SONIFYMUSIC - Terms of Use

Effective Date: June 1, 2026

Last Updated: May 27, 2026

These Terms of Use (“Terms”) constitute a legally binding agreement between you (“you” or “User”) and Songistry Inc., an Alberta corporation operating under the brand SonifyMusic, Sonify, and the like (“Songistry”, “SonifyMusic”, “we”, “our”, or “us”), governing your access to and use of the SonifyMusic mobile application, related websites including soundscore.sonifymusic.com and demo.soundscore.sonifymusic.com, and all related apps, features, content, valuations, scores, social tools, and services (collectively, the “Service”). By creating an account, downloading the application, or otherwise accessing or using the Service, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you do not agree, do not access or use the Service.

1. Eligibility

1.1. Age

You must be at least eighteen (18) years of age to access or use the Service. If you are accessing the Service on behalf of an entity, you represent that you have authority to bind that entity, and “you” refers to that entity. By using the Service, you confirm that you are at least eighteen (18) years.

1.2. Jurisdictional Eligibility

The Service is offered from the United States. You may not access or use the Service if you are located in, or are a national or resident of, any country or territory subject to comprehensive US sanctions, or if you are on any US government list of restricted parties.

1.3. No Industry-Specific Use

The Service is not designed for use in connection with industry-specific regulated activities such as healthcare (HIPAA), regulated financial services (GLBA), or government records (FISMA). You may not use the Service in any manner that would subject Songistry to such regulation.

2. Description of the Service

2.1. Overview

SonifyMusic is a consumer application that allows users to, without limitation: (i) view algorithmic valuation estimates and scores for musical compositions and recordings (“SoundScores”); (ii) interact socially with other users regarding such valuations through ratings, comments, lists, and other social functionality (the “Social Features”); (iii) submit User Content related to music assets; and (iv) access certain analytics tools and educational content concerning music asset valuation. The technology underlying the Service is the subject of U.S. Provisional Patent Application No. 64/053,693 and may be the subject of additional patent applications.

2.2. Relationship to SoundScore Pro

SonifyMusic is the consumer-tier offering of a broader platform. Certain features described in our marketing materials may be available only on the institutional tier (“SoundScore Pro”) and not within SonifyMusic. We may add, remove, or modify features at any time. Unless stated otherwise, these Terms also apply to any users of SoundScore Pro and any other Songistry service.

3. Nature of SoundScores; Critical Disclaimer

3.1. Methodology

SoundScores are generated using statistical and machine-learning models that draw on streaming data, chart performance, publicly available music industry data, and other inputs. Model outputs are inherently probabilistic and may be inaccurate, incomplete, or out of date.

3.2. No Reliance

You acknowledge that you are solely responsible for any decision you make based on the Service, and that any such decision is made at your own risk. You should consult licensed professionals before making any financial, investment, or other consequential decision.

3.3. No Securities Activity

The Service does not offer, solicit, broker, exchange, or facilitate the purchase, sale, or transfer of securities, investment contracts, or fractional interests in music royalties or copyrights. You may not use the Service to make, accept, or facilitate any such offer, solicitation, or transaction.

4. Accounts and Security

4.1. Registration

Some features require account creation. You agree to provide accurate, current, and complete information. Each account is for a single user; you may not share, transfer, or sell your account.

4.2. Credentials

You are responsible for maintaining the confidentiality of your credentials and for all activity occurring under your account. Notify us promptly of any unauthorized use.

4.3. Account Deletion

You may delete your account at any time from within the application (Settings → Account → Delete Account) or by contacting us. Deletion is governed by the retention provisions of our Privacy Policy.

4.4. Suspension and Termination

We may suspend, restrict, or terminate your account at any time for any reason, including suspected violation of these Terms, with or without notice. You confirm that we shall not be responsible for any damages or losses of any kind incurred by you as a result of such suspension or termination.

5. User-Generated Content

5.1. Content Defined

“User Content” means any text, comments, Feedback, ratings, images, audio, sound recordings, compositions, works, video, links, lists, or other materials that you submit, post, upload, or otherwise make available through the Service, and includes any copyright protected materials of any kind.

5.2. Zero Tolerance for Objectionable Content

You agree not to submit User Content that is, in our sole determination, unlawful, infringing, harassing, threatening, abusive, hateful, harmful, defamatory, obscene, pornographic, sexually explicit, violent, discriminatory, infringing, deceptive, or otherwise objectionable.

There is no tolerance for objectionable content or abusive behavior on the Service.

5.3. Reporting and Blocking

The Service provides in-application tools to (a) report objectionable content and abusive users, and (b) block other users. We will endeavor to act on reports promptly, which may include removing content and terminating the account of an offending user.

5.4. Filtering

We use automated content filtering together with human moderation. We reserve the right, but assume no obligation, to monitor, review, edit, refuse, or remove any User Content.

5.5. Your Warranties Regarding User Content

By submitting or ingesting User Content within the Service you represent and warrant that:

• you own all rights in the User Content (including copyrights to sound recordings and compositions) or have all necessary licenses, consents, and permissions to grant the license below;

• the User Content does not and will not infringe or violate any third-party intellectual property, privacy, publicity, contract, or other right;

• you have any and all rights required to submit or ingest User Content within the Service, which includes but is not limited to the right to reproduce, publicly perform, and/or make a copy of such User Content, and the User Content is not subject to any third party agreement (e.g., prior exclusive licenses, options) that would impair Songistry’s rights herein or interrupt or restrict Songistry’s operation of the Service in any way;

• the User Content does not contain audio recordings, musical compositions, lyrics, cover art, or other third-party content unless you hold the rights;

• the User Content is accurate and not misleading and complies with all applicable laws and these Terms;

• you are not subject to any restriction that would prevent you from granting the rights set forth in these Terms;

Should you discover, at any point, that the User Content breaches any of the foregoing, you shall immediately notify us and provide Songistry with specific details regarding the infringing materials, including but not limited to identification of the applicable rights holders of the infringing materials, and you shall promptly assist us, as requested, in remedying such breach. You shall be solely responsible and liable for any costs, expenses, and damages of any kind associated with the foregoing.

5.6. License to Songistry

You grant Songistry a worldwide, non-exclusive, royalty-free, perpetual, fully paid, sublicensable, and transferable license to host, store, reproduce, modify, create derivative works from, distribute, publicly display and perform, synchronize with visual images, transmit, and otherwise use your User Content in connection with, and without limitation, operating, providing, improving, and promoting the Service, which shall include the right to use any User Content for marketing and promotional purposes and artificial intelligent (including machine learning). You retain ownership to your original User Content. By submitting User Content to the Service, you irrevocably waive, to the fullest extent permitted by applicable law, any moral rights (including rights of attribution and integrity) in such User Content and consent to modifications, adaptations, and sublicensing of the User Content. You specifically represent that you have authority to grant this moral rights waiver. The license granted by you to Songistry, as set out herein, shall be interpreted broadly.

5.7. Feedback

If you submit suggestions, ideas, or feedback regarding the Service to Songistry (including to any employee, director, officer, or representative of Songistry), and regardless of the format in which such feedback is provided to Songistry (“Feedback”), you grant us an unrestricted, perpetual, irrevocable, royalty-free license to use and exploit such Feedback without obligation to you. For clarity, such Feedback shall also constitute User Content.

6. Prohibited Conduct

You agree that you will not, and will not permit any third party to:

• use the Service for any unlawful purpose or in violation of any law, regulation, or third-party right;

• reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service or any model used to generate SoundScores or any other Songistry offering;

• use any robot, scraper, spider, or other automated means to access the Service or scrape, copy, or extract SoundScores or any data;

• use the Service to develop, train, or improve any competing valuation product, machine-learning model, or dataset;

• frame, mirror, or otherwise incorporate the Service or any SoundScore into any other website or product;

• interfere with, disrupt, or circumvent any feature, security mechanism, rate limit, or access control of the Service;

• impersonate any person or entity or misrepresent your affiliation with any person or entity;

• use the Service to send unsolicited communications (including commercial electronic messages), advertising, or promotional materials;

• use the Service to offer, solicit, or facilitate the purchase, sale, or transfer of securities, investment contracts, royalty interests, or fractionalized rights in music assets;

• represent that any SoundScore or output of the Service constitutes an appraisal, investment advice, or financial advice.

7. Intellectual Property

7.1. Ownership

The Service, including all software, models, algorithms, SoundScore methodology, user interfaces, designs, text, graphics, and data (other than User Content), and all intellectual property rights therein, are and remain the exclusive property of Songistry and its licensors, and you shall not use or exploit such intellectual property other than as specifically permitted pursuant to these Terms. For clarity, Songistry shall specifically own and control all right, title and interest (including 100% of the copyrights, trademarks, or other intellectual property) in and to any modifications to your User Content, any new works created from your User Content, and any derivative works created by Songistry from your User Content, which includes, but is not limited to any SoundScores and any and all output generated or created through the Service.

7.2. Trademarks; Patents Pending

Songistry™, SonifyMusic™, SoundScore™, SoundScore Lite™, SoundScore Pro™, VERISONIQ™, and InstaPay™ are trademarks of Songistry Inc. Songistry has filed patent applications covering core components of the Service, including U.S. Provisional Patent Application No. 64/053,693 (Systems and Methods for Intellectual Property Asset Valuation, filed April 30, 2026). The Service is the subject of one or more patent applications pending before the United States Patent and Trademark Office. Nothing herein grants you any right or license in any patent, trademark, copyright, or other intellectual property of Songistry except the limited license expressly set forth in these Terms.

7.3. Limited License to You

Subject to your compliance with these Terms, Songistry grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your personal, non-commercial use.

8. DMCA and Copyright Policy

8.1. Notification

We respond to clear notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act, 17 U.S.C. § 512 (“DMCA”). If you believe content on the Service infringes your copyright, please send a notice containing the elements required by Section 512(c)(3) to our designated agent:

DMCA Designated Agent

Songistry Inc. O/A SonifyMusic — Attn: Rick Jocson

Email: privacy@sonifymusic.ai

Registered with the U.S. Copyright Office: DMCA-1075233

8.2. Counter-Notification

If material you posted has been removed pursuant to a DMCA notice, you may submit a counter-notification under Section 512(g) to the same agent.

8.3. Repeat Infringers

Songistry has adopted a policy of terminating the accounts of users who, in appropriate circumstances, are deemed repeat infringers.

8.4. Misrepresentation

Under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material is infringing, or was removed by mistake, may be liable for damages.

9. Third-Party Services and Content

The Service may contain links to or integrate with third-party services, websites, or content. We are not responsible for the content, availability, accuracy, or practices of any Third-Party Service. Your use of any Third-Party Service is subject to the terms and policies of that service.

10. AI and Automated Decision-Making

10.1. Use of AI

The Service uses artificial intelligence and machine-learning systems, including, from time to time, models operated by third-party providers. Where we share personal data with a third-party AI provider, we will disclose the provider and the categories of data shared as set forth in our Privacy Policy.

10.2. Labeling

Outputs that are materially generated by AI are labeled within the Service.

10.3. Limitations

AI outputs may be inaccurate, biased, or incomplete. You should not rely on AI outputs without independent verification.

11. Subscriptions and Payments

11.1. In-App Purchases

Certain features may require payment of fees or subscriptions. Where the Service is accessed through the Apple App Store or Google Play, all consumer purchases are made through and governed by the rules of the applicable platform.

11.2. Auto-Renewal

Subscriptions auto-renew at the then-current price for the same term unless cancelled at least 24 hours before the end of the current term.

11.3. Refunds

Refunds are governed by the policies of the applicable distribution platform.

11.4. Taxes

You are responsible for any taxes, duties, or governmental charges arising from your use of paid features.

12. Privacy

Your privacy is important to us. Our collection, use, and disclosure of personal information are described in the Privacy Policy, which is incorporated into these Terms by reference.

13. Disclaimer of Warranties

THE SERVICE, INCLUDING ALL SOUNDSCORES, IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, SONGISTRY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY SOUNDSCORE WILL BE ACCURATE, COMPLETE, OR RELIABLE.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SONGISTRY, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR INVESTMENT VALUE. IN NO EVENT WILL OUR AGGREGATE LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT OR (B) ONE HUNDRED U.S. DOLLARS ($100).

15. Indemnification

You will defend, indemnify, and hold harmless Songistry, its affiliates, and their respective directors, officers, employees, agents, licensors, and service providers from and against any third-party claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your User Content; (b) your use of the Service; (c) your violation of these Terms (including but not limited to your breach of Section 5.5 of these Terms (“Your Warranties Regarding User Content”)); (d) your violation of any law or third-party right; or (e) any investment, financial, or transactional decision you or any third party made in reliance on a SoundScore or any other Service offerings. You will promptly cooperate (at your expense) with Songistry in defending or settling claims, including executing documents and providing evidence as promptly requested by Songistry. For certainty, Songistry may, at any time, assume and control the defense and settlement of any claim related to this indemnity at your expense, including the right to settle such claim at our discretion.

16. Termination

We may suspend or terminate your access to the Service at any time, with or without cause and for any reason at our absolute and sole discretion. Upon termination, your right to use the Service immediately ceases. Sections 3, 5.5, 5.6, 5.7, 7, 8, 13–22 survive termination.

17. Modifications to the Terms or Service

We may modify these Terms or the Service at any time. Material changes will be communicated by in-app notice or email and will become effective on the date stated in the notice (and in any event not less than seven (7) days after notice for material changes). Your continued use of the Service constitutes your continued acceptance of the Terms.

18. Dispute Resolution; Binding Arbitration; Class Action Waiver

18.1. Informal Resolution

Before initiating arbitration, you and Songistry agree to attempt to resolve any dispute informally for at least sixty (60) days.

18.2. Agreement to Arbitrate

If informal resolution fails, you and Songistry agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved exclusively through final and binding individual arbitration.

18.3. Arbitration Rules and Forum

Arbitration will be administered by JAMS under its Streamlined Arbitration Rules then in effect, subject to the JAMS Consumer Minimum Standards. The seat of arbitration will be Edmonton, Alberta.

18.4. Class Action Waiver

YOU AND SONGISTRY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

18.5. Exceptions

For certainty, nothing within these Terms shall prevent Songistry from seeking injunctive or equitable relief in court to prevent infringement of intellectual property rights.

18.6. Mass Arbitration

If 25 or more similar claims are filed within a 90-day period, the claims will be administered in batches of no more than 50 cases at a time, with bellwether arbitrations.

18.7. Severability

If the class action waiver in Section 18.4 is found unenforceable as to any claim, that claim will be severed and proceed in court.

19. Governing Law and Venue

These Terms are governed by the laws of the Province of Alberta, Canada and the federal laws of Canada, applicable therein, without regard to conflict-of-laws rules. For any matter not subject to arbitration under Section 18, you and Songistry submit to the exclusive jurisdiction of the Provincial and Federal courts located in Edmonton, Alberta.

20. Apple App Store Terms

If you access the Service through the Apple App Store: (a) these Terms are between you and Songistry, not Apple, and Apple is not responsible for the Service; (b) the license is limited to use on Apple-branded products you own or control; (c) Songistry, not Apple, is responsible for any maintenance, support, refunds, product warranties, and product-liability and third-party claims; (d) you represent that you are not located in a US-embargoed country; and (e) Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you.

21. Google Play Store Terms

If you access the Service through Google Play, you acknowledge that these Terms are between you and Songistry, not Google, and that Google is not responsible for the Service.

22. Miscellaneous; Contact

22.1. Entire Agreement

These Terms and the Privacy Policy constitute the entire agreement between you and Songistry.

22.2. Severability

If any provision is unenforceable, the remaining provisions remain in effect.

22.3. No Waiver

Our failure to enforce any provision is not a waiver.

22.4. Assignment

You may not assign these Terms. We may assign without restriction.

22.5. Force Majeure

We are not liable for delays caused by events beyond our reasonable control.

22.6. Notices

Notices to us:

Songistry Inc. O/A SonifyMusic — Attn: Matt Gorman 3740 Debstone Ave, Sherman Oaks, CA 91423 Email: matt@gormanentlaw.com

22.7. California Residents

Under California Civil Code § 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 N. Market Blvd., Suite N-112, Sacramento, CA 95834, (800) 952-5210.