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Tide Theory - Terms of Service / Terms of Use

Effective Date: October 9, 2025
Last Updated: October 9, 20205

These Terms govern your access to and use of the Services provided by Tide Theory, including the website, platform, APIs, and any related features (together, “Services”). By accessing or using the Services, you agree to these Terms (or, if you are entering into a separate subscription or client agreement, these Terms are incorporated by reference). If you do not agree, do not use the Services.

1. Definitions​

  • “User” / “You” / “Your” means an individual or entity accessing or using the Services.

  • “Content” means any videos, audio, music files, briefs, text, metadata, or other data you upload, submit, or generate through the Services.

  • “Generated Music / Output” means music tracks or audio artifacts produced by the Service (AI or curation).

  • “Subscription / Plan” refers to any paid or free tier under which you access the Services.

  • “Client Customer” means an organization that has contracted with us for use of the Services for its internal teams or content clients.

2. Eligibility and Account Registration​

  • You must be at least the legal age in your jurisdiction and capable of entering a binding agreement.

  • You must provide accurate and up-to-date information to register an account.

  • You are responsible for maintaining the confidentiality of your login credentials, and for all use under your account.

  • You must notify us immediately of any unauthorized use or breach.

3. License and Use Rights​

a. License Grant to You​

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable right to access and use the Services (and associated documentation) solely for your internal, lawful purposes in compliance with these Terms.

b. License of Content / Input​

By uploading any Content or providing briefs, you grant us (and our service providers and subprocessors) a non-exclusive, royalty-free, worldwide license to use, process, host, modify, analyze, or derive insights from that Content, solely to provide and improve the Services, subject to our Privacy Policy.

c. Rights in Generated Music / Output​

  • If the output is derived or generated by our AI/music engine, we grant you (or your client) a license to use that output according to your subscription terms, subject to payment, usage limits, and applicable usage rights (e.g. internal marketing, distribution rights) as set forth in your client agreement.

  • You represent and warrant that any input or reference materials you submit do not infringe third-party rights, and you shall indemnify us for any claims arising from your materials.

  • We do not necessarily guarantee exclusivity of any output: the same musical motifs or outputs may be delivered to other users under certain conditions.

4. Payment, Fees and Subscription Terms

  • You agree to pay all applicable fees according to your selected plan.

  • Subscription fees are non-refundable except as explicitly stated.

  • We may modify pricing, billing cycles, or plans, with advance notice; if a modification materially disadvantages you, you may cancel (subject to terms).

  • If applicable, unpaid accounts may be suspended or terminated until payment is made.

5. Acceptable Use and Prohibited Conduct​

You agree not to use the Services to:

  • Violate any applicable laws or regulations (e.g. copyright, export control).

  • Infringe on any third-party intellectual property or privacy rights.

  • Upload or transmit malicious code, viruses, or harmful content.

  • Reverse-engineer or decompile the Services (except permitted by law).

  • Interfere with system security, bypass quotas or usage caps, tamper with performance.

  • Use output to mislead others (e.g. falsely claim human authorship).

  • Use the platform to produce content for unlawful, defamatory, or infringing uses.

  • Attempt to circumvent licensing, usage-monitoring, or other technical safeguards.

We reserve the right to suspend or terminate accounts for misuse or violation of these rules.

  • We and/or our licensors retain ownership of the Services, software, models, algorithms, and all associated IP.

  • You retain ownership of your input Content (videos, music briefs), subject to the license you grant above.

  • You are responsible for ensuring you have all required rights (licenses, clearances) for any material you upload.

  • Any trademarks, logos, or branding of ours are our property; you may not use them without permission.

7. Disclaimers and Limitations​

a. As-Is / No Warranty
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT OUTPUT WILL MEET YOUR EXPECTATIONS.

b. Accuracy / Quality of Output
We cannot guarantee that generated music or curated results will perfectly match your creative vision or be error-free. You are responsible for reviewing, editing, or vetting output prior to final use.

c. No Liability for Upstream Content
We are not responsible for licensing, royalty obligations, or claims arising from third-party catalog content, except as expressly agreed in your client contract.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • IN NO EVENT WILL WE BE LIABLE FOR LOSS OF PROFITS, LOSS OF DATA, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES.

  • OUR AGGREGATE LIABILITY (WHETHER IN CONTRACT, TORT, OR OTHERWISE) IS LIMITED TO THE AMOUNTS YOU ACTUALLY PAID US IN THE PRIOR TWELVE (12) MONTHS, OR $100, WHICHEVER IS LOWER.

  • This limitation applies even if we have been advised of the possibility of such damages.

9. Indemnification​

You agree to indemnify, defend, and hold harmless us (and our officers, employees, agents, licensors) from and against any claim, loss, liability, damage, or expense (including reasonable attorneys’ fees) arising out of (i) your use of the Services, (ii) your Content, (iii) your breach of these Terms, or (iv) claims by third parties related to your outputs or inputs.

10. Term, Termination and Suspension​

  • These Terms begin when you accept them and continue until terminated.

  • You or we may terminate your account or access at any time.

  • Upon termination, we may delete or anonymize your data in accordance with our data retention policy, subject to backup or residual copies.

  • Sections that by their nature survive (e.g. indemnification, limitation of liability) will continue.

11. Governing Law, Dispute Resolution and Arbitration​

  • These Terms are governed by the laws of Delaware, USA, without regard to conflict-of-law rules.

  • Any dispute will be resolved in New York County, New York, by an arbitration conducted by the American Arbitration Association.

  • If arbitration is applicable, the prevailing party may recover fees, and arbitrators’ decisions are binding.

12. Modifications to These Terms​

We may modify these Terms from time to time (e.g. for new features, legal compliance). If changes are material, we will notify you (e.g. via email, banner). Continued use constitutes acceptance of the new terms.

13. Severability, Waiver, Assignment​

  • If any provision is held invalid or unenforceable, that portion will be deemed severed without affecting the rest.

  • Our failure to enforce any right does not waive that right.

  • You may not assign your rights or obligations without our consent (except in a merger with your organization).

  • We may freely assign rights under these Terms.

14. Entire Agreement​

These Terms, together with any subscription or client agreement, Privacy Policy, and other legal notices, constitute the entire agreement between you and us concerning the Services, superseding prior or contemporaneous agreements.

15. Notices​

We may provide notices to you via email, in-app message, or posting on our site. You may give us notices via our contact address (below).

16. Rights and Licensing of Generated Music​

16.1 Grant of License.​

Subject to full payment of applicable fees and compliance with these Terms, Tide Theory grants you a non-exclusive, non-transferable, worldwide, royalty-free license to use, synchronize, edit, reproduce, distribute, publicly perform, and otherwise exploit the music or audio output generated by the Service (“Generated Music”) solely for the purpose(s) and within the scope defined by your selected subscription or written agreement.

16.2 Usage Scope.​

Unless otherwise specified in your subscription plan or a written license certificate:

  • The license covers internal marketing and promotional use, social-media content, and corporate communications for the client organization.

  • Use in paid advertising, broadcast television, theatrical, or large-scale commercial distribution requires an enhanced or enterprise license.

  • The license is worldwide and perpetual for the completed audiovisual work into which the Generated Music is synchronized, but does not grant ownership of the underlying composition or model weights.

16.3 Exclusivity.​

Unless expressly stated in writing and confirmed by Tide Theory, all Generated Music is provided on a non-exclusive basis. You acknowledge that similar or sonically comparable music may be made available to other clients. Exclusive custom compositions or “one-off” commissions may be available under a separate written agreement.

16.4 Restrictions.​

You may not:

  • Sell, resell, or redistribute Generated Music “as is” (e.g., as standalone music tracks or libraries);

  • Claim authorship of the Generated Music; or

  • Register copyrights or trademarks incorporating the Generated Music without prior written consent from Tide Theory.

16.5 Proof of License.
Upon request, we may issue an electronic certificate or invoice that identifies the Generated Music, project title, user account, date of generation, and associated usage rights, which serves as your proof of license.

17. Third-Party Catalog Integration and External Licensors

17.1 Integrated Libraries.
The Service may index, stream, or otherwise provide access to music, sounds, or other media supplied by third-party rights holders (“Third-Party Catalogs”). Such content remains the property of the respective licensors and is governed by their own license terms.

17.2 Limited Role.
Tide Theory acts solely as a technology intermediary and search facilitator for Third-Party Catalogs and does not grant, convey, or warrant any rights beyond those authorized by the relevant licensor. All license transactions for Third-Party Catalog content are subject to that licensor’s specific terms and conditions.

17.3 No Warranty / Responsibility.
We make no representation or warranty regarding the completeness, validity, availability, or non-infringement of Third-Party Catalog content. You are responsible for ensuring that any music or media you license through third-party providers meets your intended usage requirements.

17.4 Disputes with Third Parties.
Any dispute concerning Third-Party Catalog rights, royalties, or clearances must be resolved directly between you and the applicable licensor. Tide Theory assumes no liability for such matters.

18. Audit, Recordkeeping, and Reporting

18.1 Logging and Usage Records.
To ensure transparency and rights compliance, Tide Theory maintains internal logs of music generations, downloads, search queries, and license issuances (“Usage Records”). These records are retained for audit, royalty reporting, and anti-fraud purposes.

18.2 Proof of License and Audit Cooperation.
You agree to maintain records of your use of Generated Music for at least three (3) years after creation or last use, including project identifiers and proof of lawful use. In the event of a dispute, infringement claim, or audit by a collecting society or licensor, you agree to cooperate in good faith and provide relevant records upon reasonable request.

18.3 Transparency Reports.
We may generate anonymized or aggregated reports summarizing music-usage trends, which may be shared with licensors or partners. These reports will not include personally identifiable information without consent.

18.4 Verification Rights.
Where required by law or under specific enterprise agreements, Tide Theory reserves the right to conduct reasonable verification or compliance audits to confirm that use of Generated Music aligns with licensed rights and payment obligations.

19. Content Liability, Infringement Claims, and Takedown Policy

19.1 User Responsibility for Content.
You represent and warrant that any material (including video, audio, text, and data) you upload, input, or use with the Service (“User Content”) does not infringe the intellectual-property or privacy rights of any third party. You assume sole responsibility for your Content and any consequences arising from its use.

19.2 Infringement Allegations and DMCA-Style Takedown Process.
Tide Theory respects the intellectual-property rights of others and expects users to do the same. We maintain a policy consistent with the Digital Millennium Copyright Act (“DMCA”) and comparable global frameworks.

To report alleged infringement:
Send a written notice to our Designated Agent containing:

  1. Identification of the copyrighted work claimed to have been infringed;

  2. Identification of the allegedly infringing material and its location on the Service;

  3. Your contact information (name, address, email, telephone);

  4. A statement that you have a good-faith belief that use of the material is not authorized;

  5. A statement, under penalty of perjury, that the information is accurate and you are authorized to act on behalf of the copyright owner; and

  6. Your physical or electronic signature.

Designated Agent:
Tide Theory Legal Department
Attn: Copyright Agent
Email: gsagha@tidetheory.ai
Address: [Company Address]

19.3 Counter-Notification.
If you believe your material was removed or disabled by mistake or misidentification, you may send us a counter-notification containing:

  • Identification of the material removed;

  • A statement, under penalty of perjury, that you have a good-faith belief that the removal was erroneous;

  • Your consent to jurisdiction in New York County, New York, and acceptance of service of process from the complainant.

Upon receipt of a valid counter-notification, we may restore the content at our discretion, consistent with applicable law.

19.4 Repeat Infringers.
We may, at our sole discretion, suspend or terminate accounts of users determined to be repeat infringers or who repeatedly upload infringing material.

19.5 Indemnification for Content.
You agree to indemnify and hold harmless Tide Theory and its affiliates from any claim or expense (including reasonable attorneys’ fees) arising out of or related to (i) your User Content, (ii) your use of Generated Music, or (iii) alleged infringement by your materials or projects.

20. Contact Information

Tide Theory
Email: legal@tidetheory.ai