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."

Warranty and Disclaimer

YOUR USE OF THE PLATFORMS AND OUR SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND YOUR USE IS AT YOUR OWN RISK. WE MAKE NO GUARANTEES THAT THEY ALWAYS WILL BE SAFE, SECURE OR ERROR-FREE OR THAT THEY WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS OR IMPERFECTIONS. TO THE MAXIMUM EXTENT PERMITTED BY LAW WE ALSO DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NAPSTER DOES NOT WARRANT THAT: (a) THE PLATFORMS OR SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (b) RESULTS OBTAINED FROM THE SERVICE WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT; (c) ANY GENERATED CONTENT OR ARTIFACTS WILL BE LEGAL, NON-INFRINGING, OR APPROPRIATE FOR YOUR INTENDED USE; (d) AI SAFETY SYSTEMS WILL DETECT, PREVENT, OR RESPOND TO ALL HARMFUL CONTENT, CRISIS SITUATIONS, OR ADVERSE EVENTS; (e) IDENTITY VERIFICATION MEASURES WILL PREVENT ALL UNAUTHORIZED ACCESS OR MISUSE; OR (f) ANY ERRORS IN THE SERVICE WILL BE CORRECTED. ALL SAFETY, MODERATION, AND VERIFICATION MEASURES ARE OPERATIONAL GOVERNANCE PRACTICES DESIGNED TO REDUCE RISK AND ARE NOT GUARANTEES OF OUTCOME, PERFORMANCE, OR RESULTS. YOU ARE SOLELY RESPONSIBLE FOR VERIFYING THE ACCURACY, LEGALITY, AND APPROPRIATENESS OF ANY GENERATED CONTENT OR ARTIFACTS.

Limitation of Liability

No Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR THE COMPANY INDEMNITEES BE LIABLE TO USER OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOSS OF GOODWILL OR ANY OTHER INTANGIBLE LOSS OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO USER'S ACCESS TO OR USE OF, OR USER'S INABILITY TO ACCESS OR USE, THE PLATFORMS OR THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) STATUTE OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY SUCH PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.

Liability Cap — Business Customers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MAXIMUM AGGREGATE LIABILITY OF COMPANY ARISING OUT OF OR RELATING TO YOUR USE OF THE PLATFORMS OR SERVICE SHALL NOT EXCEED U.S. FIFTY DOLLARS ($50), REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY. THIS LIMITATION SHALL APPLY TO ANY AND ALL LIABILITIES OR CAUSES OF ACTION HOWEVER ALLEGED OR ARISING, INCLUDING NEGLIGENCE, BREACH OF CONTRACT, BREACH OF WARRANTY, OR ANY OTHER CLAIM WHETHER IN TORT, CONTRACT, OR EQUITY. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE PLATFORMS OR SERVICE IS TO DISCONTINUE USE AND DELETE YOUR ACCOUNT. TO THE EXTENT ANY LIMITATION OF LIABILITY SET FORTH HEREIN IS FOUND TO BE UNENFORCEABLE UNDER APPLICABLE LAW, SUCH LIMITATION SHALL BE MODIFIED AND ENFORCED TO THE MAXIMUM EXTENT PERMITTED BY LAW. THE PARTIES ACKNOWLEDGE THAT THE FEES PAID, IF ANY, REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS SECTION AND THAT THESE LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN.

Liability Cap — Consumers

IF COMPANY IS FOUND TO BE LIABLE TO A CONSUMER, COMPANY'S LIABILITY IS LIMITED TO THE GREATER OF: (I) THE ACTUAL TOTAL AMOUNT RECEIVED BY COMPANY FROM YOU IN THE SIX (6) MONTHS PRECEDING THE CLAIM; OR (II) U.S. FIFTY DOLLARS ($50); OR (III) THE LOWEST LIABILITY LIMITATION ALLOWED BY APPLICABLE LAW. TO THE EXTENT ANY LIMITATION OF LIABILITY SET FORTH HEREIN IS FOUND TO BE UNENFORCEABLE UNDER APPLICABLE LAW, SUCH LIMITATION SHALL BE MODIFIED AND ENFORCED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Force Majeure

Company shall not be liable for any failure or delay in performance of its obligations under these Terms to the extent such failure or delay is caused by events beyond Company's reasonable control, including without limitation: acts of God, natural disasters, pandemics or public health emergencies, wars, terrorism, civil unrest, governmental actions, regulatory orders or sanctions, embargoes, labor disputes or strikes, power or telecommunications outages, cyberattacks or distributed denial-of-service attacks against Company's infrastructure, failure or disruption of third-party upstream AI model providers (including Microsoft Azure OpenAI and Google Gemini), cloud infrastructure outages, or changes in applicable law that prevent or materially impair Company's ability to perform (each, a "Force Majeure Event"). In the event of a Force Majeure Event, Company will use commercially reasonable efforts to resume performance as promptly as practicable and will provide notice to users through the Platform or Service to the extent reasonably possible. A Force Majeure Event does not excuse any obligation that accrued prior to the onset of the Force Majeure Event, including payment obligations. If a Force Majeure Event continues for more than sixty (60) days and materially prevents Company from providing the Platforms or Service, Company may terminate the affected service arrangement upon written notice to you, and Company's sole obligation shall be to refund any prepaid fees attributable to the period following the effective date of termination, on a pro-rated basis. Enterprise and business customers with separate contractual arrangements may also have termination rights as set forth in their applicable agreements.

IP Indemnification (Business Customers)

Company will defend Customer from and against any third-party claim that Customer's use or distribution of the Napster API or any Output generated by the Napster API infringes a third party’s intellectual property rights, and Company will pay the amount of any adverse final judgment or approved settlement. This indemnity is subject to the following: (a) Customer must promptly notify Company in writing of the claim; (b) Company will have sole control over the defense and settlement of the claim; and (c) Customer must provide reasonable cooperation to Company in the defense. Company will have no obligation for claims arising from (i) Customer Content or other Customer intellectual property; (ii) modification of the Output by Customer; or (iii) use of the Output in combination with non-Napster products, services, or data. The foregoing states Company’s entire liability and Customer's exclusive remedy for any intellectual property infringement claim related to the Service or Output.

How We Will Handle Disputes; Arbitration; Class Action Waiver

We would like an opportunity to address your concerns without a formal legal case. Before filing a claim against us, you agree to try to resolve the dispute informally by first contacting Customer Care. We will try to resolve the dispute informally by responding to you in writing via email. If you are a consumer and habitually reside in a Member State of the European Union, the laws of that Member State will apply to any claim, cause of action, or dispute you have against us that arises out of or relates to these Terms or any of our other policies ("claim"), and you may resolve your claim in any competent court in that Member State that has jurisdiction over the claim. In all other cases the following shall apply, except to the extent that you are a consumer and the law of the country in which you reside does not permit the following to apply:

PLEASE READ THIS SECTION CAREFULLY — IT CONTAINS AN ARBITRATION AGREEMENT. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and we agree that any dispute, claim or controversy arising out of or relating in any way to these Terms, the Platforms, the Service or the Privacy Policy (a "Dispute") shall be determined by binding arbitration or in small claims court. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. You may choose to be represented by a lawyer in arbitration or proceed without one. You acknowledge that, by agreeing to this Agreement, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and we are each waiving the right to a trial by jury or to participate in a class action. You also agree that any Dispute in connection with these Terms, the Platforms, the Service or our Privacy Policy will be governed by the laws of the State of New York and the United States of America, subject to the consumer governing law provisions set forth in the Governing Law section below. This provision shall survive termination of this agreement.

If you elect to seek arbitration or file a small claim court action, you must first send to us, by certified mail, a written notice of your claim ("Notice"). The Notice to us must be addressed to: Legal Counsel, Napster, 1279 W. Palmetto Park Rd., PO Box 272504, Boca Raton, FL 33427. If we initiate arbitration, we will send a written notice to an email address you have previously provided to us, if available. A notice, whether sent by you or by us, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If you and we do not reach an agreement to resolve the claim within 30 days after the notice is received, you or we may commence an arbitration proceeding or file a claim in small claims court.

The arbitration shall be administered by JAMS or its successor ("JAMS") and conducted in accordance with the JAMS Streamlined Arbitration Rules And Procedures in effect at the time the Arbitration is initiated or, if the amount in controversy exceeds $100,000, in accordance with the JAMS Comprehensive Arbitration Rules And Procedures then in effect (respectively, the "JAMS Rules"), except to the extent that the JAMS Rules are inconsistent with this Agreement or the class action waiver described below. The arbitrator shall be selected in accordance with the JAMS Rules or the mutual agreement of the parties and shall follow New York law in adjudicating the Dispute, subject to the mandatory application of any consumer protection laws of the consumer's state of residence where required by applicable law. The arbitrator shall have exclusive authority to resolve all Disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity, subject to the limitations set forth herein. The arbitrator shall issue a reasoned written decision setting forth the arbitrator's complete determination of the Dispute and the factual findings and legal conclusions relevant to it.

Mass Arbitration Procedures

If twenty-five (25) or more similar Disputes are filed against Company by or with the assistance of the same law firm, group of law firms, or coordinating counsel within a ninety (90) day period (a "Mass Arbitration"), the parties agree that such Disputes shall be resolved through the following coordinated process in lieu of individual arbitrations:

• Bellwether Selection. The parties shall jointly select ten (10) Disputes to serve as bellwether cases ("Bellwether Cases") to be arbitrated first under the JAMS Mass Arbitration Procedures or such other procedures as JAMS may designate. If the parties cannot agree on the selection of Bellwether Cases within thirty (30) days of receiving notice of the Mass Arbitration, JAMS shall select the Bellwether Cases pursuant to its Mass Arbitration Procedures.
• Sequential Resolution. The Bellwether Cases shall be arbitrated sequentially or simultaneously at the election of JAMS. The remaining Disputes shall be stayed pending resolution of the Bellwether Cases. The outcomes of the Bellwether Cases shall be used by the parties and JAMS to facilitate resolution of the remaining Disputes, which may include global settlement discussions or sequential arbitrations in additional batches as determined by JAMS.
• Filing Fees. During a Mass Arbitration, the filing fee obligations set forth in these Terms apply only to Bellwether Cases. Filing fees for stayed Disputes shall be assessed only upon commencement of arbitration of those Disputes following the Bellwether phase.
• Good Faith Participation. Both parties agree to participate in the Mass Arbitration process in good faith and to comply with JAMS Mass Arbitration Procedures as they may be updated from time to time.

Nothing in this Mass Arbitration provision shall be construed to limit either party's rights under the arbitration provision, the class action waiver, or any other provision of these Terms.

You and we agree that each may bring claims against the other only in your or our individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. Notwithstanding the foregoing, you and we both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights, or efforts to interfere with our service or engage with our service in unauthorized ways.

WAIVER OF JURY TRIAL. YOU AGREE TO WAIVE (GIVE UP) YOUR RIGHT TO A TRIAL BY JURY.

CLASS ACTION WAIVER. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT OR REPRESENTATIVE PROCEEDING, CONSOLIDATED ACTION, OR PRIVATE ATTORNEY GENERAL ACTION. THIS MEANS THAT YOU CANNOT SEEK TO ASSERT CLASS OR REPRESENTATIVE CLAIMS AGAINST US EITHER IN COURT OR IN ARBITRATION AND NO RELIEF CAN BE AWARDED ON A CLASS OR REPRESENTATIVE BASIS.

CALIFORNIA PRIVATE ATTORNEYS GENERAL ACT (PAGA). TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND CONSISTENT WITH GOVERNING CALIFORNIA COURT DECISIONS, YOU WAIVE YOUR RIGHT TO BRING OR PARTICIPATE IN ANY REPRESENTATIVE ACTION UNDER CALIFORNIA'S PRIVATE ATTORNEYS GENERAL ACT (LABOR CODE § 2698 ET SEQ.) ("PAGA"). YOU AGREE THAT ANY PAGA CLAIM ARISING FROM YOUR INDIVIDUAL LABOR CODE VIOLATIONS MAY ONLY BE BROUGHT IN YOUR INDIVIDUAL CAPACITY. IF A COURT OF COMPETENT JURISDICTION DETERMINES THAT ANY REPRESENTATIVE PAGA CLAIMS CANNOT BE WAIVED UNDER APPLICABLE LAW, SUCH NON-INDIVIDUAL REPRESENTATIVE PAGA CLAIMS SHALL BE SEVERED FROM ARBITRATION AND STAYED IN THEIR ENTIRETY PENDING FINAL RESOLUTION OF ALL ARBITRABLE INDIVIDUAL CLAIMS BETWEEN YOU AND COMPANY. COMPANY RESERVES ALL RIGHTS AND DEFENSES WITH RESPECT TO ANY PAGA CLAIM, INCLUDING ALL ARGUMENTS AVAILABLE UNDER VIKING RIVER CRUISES V. MORIANA AND ANY SUBSEQUENT AUTHORITY.

ONE YEAR LIMITATION. USER AND COMPANY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PLATFORMS OR SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR IT IS PERMANENTLY BARRED.

Governing Law; Venue

Consumers

Where required by applicable laws, these Terms and all disputes that may relate to these Terms shall be governed by the laws of the country in which you reside. If you live in the EU, nothing in these Terms shall override mandatory local laws or jurisdiction provisions. You can access the European Commission's online dispute resolution platform at https://consumer-redress.ec.europa.eu/. The interpretation and enforcement of the arbitration section for U.S. consumers is governed by the Federal Arbitration Act.

Business Customers

These Terms and our policies are governed by the laws of the State of New York, USA without regard to conflict of law principles. Any disputes that are not subject to the arbitration terms contained in these Terms or that may be severed from any arbitration may only be litigated in small claims court or in the federal or state courts of New York County in the State of New York, USA and you and we consent to personal and exclusive jurisdiction in these courts and agree to waive any jurisdictional, venue, or inconvenient forum objections to such courts and waive any right to a jury trial. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to these Terms. You and Company agree that any cause of action arising out of or related to the Platforms or Service must commence within one (1) year after the cause of action accrues, otherwise such cause of action is permanently barred.

Updating These Terms

We may change the Platforms, these Terms, our Services or our policies at any time at our sole discretion, including to make changes so that they accurately reflect the Platforms, the Service and policies. We encourage you to review these Terms carefully and to check these Terms periodically for any updates or changes. Unless otherwise required by law, if we make a material change or amendment to these Terms, our Service or our policies we will use reasonable efforts to provide a notice of such changes or amendments on the Platforms or through the Service by posting the revised Terms on the Platforms, or updating the "last updated" date at the beginning of these Terms, and such changes or amendments will be effective upon posting, provided that for material changes we will use commercially reasonable efforts to provide advance notice through the Service or via email where available. Your continued access to or use of the platforms or any service following the posting of any notice of any change or amendment to these terms shall constitute your acceptance and agreement to such change or amendment. Notwithstanding the terms of this paragraph, no revisions to the Terms will apply to any dispute between you and us that arose prior to the effective date of such revision.

Survival

In the event of termination for any reason, the following provisions shall survive termination: the Acceptable Use section, Permissions and Licenses You Give to Us, Voice Conversion; Voice Cloning; Voice Synthesis (including all indemnification and consent obligations thereunder), Digital Twins (including all indemnification and consent obligations thereunder), Voice, Image and Recording Consent, Indemnification, Warranty and Disclaimer, Limitation of Liability, Force Majeure, How We Will Handle Disputes; Arbitration; Class Action Waiver, and Governing Law; Venue sections, as well as any other provisions that by their nature are intended to survive termination.

General Provisions

Interpretation

Unless the context dictates otherwise, whenever the word "including" or similar is found in the Terms, it means "including, without limitation" and whenever the word "or" is found in the Terms it means "and/or."

Severability

If any term, clause or provision of these Terms is held invalid or unenforceable under applicable law, that term, clause, or provision will be severable from the Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision or any other term, clause or provision of these Terms.

Rights Under This Agreement

This agreement does not give rights to any third parties. You cannot transfer your rights or obligations under this agreement without our prior written consent. Our rights and obligations can be assigned to others, for example if our ownership changes (as in a merger, acquisition, or sale of assets) or by law.

Unsolicited Material

We always appreciate feedback or other suggestions. If we decide to use them, we may do so without any restrictions or obligation to compensate you. We are under no obligation to keep them confidential. System logs, access records, and audit trails maintained by Company in the ordinary course of business shall be deemed presumptively accurate absent manifest error.

Contact

If you have questions about these Terms, our policies or our Service you can contact us by emailing Customer Care at CustomerCare@napster.com or by mail at:

Napster
Attn: Customer Care
1279 W. Palmetto Park Rd.
PO Box 272504
Boca Raton, FL 33427

Additional information regarding Napster's safety, security, and AI governance practices may be made available through Napster's Trust Center or similar materials. Such materials describe operational practices and are provided for informational purposes only and do not create warranties, guarantees, or additional obligations beyond those expressly set forth in these Terms.