1. Definitions and Acceptance

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or “User”) and Vocuno LLC, a limited liability company organized under the laws of the State of Wyoming, United States (“Vocuno,” the “Company,” “we,” “us,” or “our”). Unless otherwise defined herein, capitalized terms shall have the meanings ascribed to them in this Section.

“Service” means, collectively, all products, services, applications, platforms, and websites owned, operated, or controlled by the Company, including any updates, modifications, or enhancements thereto.

“User-Generated Content” or “Your Content” means any text, files, images, audio, documents, prompts, outputs, or other materials that you create, upload, submit, or otherwise generate through or in connection with the Service.

“Underlying Vendors” means the third-party service providers, platforms, APIs, and tools whose functionalities the Company aggregates, integrates, or otherwise makes accessible through the Service. As of the effective date of these Terms, Underlying Vendors include, by way of example and without limitation, Suno and LALAL.AI. The specific Underlying Vendors integrated with the Service are subject to change at any time, at the Company’s sole discretion.

By creating an account, accessing, or using the Service in any manner, you acknowledge that you have read, understood, and agree to be bound by these Terms and the Company’s Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must immediately cease all use of the Service.

2. Eligibility

The Service is available only to individuals who are at least eighteen (18) years of age, or the age of legal majority in their jurisdiction of residence, whichever is greater. By accessing or using the Service, you represent and warrant that you meet the foregoing eligibility requirements and that you have the legal capacity to enter into a binding agreement.

If you are accessing or using the Service on behalf of a legal entity (including, without limitation, a corporation, partnership, or limited liability company), you represent and warrant that you are duly authorized to bind such entity to these Terms, and all references to “you” or “your” herein shall refer to both you individually and such entity.

3. Account Registration and Security

Certain features of the Service require you to create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information as necessary to maintain its accuracy. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account, whether or not authorized by you.

You agree to notify the Company immediately upon becoming aware of any unauthorized access to or use of your account. The Company shall not be liable for any loss or damage arising from your failure to safeguard your account credentials or to comply with the foregoing obligations.

The Company reserves the right to suspend, disable, or terminate any account at any time if the Company reasonably believes that (a) the information provided during registration is inaccurate, incomplete, or fraudulent; (b) the account has been compromised; or (c) continued access would violate these Terms or applicable law.

4. Licence to Use the Service

Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service solely for your personal or internal business purposes. This licence does not include any right to: (a) modify, adapt, translate, reverse-engineer, decompile, or disassemble any portion of the Service; (b) reproduce, distribute, publicly display, or create derivative works based upon the Service; (c) access or use the Service to build a competitive product or service; or (d) circumvent, disable, or otherwise interfere with any security, access control, or usage-limiting features of the Service.

All rights not expressly granted herein are reserved by the Company. Nothing in these Terms shall be construed as conferring any licence or right under any patent, copyright, trademark, or other intellectual property right of the Company, except as expressly set forth herein.

5. Ownership of Your Content

5.1 Your Ownership Rights

You retain all right, title, and interest — including all intellectual property rights — in and to Your Content. Nothing in these Terms shall be construed as transferring any ownership rights in Your Content from you to the Company.

5.2 Licence Grant to the Company

By submitting, uploading, or otherwise making Your Content available through the Service, you grant the Company a limited, non-exclusive, worldwide, royalty-free, fully paid-up, revocable licence to host, store, reproduce, process, transmit, and display Your Content solely to the extent necessary to: (a) provide, operate, maintain, and improve the Service; (b) transmit Your Content to the applicable Underlying Vendor(s) to fulfill your specific processing requests; and (c) comply with the Company’s legal obligations. This licence terminates automatically upon your deletion of Your Content or closure of your account, subject to the retention periods set forth in the Privacy Policy.

5.3 Your Representations

You represent and warrant that: (a) you own or have obtained all rights, licences, consents, and permissions necessary to submit Your Content to the Service and to grant the licence set forth in Section 5.2; (b) Your Content does not and shall not infringe, misappropriate, or otherwise violate the intellectual property rights, privacy rights, publicity rights, or any other rights of any third party; and (c) Your Content does not contain any material that is unlawful, defamatory, obscene, threatening, or otherwise objectionable under applicable law.

6. Underlying Vendors and Third-Party Services

6.1 Aggregation Model

The Service operates as an aggregation platform, providing you with unified access to the functionalities of multiple Underlying Vendors. The Company may onboard new Underlying Vendors or discontinue existing Underlying Vendors at any time, at its sole discretion, without prior notice to you. The Company does not guarantee the continued availability of any specific Underlying Vendor or functionality.

6.2 Underlying Vendor Terms

Your use of any feature of the Service that relies on an Underlying Vendor is subject to, and governed by, the terms of service, acceptable use policies, and privacy policies of that Underlying Vendor, in addition to these Terms. By initiating a processing task that involves an Underlying Vendor, you acknowledge and agree that: (a) the Company will transmit the data necessary to fulfill your request to the applicable Underlying Vendor; (b) the Underlying Vendor’s terms of service and privacy policy govern its processing of your data and Your Content; (c) the Underlying Vendor may independently retain, process, or use content generated through its platform in accordance with its own terms; and (d) it is your sole responsibility to review, understand, and accept the terms and policies of each Underlying Vendor prior to use.

6.3 No Endorsement or Warranty

The inclusion of any Underlying Vendor within the Service does not constitute an endorsement, guarantee, or warranty by the Company of that Underlying Vendor’s services, products, data practices, or content quality. The Company makes no representation regarding the accuracy, reliability, completeness, or timeliness of any output or result generated by an Underlying Vendor. You use Underlying Vendor functionalities entirely at your own risk.

6.4 Changes to Underlying Vendors

The roster of Underlying Vendors integrated with the Service is subject to change at any time and without advance notice. Each Underlying Vendor may independently amend its own terms of service and privacy policy without notice to the Company. An up-to-date list of current Underlying Vendors, together with links to their respective terms and policies, is maintained within the Service. You are encouraged to review this list periodically.

7. Prohibited Conduct

You agree that you shall not, and shall not permit any third party to, use the Service to:

1. Violate any applicable local, state, national, or international law, statute, regulation, or ordinance;
2. Infringe, misappropriate, or otherwise violate the intellectual property rights, privacy rights, publicity rights, or any other proprietary rights of any individual or entity;
3. Upload, transmit, or generate any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable;
4. Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity;
5. Engage in any activity that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or infrastructure of the Service, the Company, or any Underlying Vendor;
6. Attempt to gain unauthorized access to any portion of the Service, other accounts, computer systems, or networks connected to the Service, whether through hacking, password mining, brute-force attacks, or any other means;
7. Use any automated system, including, without limitation, robots, spiders, scrapers, or offline readers, to access the Service in a manner that sends more request messages to the Company’s servers than a human can reasonably produce in the same period using a standard web browser;
8. Use the Service to generate, distribute, or facilitate the creation of spam, unsolicited commercial communications, or any form of content designed to deceive or mislead;
9. Circumvent, disable, or otherwise interfere with any security, access-control, rate-limiting, or usage-monitoring features of the Service;
10. Use the Service, or any output thereof, for any purpose that competes directly with the Service or with the commercial interests of the Company;
11. Sublicence, resell, rent, lease, transfer, assign, or otherwise commercially exploit access to the Service without the Company’s prior written consent.

The Company reserves the right, but has no obligation, to monitor your use of the Service and to investigate and take appropriate action in response to any suspected violation of these Terms, including, without limitation, suspension or termination of your account.

8. Fees and Payment

8.1 Subscription Plans

Certain features of the Service may require the purchase of a subscription or the payment of fees (“Paid Features”). The applicable fees, billing cycle, and payment terms for each Paid Feature are presented to you at the time of purchase and are incorporated herein by reference. All fees are stated in United States Dollars (USD) unless otherwise indicated.

8.2 Billing and Renewal

By purchasing a Paid Feature, you authorize the Company to charge the payment instrument you have designated on a recurring basis at the frequency corresponding to your selected billing cycle (e.g., monthly or annually) until you cancel. Subscription renewals are processed automatically. The Company shall make commercially reasonable efforts to notify you in advance of any change in applicable fees.

8.3 Cancellation

You may cancel your subscription at any time through the Service’s account settings or by contacting the Company at contact@vocuno.com. Cancellation shall take effect at the end of the then-current billing period, and you shall retain access to Paid Features through the remainder of that period. The Company does not provide prorated refunds for partial billing periods, except where required by applicable law.

8.4 Taxes

All fees are exclusive of applicable taxes (including, without limitation, value-added tax, sales tax, and goods and services tax). You are solely responsible for the payment of all such taxes arising from your use of the Service, except for taxes based on the Company’s net income.

9. Company Intellectual Property

The Service, including, without limitation, all software, code, algorithms, interfaces, designs, text, graphics, logos, trademarks, trade names, service marks, and other proprietary materials incorporated therein or displayed thereon (collectively, “Company Materials”), are and shall remain the exclusive property of the Company and its licensors. Company Materials are protected by copyright, trademark, patent, trade secret, and other intellectual property laws of the United States and foreign jurisdictions.

No right, title, or interest in any Company Materials is transferred to you by virtue of your access to or use of the Service. You shall not remove, alter, or obscure any copyright, trademark, or other proprietary notice displayed on or within the Service.

10. Copyright Infringement and Takedown

The Company respects the intellectual property rights of others and expects Users to do the same. In accordance with the Digital Millennium Copyright Act of 1998 (“DMCA”), 17 U.S.C. § 512, the Company will respond expeditiously to claims of copyright infringement committed using the Service.

If you believe that Your Content or any other copyrighted material has been reproduced, distributed, or otherwise made available through the Service in a manner that constitutes copyright infringement, please submit a written notification to the Company’s designated agent containing the following information:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright interest;
2. Identification of the copyrighted work(s) claimed to have been infringed;
3. Identification of the material that is claimed to be infringing and information reasonably sufficient to permit the Company to locate such material within the Service;
4. Your contact information, including address, telephone number, and email address;
5. A statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
6. A statement, made under penalty of perjury, that the information in the notification is accurate and that you are the copyright owner or are authorized to act on behalf of the copyright owner.

Notifications should be directed to: contact@vocuno.com, Attention: DMCA Agent.

11. Disclaimer of Warranties

THE SERVICE, INCLUDING ALL CONTENT, FEATURES, FUNCTIONALITIES, AND OUTPUTS GENERATED THEREIN OR THEREBY, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

Without limiting the generality of the foregoing, the Company does not warrant that: (a) the Service will meet your specific requirements or expectations; (b) the Service will be uninterrupted, timely, secure, or error-free; (c) the results, outputs, or content obtained through the Service (including outputs generated by Underlying Vendors) will be accurate, reliable, complete, or fit for any particular purpose; or (d) any defects in the Service will be corrected.

You acknowledge and agree that any outputs generated through the Service by Underlying Vendors are produced by third-party systems over which the Company exercises no direct control, and the Company makes no representation or warranty regarding such outputs.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH:

1. Your access to, use of, or inability to access or use the Service;
2. Any conduct or content of any third party on or through the Service, including, without limitation, any defamatory, offensive, or illegal conduct of other Users or Underlying Vendors;
3. Any content, output, or result obtained from or through the Service, including outputs generated by Underlying Vendors;
4. Unauthorized access, use, or alteration of your transmissions or Your Content;
5. Any actions taken by an Underlying Vendor with respect to your data or Your Content after transmission to that Underlying Vendor.

IN NO EVENT SHALL THE COMPANY’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO THE COMPANY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).

The limitations set forth in this Section shall apply regardless of the legal theory upon which the claim is based, whether in contract, tort (including negligence), strict liability, or otherwise, and even if the Company has been advised of the possibility of such damages. Certain jurisdictions do not permit the exclusion or limitation of certain warranties or liability; in such jurisdictions, the Company’s liability shall be limited to the greatest extent permitted by applicable law.

13. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including, without limitation, reasonable attorneys’ fees and court costs) arising out of or relating to: (a) your access to or use of the Service; (b) Your Content, including any claim that Your Content infringes or misappropriates the intellectual property or other rights of any third party; (c) your violation of these Terms; or (d) your violation of any applicable law, regulation, or the rights of any third party.

The Company reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify the Company, and you agree to cooperate with the Company’s defence of such claims. You shall not settle any claim that would impose any obligation or liability on the Company without the Company’s prior written consent.

14. Termination

14.1 Termination by You

You may terminate your account and these Terms at any time by deleting your account through the Service’s interface or by submitting a written request to contact@vocuno.com. Termination by you does not entitle you to a refund of any pre-paid fees, except where required by applicable law.

14.2 Termination by the Company

The Company may suspend or terminate your access to the Service, in whole or in part, at any time and for any reason or no reason, with or without prior notice, including, without limitation, if the Company reasonably believes that: (a) you have violated these Terms; (b) your continued use of the Service poses a risk to the Service, the Company, other Users, or any third party; or (c) the Company is required to do so by applicable law or a valid and enforceable legal order.

14.3 Effect of Termination

Upon termination of your account for any reason: (a) all rights and licences granted to you under these Terms shall immediately cease; (b) you must immediately discontinue all use of the Service; (c) the Company shall retain Your Content in accordance with the retention and deletion provisions of the Privacy Policy; and (d) Sections 5.1, 5.3, 6.2, 6.3, 9, 11, 12, 13, 15, 16, and 17 of these Terms shall survive termination and continue in full force and effect.

15. Governing Law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without giving effect to any choice-of-law or conflict-of-law provision, rule, or principle that would cause the application of the laws of any other jurisdiction.

16. Dispute Resolution and Arbitration

16.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact the Company at contact@vocuno.com and attempt to resolve the dispute informally for a period of not less than thirty (30) calendar days. If the dispute is not resolved within such period, either party may proceed as set forth below.

16.2 Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, that cannot be resolved through informal negotiation shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator and shall take place in Cheyenne, Wyoming, United States. The language of the arbitration shall be English. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

16.3 Class Action Waiver

YOU AND THE COMPANY EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration, you and the Company each waive the right to a jury trial.

16.4 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s intellectual property rights, copyrights, trademarks, trade secrets, or confidential information.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any supplemental terms or notices published by the Company in connection with the Service, constitute the entire agreement between you and the Company with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, representations, negotiations, and communications, whether written or oral, relating to such subject matter.

17.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or, if modification is not possible, shall be severed from these Terms. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of the remaining provisions, which shall continue in full force and effect.

17.3 Waiver

No failure or delay by the Company in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or remedy preclude any other or further exercise thereof or the exercise of any other right, power, or remedy. A waiver of any provision of these Terms shall be effective only if made in writing and signed by an authorized representative of the Company.

17.4 Assignment

You may not assign, delegate, or transfer these Terms, or any rights or obligations hereunder, in whole or in part, without the prior written consent of the Company. Any purported assignment in violation of this Section shall be null and void. The Company may freely assign these Terms, in whole or in part, to any affiliate or successor in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

17.5 Force Majeure

The Company shall not be liable for any failure or delay in the performance of its obligations under these Terms to the extent that such failure or delay results from circumstances beyond the Company’s reasonable control, including, without limitation, acts of God, natural disasters, epidemics, pandemics, war, terrorism, riots, embargoes, labour strikes, governmental orders, internet or telecommunications failures, power outages, or the acts or omissions of any Underlying Vendor.

17.6 Notices

All notices required or permitted under these Terms shall be in writing. Notices to the Company shall be sent to the address set forth in Section 18 below. Notices to you shall be sent to the email address associated with your account. Notice shall be deemed given: (a) upon delivery, if delivered by hand; (b) upon transmission, if sent by email (provided no bounce-back or non-delivery notification is received); or (c) three (3) business days after deposit in the mail, if sent by registered or certified mail, postage prepaid.

17.7 Amendments

The Company reserves the right to amend these Terms at any time, at its sole discretion. The Company shall not materially diminish your rights under these Terms without providing you with prior notice and a reasonable opportunity to discontinue use of the Service. All amendments shall be published on this page, identified by an updated effective date. Your continued use of the Service following the posting of any amendment constitutes your acceptance of the amended Terms. If you do not agree to any amendment, your sole and exclusive remedy is to terminate your account and cease use of the Service.