Last updated: April 17, 2026
PLEASE READ THESE TERMS OF USE CAREFULLY AND IN THEIR ENTIRETY BEFORE ACCESSING, REGISTERING FOR, OR USING THE TANGIBEL PLATFORM IN ANY CAPACITY WHATSOEVER. THIS DOCUMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU, THE USER OR AUTHORIZED REPRESENTATIVE OF AN ENTITY, AND TANGIBEL, INC. BY ACCESSING OR USING THE SERVICE IN ANY MANNER, INCLUDING BUT NOT LIMITED TO CREATING AN ACCOUNT, CLICKING AN "I ACCEPT," "I AGREE," "SIGN UP," OR SIMILAR ACKNOWLEDGMENT BUTTON, OR BY OTHERWISE AFFIRMATIVELY UTILIZING ANY FEATURE OF THE PLATFORM, YOU UNCONDITIONALLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE LEGALLY BOUND BY EVERY PROVISION, CLAUSE, LIMITATION, OBLIGATION, REPRESENTATION, WARRANTY, AND CONDITION SET FORTH HEREIN.
IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SERVICE, REFRAIN FROM CREATING AN ACCOUNT, AND DISCONTINUE ANY AND ALL INTERACTIONS WITH THE PLATFORM. YOUR CONTINUED USE OF THE SERVICE FOLLOWING ANY MODIFICATION OF THESE TERMS SHALL CONSTITUTE YOUR UNCONDITIONAL ACCEPTANCE OF SUCH MODIFICATIONS.
These Terms of Use and Platform Services Agreement (hereinafter referred to as the "Terms," the "Agreement," or the "Operative Instrument") govern the legal relationship between Tangibel, Inc., a corporation organized and existing under applicable law, with its principal offices located in Cambridge, Massachusetts (hereinafter referred to as "Tangibel," the "Company," the "Platform Operator," "we," "us," or "our"), and any individual, business entity, trust, partnership, non-profit organization, ecclesiastical body, or any other legal or natural person (hereinafter referred to as "you," "your," the "User," or the "Customer") who accesses, registers for, browses, or otherwise uses the Tangibel Platform in any capacity.
The Parties acknowledge that the Platform is a sophisticated, proprietary suite of software-as-a-service tools, AI-powered media rendering systems, and related digital infrastructure designed to enable users to submit personal narratives, testimonies, and multimedia inputs and receive in return cinematic, audio-visual, and AI-generated content outputs of varying complexity and format. The purpose of these Terms is to establish the full legal framework governing such interactions with absolute clarity, to allocate risks between the Parties in a commercially reasonable manner, and to protect the intellectual property, operational integrity, and legal standing of Tangibel in connection with the provision of its services.
For the purposes of this Agreement, and unless the context clearly and unambiguously requires a different interpretation, the following defined terms shall bear the meanings ascribed to them in this Section 1.02. Defined terms may be used in singular or plural form interchangeably without altering their defined meaning:
(a) "Account" shall mean the registered user profile, access credentials, billing records, usage logs, saved configurations, and associated data maintained by Tangibel on behalf of a User following completion of the Platform's registration and onboarding process.
(b) "AI Partners" shall mean all independent, third-party technology vendors, cloud computing providers, software licensors, voice synthesis companies, machine learning infrastructure suppliers, and other external service providers that Tangibel engages from time to time to supply or augment the computational capabilities underlying the Platform, including but not limited to providers of large-scale GPU compute clusters, advanced visualization rendering engines, neural text-to-speech systems, and content safety filtering services.
(c) "Acceptable Use Policy" or "AUP" shall mean the rules, restrictions, prohibitions, and behavioral standards governing permissible use of the Platform, as set forth in Article VIII of these Terms and as may be supplemented or amended by Tangibel from time to time upon notice to Users.
(d) "Credits" shall mean any internal, non-monetary, platform-specific units of account issued, allocated, or sold by Tangibel to meter, track, or gate access to paid platform features, generation requests, API calls, or other resource-intensive operations within the Service. Credits may be promotional, trial-based, subscription-included, or separately purchased, and shall in all cases be subject to expiration, non-transferability, and non-redeemability for cash unless Tangibel expressly provides otherwise in a separately executed agreement.
(e) "Customer Data" shall mean all information, metadata, data records, text inputs, image files, audio files, reference media, payment identifiers, account information, and any other data or materials provided by or on behalf of the User to the Platform in connection with Account registration, content submission, or use of any Service feature. Customer Data excludes Outputs but includes all raw or intermediate inputs from which Outputs are derived.
(f) "Data Processing Addendum" or "DPA" shall mean a separate, signed written agreement between Tangibel and an enterprise or regulated Customer governing the terms under which Tangibel processes Customer Data that constitutes personal data subject to applicable data protection law, including but not limited to the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA).
(g) "Effective Date" shall mean the earliest of: (i) the date on which the User creates an Account; (ii) the date on which the User clicks any acceptance button presented in connection with the Terms; or (iii) the date on which the User first accesses or uses any feature of the Platform in any manner.
(h) "Intellectual Property Rights" shall mean all forms of intellectual property protection now known or hereafter created, including but not limited to patents, patent applications, utility models, copyrights, copyright registrations and applications, trademarks, service marks, trade dress, trade names, trade secrets, rights in confidential information, database rights, design rights (registered and unregistered), mask work rights, rights of publicity, rights of privacy, moral rights, neighboring rights, and all other similar or analogous proprietary rights of whatever kind, whether or not registered, and including all applications for and renewals and extensions of such rights, in each case under the laws of any jurisdiction worldwide.
(i) "Order" shall mean a completed transactional event in which the User submits a generation request through the Platform and Tangibel's systems initiate computational processes to fulfill that request, resulting in the production of one or more Outputs. An Order may be initiated through a subscription-based credit allotment, a pay-per-use charge, or pursuant to the terms of an Order Form.
(j) "Order Form" shall mean a written or electronic ordering document, master services agreement, statement of work, or comparable instrument that is executed or acknowledged by both Tangibel and the Customer and that sets forth specific service scope, pricing, contractual term, volume commitments, special service level obligations, custom licensing terms, or other bespoke provisions applicable to that Customer's engagement, which shall supersede these public Terms to the extent of any direct and irreconcilable conflict.
(k) "Outputs" shall mean all digital media items, including but not limited to cinematic video sequences, AI-generated still images, synthesized voiceover audio tracks, generated narrative scripts, character renderings, motion graphics, and any other digital artifacts produced by or through the Service in direct response to a User's submitted inputs or prompts. Outputs are expressly distinct from and do not include Tangibel's underlying software, machine learning models, model weights, training data, algorithmic logic, or any other Platform component.
(l) "Platform" or "Service" shall mean the totality of Tangibel's products, services, technologies, applications, websites, APIs, SDKs, developer tools, documentation, demonstration environments, fulfillment integrations, and all associated software and infrastructure, as made available to Users from time to time in any form, whether through a web browser, mobile application, application programming interface, or any other access method.
(m) "Proprietary Rendering Engine" shall mean Tangibel's composite, internally developed system of algorithms, neural network architectures, visual rendering pipelines, voice synthesis modules, orchestration logic, compute scheduling systems, and related code and infrastructure that generates Outputs from User inputs.
(n) "Subprocessors" shall mean third-party vendors and service providers engaged by Tangibel to process Customer Data in connection with the delivery of the Service, including hosting providers, payment processors, analytics platforms, and infrastructure vendors.
(o) "User Content" shall mean all content, materials, data, text, images, audio, video, reference files, personal testimonies, narrative descriptions, biographical accounts, voice samples, likenesses, and any other information submitted by a User to the Platform at any time, whether for the purpose of generating Outputs or for any other platform-related purpose. User Content includes both the original materials submitted by the User and all intermediate files derived therefrom prior to completion of the generation process.
This Agreement shall be interpreted in accordance with the following rules of construction, which shall apply in all circumstances:
(a) The headings, article titles, and section captions used throughout this Agreement are provided for organizational convenience only and shall have no bearing on the substantive interpretation of any provision.
(b) References to statutes, regulations, or legal instruments shall be construed to include all amendments, re-enactments, and successor instruments thereto.
(c) The word "including" shall mean "including without limitation" in all instances throughout this Agreement.
(d) No presumption or burden of proof shall arise in favor of or against either Party by virtue of the authorship of any provision of this Agreement.
(e) Where a provision of this Agreement conflicts with a provision of an applicable Order Form executed by both Parties, the Order Form shall govern solely with respect to the subject matter of that direct conflict.
A User's binding acceptance of these Terms is effectuated upon the occurrence of any one of the following acts, each of which shall independently and conclusively constitute legal acceptance of all terms, conditions, obligations, limitations, disclaimers, and provisions herein: (i) the creation or registration of an Account on the Platform; (ii) the affirmative clicking of any acceptance, agreement, confirmation, sign-up, or analogous button or checkbox presented by Tangibel in connection with access to or use of any Service feature; (iii) the execution of an Order Form that incorporates these Terms by reference; (iv) the submission of any User Content to the Platform; or (v) any other act of utilization of the Platform's features, tools, or services in any form or manner, regardless of whether a formal registration process was completed.
The User acknowledges and agrees that electronic acceptance through any of the foregoing means is legally equivalent to a handwritten signature and shall be fully enforceable under applicable electronic signature laws, including but not limited to the Electronic Signatures in Global and National Commerce Act (E-SIGN), 15 U.S.C. § 7001 et seq., and the Uniform Electronic Transactions Act (UETA), as adopted in applicable jurisdictions.
Tangibel reserves and hereby expressly retains the absolute and unconditional right, in its sole and exclusive discretion, to amend, modify, supplement, revise, update, or replace any provision, clause, section, article, or exhibit of these Terms at any time and for any reason. In the event of any material amendment to these Terms, Tangibel shall use commercially reasonable efforts to provide Users with advance notice of such amendment no fewer than fourteen (14) calendar days prior to the amended Terms taking effect. Such notice may be provided through any one or more of the following means: (i) transmission of an email notification to the email address associated with the User's Account; (ii) conspicuous in-product notice displayed upon the User's next login to the Platform; (iii) posting of a notice on Tangibel's website with the new effective date prominently displayed; or (iv) any other communication method reasonably calculated to bring the amendment to the User's attention.
The User's continued access to or use of the Platform following the expiration of the applicable notice period shall constitute the User's unconditional and irrevocable acceptance of the amended Terms in their entirety. If the User does not agree to any amended Terms, the User's sole and exclusive remedy is to immediately discontinue all use of the Platform and terminate the User's Account. Tangibel shall bear no liability to any User arising from such amendments.
Where a User has entered into a separately negotiated and bilaterally executed Order Form, Master Services Agreement, Enterprise License Agreement, or comparable written contract with Tangibel, the provisions of such separately executed agreement shall govern and control over the provisions of these public Terms to the extent of any direct, irreconcilable conflict between the two instruments. Where no conflict exists, both instruments shall be read together and construed harmoniously. The existence of a separately executed agreement shall not be construed to diminish, override, or supersede any provision of these Terms that is not directly in conflict with the separately executed agreement, and both instruments shall be given their full legal force and effect to the maximum extent possible.
Access to and use of the Tangibel Platform is restricted exclusively to individuals who: (a) are at least eighteen (18) years of age or, in jurisdictions where the age of majority exceeds eighteen years, have attained the age of majority in their applicable jurisdiction; or (b) are accessing the Platform on behalf of a legal entity and have the legal authority, capacity, and authorization to bind such entity to these Terms under the organizational documents, bylaws, operating agreement, or other governing instruments of that entity. By accepting these Terms, the User represents and warrants that they satisfy the foregoing eligibility requirements.
Notwithstanding the foregoing, a User who has not attained the applicable age of majority may access the Platform only if: (i) a parent or legal guardian of such User has reviewed and accepted these Terms on behalf of the minor User; (ii) such parent or legal guardian actively supervises the minor User's access to and use of the Platform; and (iii) the parent or legal guardian assumes full legal responsibility for all activities conducted on behalf of or by the minor User. Tangibel expressly reserves the right to terminate any Account believed to be operated by or on behalf of a minor without appropriate parental consent.
In order to access certain features of the Platform, Users are required to complete a registration process resulting in the creation of an Account. As part of and as a condition of Account registration, the User expressly represents, warrants, and covenants that: (a) all information provided by the User during the registration process, including name, organizational affiliation, contact information, billing details, and any other required fields, is and shall at all times remain true, accurate, current, and complete in all material respects; (b) the User shall promptly update any registration information that becomes inaccurate, incomplete, or outdated, within a commercially reasonable period of time following any such change; (c) the User shall not register for an Account using a false identity, pseudonym, or the identity of any third party without such party's express prior written consent; and (d) each individual may create and maintain only one Account unless Tangibel expressly grants written permission for additional Accounts.
Tangibel reserves the right, in its sole discretion, to reject any registration, decline to activate any Account, or suspend or terminate any Account at any time if Tangibel reasonably believes that the User has provided false, inaccurate, outdated, or incomplete information, or has otherwise failed to comply with the registration obligations set forth in this Section 3.02.
The User is solely, exclusively, and entirely responsible for: (i) maintaining the strict confidentiality of all login credentials, passwords, API keys, access tokens, session identifiers, and other authentication mechanisms associated with the User's Account; (ii) restricting access to the Platform through the User's Account to authorized persons only; and (iii) all activities, transactions, submissions, communications, Orders, and other actions conducted through or under the User's Account, whether or not such activities were authorized by the User and regardless of whether such activities were undertaken by the User personally or by any third party.
In the event that the User knows, reasonably suspects, or has any basis to believe that any unauthorized access to or use of the User's Account or credentials has occurred or may have occurred, the User shall provide prompt written notice to Tangibel at support@tangibel.io and shall take all reasonably available steps to mitigate any resulting harm, including changing passwords and revoking compromised API keys. Tangibel expressly reserves the right to temporarily or permanently suspend access to any Account while investigating any suspected or confirmed security compromise, without liability to the User for such suspension.
Subject to the User's compliance with these Terms in all respects, Tangibel hereby grants the User a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Platform during the term of this Agreement solely for the User's own personal or internal business purposes. The Platform is principally designed and engineered to enable Users to: (a) upload, submit, or otherwise provide images, text prompts, reference files, audio recordings, personal narratives, testimony accounts, and other input materials; (b) initiate AI-powered generation processes that convert such inputs into cinematic video sequences, AI-generated images, synthesized voiceover audio, and other digital media Outputs; and (c) access, download, share, and publish such Outputs through the Platform's built-in sharing and distribution features or through external platforms.
The User acknowledges and expressly agrees that the features, capabilities, tools, services, integrations, and functionalities of the Platform are subject to change, enhancement, reduction, modification, or discontinuation at any time and from time to time, in Tangibel's sole discretion, without prior notice and without liability to any User. Tangibel's commitment to ongoing product development means that the Platform the User encounters today may differ materially from the Platform as it existed at the time of the User's initial registration, and such differences shall not constitute grounds for any claim by the User.
Paid subscription tiers, enterprise integration deployments, custom service configurations, bespoke media production arrangements, API access plans, and other specialized commercial engagements between Tangibel and a User may be governed by separately executed Order Forms. Each Order Form shall specify, at a minimum, the scope of services to be provided, the applicable pricing and payment schedule, the contractual term, any volume commitments, and any special terms or conditions applicable to that particular engagement. In the event of a direct conflict between a provision of a duly executed Order Form and a provision of these Terms, the Order Form shall prevail with respect to the specific subject matter of the conflict.
Tangibel exclusively owns and shall at all times retain absolute and unencumbered right, title, and interest in and to the Platform in its entirety, including without limitation: all software source code and object code; all machine learning models, neural network architectures, model weights, and model checkpoints; all training data, training methodologies, and evaluation frameworks; all visual rendering pipelines, orchestration engines, and inference systems; all user interfaces, application programming interfaces, and software development kits; all trademarks, service marks, logos, and trade dress; all copyrightable works incorporated into the Platform; all trade secrets and confidential technical information; all documentation, help content, and marketing materials; and all other proprietary technology and materials comprising or underlying the Platform, together with all Intellectual Property Rights therein and thereto. Nothing in these Terms shall be construed as transferring, assigning, conveying, or licensing to the User any ownership interest or any Intellectual Property Rights in or to the Platform or any component thereof, beyond the strictly limited access rights expressly granted in these Terms.
Subject to the User's full and continuing compliance with all obligations, limitations, and restrictions set forth in these Terms, and specifically excluding all of Tangibel's underlying models, software, training data, and proprietary technology, Tangibel hereby assigns to the User, as between the User and Tangibel exclusively, all right, title, and interest that Tangibel may hold in the specific digital Outputs generated by the Platform specifically in response to that User's submitted inputs. This assignment is conditioned upon the User's continued compliance with these Terms and shall be deemed revoked, null, and void, without further action by Tangibel, in the event that the User materially breaches any provision of these Terms.
The User acknowledges and agrees that, due to the probabilistic and generative nature of AI-based content generation, Outputs may not be fully unique, may exhibit similarities to content generated for other users or available publicly, and may not be free from Intellectual Property Rights claims by third parties. Tangibel makes no representation or warranty regarding the uniqueness, originality, or freedom from third-party claims of any Output. The User assumes all responsibility for evaluating, clearing, and utilizing Outputs in compliance with applicable law and third-party rights.
In furtherance of and in addition to the assignment described in Section 5.02, and subject to the User's ongoing compliance with these Terms, Tangibel hereby grants the User a worldwide, perpetual, royalty-free, fully transferable, sublicensable, non-exclusive license to use, copy, reproduce, modify, adapt, translate, create derivative works from, distribute, publicly perform, publicly display, broadcast, and commercialize Outputs in any and all media formats and distribution channels now known or hereafter devised or created, including but not limited to social media platforms, video sharing services, blogs, editorial publications, promotional and advertising materials, branded content, and any other personal, commercial, or editorial applications, without any obligation to pay additional royalties or fees to Tangibel. This license is independent of the assignment described in Section 5.02 and shall survive the expiration or termination of this Agreement with respect to Outputs previously generated.
Notwithstanding the rights granted in Sections 5.02 and 5.03, the User expressly acknowledges and agrees that the following uses are strictly prohibited under these Terms:
(a) The User shall not represent, claim, assert, register, or imply ownership of any Intellectual Property Rights in or to Tangibel's underlying models, source code, object code, training data, model weights, or any other component of the Platform's proprietary technology infrastructure, whether by filing any copyright, trademark, or patent application, by entering into any commercial agreement, or by any other means.
(b) The User shall not undertake, facilitate, sponsor, or commission any effort to reverse engineer, decompile, disassemble, probe, deconstruct, or otherwise attempt to derive, extract, or reconstruct any model weights, training datasets, training methodologies, proprietary algorithms, or other trade secrets from the Platform or any Output.
(c) The User shall not resell, sublicense, or redistribute Outputs as undifferentiated, bulk, raw-file stock media libraries or asset collections offered primarily or exclusively as "AI-generated" or "Tangibel-generated" content packages without obtaining a separate written license from Tangibel by contacting legal@tangibel.io.
By submitting, uploading, providing, or otherwise making available any User Content to the Platform, the User irrevocably and unconditionally represents and warrants to Tangibel, as of the date of each such submission and on a continuing basis thereafter, as follows:
(a) Rights and Permissions. The User owns, or has obtained all necessary rights, licenses, consents, authorizations, releases, and permissions from all applicable rights holders, that are required to submit such User Content to the Platform and to grant to Tangibel the licenses described in this Article VI, without violating or infringing upon any third-party rights of any kind, including but not limited to Intellectual Property Rights, rights of publicity, rights of privacy, moral rights, contractual rights, or any other proprietary or personal right.
(b) Non-Infringement. The User Content does not and shall not infringe, misappropriate, violate, or constitute unauthorized use of any trademark, copyright, patent, trade secret, right of publicity, right of privacy, or other Intellectual Property Right or proprietary right of any third party, including but not limited to third-party vehicle designs, logos, brand identifiers, architectural works, characters, or other protectable creative elements, unless the User holds or has obtained explicit, documented permission from the relevant rights holder.
(c) Minor Consent. Where the User Content depicts, identifies, or relates to any individual who is or may be a minor (i.e., under the age of eighteen years or the applicable age of majority), the User represents and warrants that the User has obtained all required verifiable parental or legal guardian consents in the form required by applicable law.
(d) Legal Compliance. The submission and use of the User Content as contemplated by these Terms complies with all applicable federal, state, local, and international laws, regulations, orders, and governmental directives, including but not limited to privacy laws, data protection regulations, consumer protection statutes, and export control laws.
Tangibel expressly acknowledges and agrees that the User retains full ownership of the User's original lived experiences, personal faith narratives, biographical accounts, and all original textual, photographic, or other media content directly created by the User and uploaded to the Platform. Nothing in these Terms shall be construed to transfer to Tangibel any ownership interest in the User's original creative or autobiographical source materials, except to the extent of the licenses expressly granted in this Article VI.
By submitting User Content to the Platform, the User hereby grants to Tangibel a worldwide, perpetual, irrevocable, royalty-free, non-exclusive license, with full right to sublicense through multiple tiers of sublicensees, to use, reproduce, modify, adapt, anonymize, de-identify, translate, excerpt, compile, aggregate, transform, create derivative works from, distribute, publicly perform, publicly display, broadcast, digitally transmit, and otherwise exploit the anonymized User Content—including specifically all generated video outputs, synthesized audio tracks, and compiled narrative scripts derived from or incorporating such User Content—across all media formats and distribution channels now known or hereafter invented, including but not limited to theatrical film and documentary distribution, broadcast and cable television, subscription video-on-demand platforms, transactional video-on-demand platforms, advertising-supported streaming services, podcast and audio distribution networks, social media platforms, editorial and educational publications, and any other form of domestic or international commercial or non-commercial media distribution.
The User explicitly, knowingly, and voluntarily acknowledges and agrees that the Media Adaptation License described in Section 6.03 expressly encompasses and authorizes Tangibel to commercialize, license to third parties, distribute, monetize, and exploit anonymized Derivative Works arising from User Content globally and without limitation, without any further requirement for the User's consent, approval, or authorization in connection with any specific exploitation, and without any obligation on the part of Tangibel to provide compensation, royalties, licensing fees, revenue sharing, credit, attribution, or any other form of financial or non-financial consideration to the User with respect to such commercial exploitation.
In addition to the Media Adaptation License set forth in Section 6.03, the User grants to Tangibel a worldwide, non-exclusive, royalty-free license to host, store, process, index, cache, transmit, reformat, and retransmit User Content continuously and without interruption throughout the term of this Agreement, and for such additional periods as are reasonably necessary to provide, maintain, operate, secure, enhance, and improve the Platform, including for the purpose of operating Tangibel's Proprietary Rendering Engine.
The User is solely, exclusively, and entirely responsible for all User Content submitted to the Platform, and for all consequences, costs, liabilities, damages, claims, and expenses arising from such submission. This responsibility includes but is not limited to compliance with all applicable copyright, trademark, patent, trade secret, design rights, rights of publicity, privacy laws, export control regulations, and consumer protection statutes in all jurisdictions in which the User Content is or may be accessed. Tangibel assumes no responsibility or liability of any kind for the accuracy, completeness, legality, originality, or non-infringing character of any User Content, and the User agrees that Tangibel shall have no obligation to review, screen, monitor, or evaluate User Content for legal compliance prior to its submission or generation.
Tangibel expressly and unambiguously acknowledges that the User retains complete, unencumbered, and perpetual ownership of the User's original, unrendered personal testimonies, faith experiences, biographical narratives, and first-person accounts as they exist in the User's memory and original expressive form. The licenses granted by the User under Article VI pertain exclusively to the digital media content submitted to and generated through the Platform, and shall not be construed to transfer to Tangibel any ownership interest in the User's underlying lived experience as a form of personal expression. For the avoidance of doubt, the User shall at all times retain the right to describe, share, publish, or otherwise communicate their personal experiences in any format and through any medium of their choosing, provided that such activities do not infringe upon Tangibel's Intellectual Property Rights in the Platform or any generated Outputs.
The User is authorized to access and use the Platform exclusively for lawful purposes and in strict compliance with these Terms, the Acceptable Use Policy set forth in this Article VIII, and all applicable laws, regulations, and governmental orders. Any use of the Platform that violates applicable law, infringes third-party rights, or is otherwise prohibited by these Terms may result in content removal, Order cancellation, Account suspension or termination, referral to law enforcement authorities, and such other remedies as Tangibel may elect to pursue in its sole discretion.
Without limiting the generality of Section 8.01, the following categories of conduct are expressly prohibited under these Terms. The User shall not, in connection with the User's use of the Platform:
(a) Illegal Activity. Access or use the Platform for the purpose of creating, facilitating, promoting, enabling, or otherwise assisting in any illegal act or omission of any kind under applicable local, state, federal, or international law, including but not limited to fraud, identity theft, unauthorized access to computer systems, human trafficking, money laundering, or evasion of law enforcement.
(b) Medical and Professional Advice Prohibited. Submit User Content or generate Outputs that provide, simulate, or substitute for professional medical, psychiatric, psychological, legal, or financial advice. Without limiting the foregoing:(i) Any testimony, narrative, or Output involving physical, mental, or psychological healing must be presented and clearly framed as a personal spiritual experience and must not be represented as a guaranteed medical treatment, therapeutic protocol, or clinical intervention of any kind.(ii) The User shall not use the Platform to create content that claims to guarantee any medical cure or therapeutic outcome, that promotes the cessation, reduction, or modification of any prescribed medical treatment or pharmaceutical regimen, or that advises viewers to disregard, delay, or substitute professional medical evaluation or treatment.(iii) Tangibel is a platform for spiritual storytelling and digital narrative production only, and assumes absolutely no liability for any health-related decision made by any User or viewer in reliance upon any content generated through the Platform.
(c) Hate, Harassment, and Exploitation. Generate, upload, submit, or distribute any content that: is hateful, abusive, threatening, intimidating, or harassing toward any individual or group based on race, ethnicity, national origin, religion, gender, gender identity, sexual orientation, disability, or any other characteristic; incites, encourages, or glorifies violence; or exploits, endangers, sexually depicts, or otherwise harms or facilitates harm to minors in any manner.
(d) Impersonation and Non-Consensual Likenesses. Generate, upload, or distribute content that: falsely represents the identity, likeness, name, voice, appearance, or statements of any real person without such person's explicit, documented prior consent; is designed to mislead, deceive, or defame any real person; or is created for the purpose of harassment, reputational damage, or emotional distress.
(e) Intellectual Property Circumvention. Reproduce, imitate, generate, or distribute protected intellectual property—including but not limited to copyrighted artistic works, trademarked logos, branded characters, licensed vehicle designs, distinctive trade dress, and other protectable creative or commercial works—without holding or having documented all required rights, licenses, or authorizations from the applicable rights holders.
(f) Model Extraction and Reverse Engineering. Undertake any effort, whether manual, automated, or algorithmic, to reverse engineer, decompile, disassemble, probe, or deconstruct the Platform's underlying models, weights, training data, algorithmic logic, source code, or other trade secret or confidential technical information.
(g) Abusive Automation and Rate-Limit Evasion. Deploy bots, scripts, automated agents, crawlers, or any other automated tools to access the Platform, circumvent usage monitoring or billing systems, evade access controls, or exceed published API rate limits without Tangibel's prior written authorization.
The User agrees to pay all fees, charges, taxes, duties, levies, and any other amounts associated with the User's access to and use of the Platform, including all subscription fees, per-use charges, per-generation fees, additional feature unlock charges, overage fees, and any other monetary obligations set forth at checkout, within the Platform's billing interface, or as described in an applicable Order Form. All stated prices are exclusive of applicable taxes unless expressly stated otherwise. Tangibel expressly reserves the right to modify its pricing structure and fee schedules at any time upon notice to the User, and the User's continued use of the Platform following any such price change shall constitute acceptance of the updated pricing.
Payments for the Platform are processed by independent, third-party payment processors, including but not limited to Stripe, Inc. and such other processors as Tangibel may engage from time to time. By providing payment information, the User: (a) represents and warrants that the User is legally authorized to use the payment method provided; (b) authorizes Tangibel and its designated payment processors to initiate charges to such payment method for all amounts owed; and (c) agrees to maintain valid payment information on file at all times during any active subscription period. Tangibel does not store complete payment card data directly and assumes no responsibility for errors or failures attributable to third-party payment processors.
Where the User has enrolled in a recurring subscription plan: (i) the subscription shall automatically renew at the end of each billing period at the then-current applicable pricing unless the User affirmatively cancels the subscription prior to the renewal date; (ii) the User may cancel the subscription at any time through the Account management interface; (iii) cancellation of a subscription shall take effect at the conclusion of the then-current billing period, and the User shall retain access to subscription-tier features through the end of that paid period; and (iv) except as required by applicable law or as explicitly stated by Tangibel in a written refund policy, subscription fees paid for any billing period are non-refundable upon cancellation.
Because Tangibel incurs substantial, non-recoverable computational costs at the moment a generation request is initiated and processed, Tangibel's refund policy for completed generation Orders is strictly limited. Specifically: (a) Tangibel does not issue refunds for dissatisfaction with design choices, stylistic preferences, Output aesthetics, or minor cosmetic variations within the stated tolerances of the Service; (b) in the event that an Output is determined by Tangibel to be materially defective or non-functional as a direct and proximate result of a verified system error attributable to Tangibel, Tangibel may, in its sole discretion, offer an account credit of equivalent value in lieu of a monetary refund; and (c) the User must notify Tangibel of any claimed technical generation failure within fourteen (14) calendar days of the date of the relevant Order, failing which the User shall be deemed to have waived any claim with respect to such Order.
All billing disputes must be raised in writing by the User within thirty (30) calendar days of the date of the charge that is the subject of the dispute, accompanied by all supporting documentation and a reasonably detailed description of the basis for the dispute. Tangibel shall investigate all timely-raised disputes in good faith. Pending the outcome of a billing dispute investigation, Tangibel may, but is not obligated to, provisionally suspend collection of the disputed amount. Tangibel shall not be obligated to issue any refund in connection with any billing dispute until the investigation has been completed and a determination made in the User's favor.
Tangibel implements and maintains commercially reasonable administrative, technical, and physical security measures designed to protect Customer Data against unauthorized access, disclosure, alteration, destruction, or loss, including but not limited to: encryption of data in transit using industry-standard TLS protocols; access control mechanisms limiting access to Customer Data to authorized personnel on a need-to-know basis; audit logging and monitoring of access to production systems; and standard operational security protocols consistent with applicable industry practices. The User acknowledges that no data security measures are perfect, absolute, or impenetrable, and that Tangibel does not warrant or guarantee that Customer Data will be immune from unauthorized access or disclosure.
Tangibel retains Customer Data for such periods as are reasonably necessary to: operate and provide the Service; satisfy applicable legal, regulatory, tax, and accounting obligations; resolve disputes; enforce the terms of this Agreement; and maintain appropriate security and fraud prevention records. The User may request deletion of certain Customer Data by submitting a written request to support@tangibel.io. Tangibel shall process such deletion requests in a manner consistent with its Privacy Policy and applicable law, including any applicable Data Processing Addendum. Tangibel expressly reserves the right to retain de-identified, aggregated, or otherwise anonymized data derived from Customer Data indefinitely, as such data no longer constitutes personal data subject to deletion rights.
For Users accessing the Platform through self-serve subscription tiers, Tangibel reserves the right to use de-identified, aggregated, or anonymized usage data, generation logs, and platform interaction data to improve, train, fine-tune, and enhance its models, algorithms, and platform features, as more fully described in Tangibel's Privacy Policy. Enterprise customers and regulated entities that require contractual assurance against the use of their Customer Data for model training purposes may negotiate such restrictions through the execution of a DPA or Order Form; where such an agreement expressly states that Tangibel will not use Customer Data for training purposes, that contractual commitment shall govern and supersede the default practice described in this Section.
Tangibel engages third-party Subprocessors in connection with the delivery of the Service, including providers of hosting and cloud infrastructure, payment processing, analytics and performance monitoring, and fulfillment integrations. Tangibel shall ensure that all Subprocessors are subject to contractual obligations providing a level of data protection at least equivalent to that provided by Tangibel hereunder. International transfers of Customer Data shall be conducted using lawful transfer mechanisms as required by applicable data protection law. Enterprise customers may, upon execution of a non-disclosure agreement with Tangibel, review a current list of Subprocessors and raise reasonable, documented objections thereto.
In the event of a confirmed security breach resulting in unauthorized access to, disclosure of, or loss of Customer Data constituting personal data under applicable law, Tangibel shall notify affected Users without undue delay and shall cooperate with affected Users as required by applicable law and the terms of any applicable DPA. Tangibel's notification obligations are contingent upon its ability to identify the Users whose data was affected, and Tangibel shall not be liable for any failure to provide notification that results from its inability to identify affected Users despite commercially reasonable efforts.
Tangibel endeavors to maintain high availability of the Platform and targets commercially competitive uptime for production service tiers; however, Tangibel does not guarantee any specific availability percentage, uptime service level, or response time for Users accessing the Platform under public subscription plans. Service interruptions may occur due to scheduled maintenance, emergency system remediation, third-party infrastructure failures, force majeure events, or other causes within or beyond Tangibel's reasonable control. Formal service level agreements with defined uptime commitments, credit mechanisms, and escalation procedures are available exclusively to enterprise customers pursuant to separately executed written agreements.
User support is available through Tangibel's support portal and via email at support@tangibel.io. Response times for Users on public subscription plans are provided on a commercially reasonable, best-effort basis and are not subject to contractual performance guarantees. Enterprise customers may negotiate specific support tiers, response time commitments, dedicated support personnel, and escalation paths through the execution of an appropriate Order Form.
Tangibel may, from time to time, make available to Users certain features, tools, modules, or capabilities that are designated as "beta," "preview," "experimental," "early access," or by similar terminology (collectively, "Beta Features"). Beta Features are provided strictly on an "AS IS" and "AS AVAILABLE" basis, without any representation, warranty, guarantee, service level, or indemnification coverage of any kind. Tangibel expressly reserves the right to modify, restrict, suspend, or permanently discontinue any Beta Feature at any time, without prior notice and without liability to any User. Users accessing Beta Features do so at their own sole risk and are advised not to rely upon Beta Features for any mission-critical or time-sensitive use case.
"Tangibel," the Tangibel logo, and all other names, logos, slogans, product names, service names, and design marks associated with the Platform and Tangibel's business (collectively, the "Tangibel Marks") are owned exclusively by Tangibel, Inc. and are protected under applicable trademark law. The User is expressly prohibited from using any Tangibel Mark without Tangibel's prior written consent, except to the limited extent necessary to truthfully refer to the Service in a factual, nominative manner that does not imply endorsement, sponsorship, or affiliation. Any unauthorized use of the Tangibel Marks constitutes trademark infringement and may subject the User to legal action.
As a general policy, Tangibel does not impose mandatory attribution requirements on Users' use of Outputs. Notwithstanding the foregoing, certain Platform features, integrations, or promotional programs may carry specific attribution, watermarking, or notice requirements as set forth in applicable documentation, in-product guidance, or Order Form terms. Where such requirements exist, they shall be binding on the User, and failure to comply shall constitute a breach of these Terms.
The User shall, at the User's sole cost and expense, indemnify, defend with counsel reasonably acceptable to Tangibel, and hold harmless Tangibel and each of its past and present directors, officers, shareholders, employees, agents, contractors, successors, assigns, and representatives (collectively, the "Tangibel Indemnified Parties") from and against any and all claims, demands, actions, causes of action, suits, investigations, regulatory proceedings, losses, damages, liabilities, settlements, judgments, penalties, fines, costs, and expenses (including, without limitation, court costs and reasonable attorneys' fees and costs of expert witnesses) (collectively, "Losses") arising out of, relating to, or resulting from:
(a) Any User Content or Outputs, including any claim that any User Content or Output infringes, misappropriates, or violates any third-party Intellectual Property Right, right of publicity, right of privacy, or any other proprietary or personal right;
(b) The User's use, sale, sublicensing, distribution, or commercialization of any digital or physical product or content derived in whole or in part from the Service or any Output;
(c) Any breach or alleged breach by the User of any representation, warranty, covenant, obligation, or other provision of these Terms;
(d) The User's violation of any applicable law, regulation, governmental order, or third-party right in connection with the User's use of the Platform; or
(e) Any allegation that any content or product of the User, whether or not generated through the Platform, infringes, misappropriates, or otherwise violates any third-party rights.
Tangibel shall promptly notify the User in writing of any claim for which indemnification is sought. Failure to provide timely notice shall not relieve the User of its indemnification obligations except to the extent the User is materially prejudiced by such failure. Tangibel reserves the right to participate in the defense of any indemnified claim, at its own expense, through counsel of its own choosing. The User shall not settle any indemnified claim on terms that impose any obligation, restriction, or liability upon any Tangibel Indemnified Party without Tangibel's prior written consent, which shall not be unreasonably withheld.
Tangibel operates exclusively as an automated, neutral, third-party software-as-a-service provider of computational generation tools. Tangibel does not editorialize, curate, actively monitor, fact-check, verify, investigate, or assume any responsibility for the accuracy, truthfulness, completeness, legality, or non-defamatory character of any personal story, biographical account, named individual, geographic location, institutional reference, testimony, assertion of fact, or any other content provided by a User as input to the Platform or included in any Output. Tangibel's role is strictly technological: it receives inputs, applies computational processes, and returns Outputs, without exercising editorial judgment over the substance of what is submitted or generated.
To the fullest extent permitted by applicable law, Tangibel operates as and shall be treated as an interactive computer service provider within the meaning of Section 230 of the Communications Decency Act of 1986, 47 U.S.C. § 230, as amended. The User expressly acknowledges and agrees that Tangibel is not and shall not be treated as the publisher or speaker of any information, statement, claim, narrative, or content provided by the User or any other user of the Platform, and that Tangibel is entitled to all immunities, protections, and safe harbors afforded to interactive computer service providers under Section 230 and any applicable equivalent or successor statutes in any relevant jurisdiction.
The User is solely, exclusively, and absolutely legally responsible for all textual inputs, narrative descriptions, named references, assertions of fact, scripts, synthesized audio content, and visual Outputs created or generated through the User's Account. Tangibel bears zero legal liability for any claim of defamation, libel, slander, false light, intentional infliction of emotional distress, tortious interference, reputational damage, invasion of privacy, or any analogous legal theory, brought by any third party—including any individual, organization, church, religious body, ministry, pastor, or public or private institution—arising from or in connection with any User Content or Output generated through the User's Account.
In the event that Tangibel or any Tangibel Indemnified Party is named as a defendant, respondent, or adverse party in any lawsuit, arbitration proceeding, regulatory investigation, cease-and-desist demand, administrative proceeding, or other legal or quasi-legal action arising from or in connection with User Content or Outputs generated through the User's Account—including without limitation any action alleging defamation, false accusation, abuse, sexual misconduct, financial fraud, or any other harmful or unlawful act—the User expressly agrees, pursuant to Section 13.01 and this Section 14.04, to fully indemnify, defend with competent counsel, and hold harmless all Tangibel Indemnified Parties, and to bear full financial responsibility for all of Tangibel's resulting legal fees, court costs, expert witness fees, settlement amounts, judgments, and any other costs, expenses, or liabilities incurred in connection with such action.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TANGIBEL PLATFORM, INCLUSIVE OF ALL AI MODELS, VIDEO GENERATION TOOLS, AUDIO SYNTHESIS SYSTEMS, IMAGE RENDERING ENGINES, OUTPUTS, AND ALL OTHER FEATURES AND COMPONENTS OF THE SERVICE, IS PROVIDED STRICTLY ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATION, WARRANTY, GUARANTEE, OR CONDITION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.
TANGIBEL EXPRESSLY AND IRREVOCABLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO: ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, TANGIBEL DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT: (A) OUTPUTS WILL BE UNIQUE, ORIGINAL, ACCURATE, OR FREE FROM THIRD-PARTY INTELLECTUAL PROPERTY CLAIMS; (B) GENERATED VIDEOS OR OTHER OUTPUTS WILL MATCH THE USER'S CREATIVE EXPECTATIONS, AESTHETIC PREFERENCES, OR INTENDED APPLICATION; (C) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE AT ANY TIME; (D) ANY DEFECTS, ERRORS, OR TECHNICAL FAILURES WILL BE IDENTIFIED OR CORRECTED; OR (E) THE SERVICE IS SUITABLE OR FIT FOR ANY PARTICULAR USE CASE OR APPLICATION. THE USER ASSUMES ALL RESPONSIBILITY FOR EVALUATING THE SUITABILITY AND SAFETY OF ANY OUTPUT FOR THE USER'S INTENDED PURPOSE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TANGIBEL'S TOTAL AGGREGATE LIABILITY TO THE USER FOR ALL CLAIMS, LOSSES, DAMAGES, LIABILITIES, COSTS, AND EXPENSES OF ANY KIND ARISING OUT OF OR IN ANY WAY RELATING TO THE SERVICE, THESE TERMS, OR THE SUBJECT MATTER HEREOF—REGARDLESS OF THE THEORY OF LIABILITY (WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, EQUITY, OR OTHERWISE)—SHALL IN NO EVENT EXCEED FIVE HUNDRED UNITED STATES DOLLARS (USD $500.00).
IN NO EVENT SHALL TANGIBEL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, GOODWILL, OR ANTICIPATED SAVINGS, OR FOR THE COST OF SUBSTITUTE SERVICES OR PRODUCTS, EVEN IF TANGIBEL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER SUCH DAMAGES ARE FORESEEABLE OR UNFORESEEABLE.
THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS ARTICLE XVI REFLECT AN INFORMED, VOLUNTARY, AND NEGOTIATED ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THEM. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED UNDER THESE TERMS AND SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. SOME JURISDICTIONS DO NOT PERMIT CERTAIN EXCLUSIONS OR LIMITATIONS OF LIABILITY; IN SUCH JURISDICTIONS, THE FOREGOING LIMITATIONS SHALL APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Tangibel reserves the absolute and unconditional right, in its sole discretion, to temporarily or permanently suspend or restrict the User's access to the Platform, in whole or in part, at any time and without prior notice, for any of the following reasons: (a) the User's actual or suspected violation of any provision of these Terms, including the Acceptable Use Policy; (b) Tangibel's reasonable suspicion of fraudulent, abusive, or unauthorized activity in connection with the User's Account; (c) security concerns, including suspected compromise of the User's Account credentials; (d) non-payment of any amounts owed; or (e) any other reason that Tangibel, in its reasonable judgment, deems sufficient to warrant protective action. Tangibel shall not be liable to the User for any loss, damage, cost, or expense arising from any such suspension.
Either Party may terminate an Order Form or these Terms with respect to any Account for material breach if the breaching Party fails to cure the material breach within thirty (30) calendar days after receiving written notice from the non-breaching Party specifying the nature of the breach in reasonable detail. Notwithstanding the foregoing, Tangibel may terminate these Terms and the User's Account immediately, without a cure period, in the event of a breach that Tangibel determines, in its reasonable judgment, to be incurable or to involve a serious violation of applicable law or platform policies.
Upon the expiration or termination of this Agreement or the User's Account for any reason: (a) all access rights and licenses granted to the User under these Terms shall immediately and automatically terminate; (b) the User shall immediately cease all use of the Platform; (c) the User shall remain solely responsible for all fees, charges, and other amounts accrued prior to termination; (d) Outputs previously downloaded or received by the User prior to termination shall remain licensed to the User pursuant to Section 5.03, subject to the User's continuing obligations, including indemnification and IP compliance; and (e) all provisions of these Terms that by their nature are intended to survive termination shall continue in full force and effect indefinitely following termination, including but not limited to: Tangibel's ownership rights, all licenses granted to Tangibel, all payment obligations, all indemnification provisions, all disclaimers and limitations of liability, and all governing law and dispute resolution provisions.
Prior to initiating any formal legal or arbitral proceeding, each Party agrees to make a good-faith effort to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Platform by contacting the other Party in writing. The User may initiate the informal resolution process by contacting Tangibel at support@tangibel.io or legal@tangibel.io. The Parties shall engage in good-faith negotiations for a period of no less than thirty (30) days following written notice of a dispute before either Party may initiate formal proceedings.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware, without giving effect to any conflict-of-law principles, rules, or provisions that would require or permit the application of the law of any other jurisdiction.
Except for claims eligible for adjudication in a court of competent small-claims jurisdiction, any and all disputes, claims, or controversies arising out of or relating to these Terms, the Platform, or any Output shall be resolved exclusively by final and binding individual arbitration administered by JAMS pursuant to its then-current Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator, and the arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
THE USER AND TANGIBEL EACH VOLUNTARILY AND IRREVOCABLY WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTION, COLLECTIVE ACTION, REPRESENTATIVE ACTION, OR OTHER MULTI-PARTY PROCEEDING, WHETHER IN ARBITRATION OR IN COURT, WITH RESPECT TO ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM. THE USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT THIS CLASS ACTION WAIVER IS A MATERIAL TERM OF THIS AGREEMENT AND THAT TANGIBEL WOULD NOT HAVE ENTERED INTO THIS AGREEMENT ABSENT SUCH WAIVER.
If you are a copyright owner or authorized agent of a copyright owner and believe in good faith that any content available on the Platform infringes your copyright, you may submit a notice of claimed infringement to Tangibel's designated copyright agent at legal@tangibel.io. Your notice must include all information required by the Digital Millennium Copyright Act, 17 U.S.C. § 512, including: (a) a physical or electronic signature of the copyright owner or their authorized agent; (b) identification of the copyrighted work claimed to have been infringed; (c) identification of the allegedly infringing material and information reasonably sufficient to permit Tangibel to locate such material; (d) your contact information; (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 applicable law; and (f) a statement, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on the owner's behalf.
If any provision, clause, section, or portion of these Terms is found by a court, arbitrator, or other tribunal of competent jurisdiction to be invalid, illegal, void, unenforceable, or contrary to public policy for any reason, such provision shall be modified by the tribunal to the minimum extent necessary to render it enforceable, or, if it cannot be so modified, such provision shall be severed from these Terms in its entirety. The remaining provisions of these Terms shall continue in full force and effect without impairment, and shall be interpreted to give effect to the original intent of the Parties to the maximum extent possible consistent with applicable law.
The User may not assign, delegate, transfer, sublicense, or otherwise dispose of any right, obligation, or interest under these Terms without Tangibel's prior express written consent. Any purported assignment in violation of this Section shall be null, void, and of no force or effect. Tangibel may freely assign these Terms and all of its rights and obligations hereunder, in whole or in part, without the User's consent, in connection with any merger, acquisition, corporate reorganization, sale of all or substantially all of its assets, or any other transaction or restructuring.
These Terms, together with any applicable Order Forms, any executed DPA, and Tangibel's Privacy Policy (as published and amended from time to time), constitute the entire agreement between the User and Tangibel with respect to the subject matter hereof and supersede in their entirety any and all prior negotiations, proposals, term sheets, letters of intent, representations, understandings, discussions, and agreements—whether written or oral—between the User and Tangibel relating to such subject matter. No prior drafts of this Agreement shall be used in the interpretation or construction hereof.
No failure, delay, or omission by Tangibel in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof. No single or partial exercise of any right shall preclude any further exercise of that or any other right. No waiver of any breach or default shall be construed as a waiver of any subsequent breach or default of the same or any other provision.
Tangibel shall not be in breach of these Terms or liable to the User for any failure or delay in the performance of any obligation under these Terms where such failure or delay is caused by events or circumstances beyond Tangibel's reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, civil unrest, governmental action, labor disputes, power outages, telecommunications failures, cyberattacks, or third-party infrastructure failures.
Legal notices to Tangibel must be delivered in writing to legal@tangibel.io. General support inquiries should be directed to support@tangibel.io. Tangibel's principal place of business is Cambridge, MA. Tangibel may provide notices to the User via email to the address associated with the User's Account, through in-product messaging, or by posting a notice on the Platform.
These Terms are entered into solely for the benefit of Tangibel and the User. Nothing in these Terms, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms, except as expressly provided with respect to Tangibel Indemnified Parties under Article XIII.
These Terms may be accepted in counterpart, including by electronic means. Electronic acceptances, click-to-agree confirmations, and digital signatures shall be of the same legal force and effect as original handwritten signatures and shall be fully enforceable under applicable law, including the Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA).