Terms of Use Agreement

Effective and Last Updated: July 9, 2026

Welcome to Shotro inc. (“Shotro,” “Company,” “we,” “us,” or “our”). These Terms of Use (“Terms”), together with the policies incorporated below (collectively, the “Agreement”), govern the website at shotro.ai and its subdomains (the “Website”) and Shotro’s AI-assisted creative tools, applications, APIs, production workflows, private projects, invited collaboration features, downloads, and related services (collectively with the Website, the “Service”).

PLEASE READ THIS AGREEMENT CAREFULLY. IT APPLIES TO ALL VISITORS AND USERS. BY CREATING AN ACCOUNT, PURCHASING A SERVICE, OR OTHERWISE USING THE SERVICE, YOU CONFIRM THAT YOU HAVE READ AND AGREE TO THIS AGREEMENT, ARE AT LEAST 18 YEARS OLD, HAVE LEGAL CAPACITY TO CONTRACT, AND ARE NOT BARRED FROM USING THE SERVICE.

IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THE SERVICE.

SUBSCRIPTIONS NOTICE. A PAID SUBSCRIPTION MAY AUTOMATICALLY RENEW AT THE PRICE AND INTERVAL DISCLOSED AT CHECKOUT UNTIL CANCELED. REVIEW THE SUBSCRIPTION AND CANCELLATION POLICY BEFORE PURCHASING. NOTHING IN THIS AGREEMENT LIMITS A NON-WAIVABLE CANCELLATION, WITHDRAWAL, REFUND, OR OTHER CONSUMER RIGHT.

ARBITRATION, CLASS ACTION, AND JURY TRIAL WAIVER NOTICE. SUBJECT TO NON-WAIVABLE LAW, THE DISPUTE RESOLUTION SECTION REQUIRES MOST DISPUTES TO BE RESOLVED BY INDIVIDUAL BINDING ARBITRATION AND INCLUDES CLASS-ACTION AND JURY-TRIAL WAIVERS. YOU MAY OPT OUT WITHIN THIRTY (30) DAYS AS DESCRIBED BELOW. THIS ARBITRATION AGREEMENT DOES NOT APPLY TO AN EU OR UK CONSUMER UNLESS THAT CONSUMER SEPARATELY AGREES AFTER A DISPUTE ARISES.

The Privacy Policy, Cookie Notice, Acceptable Use Policy, Subscription and Cancellation Policy, and, where applicable, Data Processing Addendum form part of this Agreement.

1. Use of the Service

1.1 Scope

The Service and content available through the Service are protected by applicable intellectual property and other laws. Unless subject to a separate written agreement between you and Shotro, your right to access and use the Service is subject to this Agreement.

If you access or use the Service on behalf of a company, organization, or other entity, you represent that you have authority to bind that entity to this Agreement. In that case, “you” and “your” refer to both you and that entity.

Your use of the Service is also subject to the incorporated documents linked above. If a conflict concerns privacy, cookies, acceptable use, subscriptions, or customer personal data, the document specifically addressing that subject controls to the extent of the conflict. A negotiated written enterprise agreement controls over these Terms for that customer.

1.2 License to Use the Service

Subject to your compliance with this Agreement, Shotro grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service, including any APIs we make available to you, solely for your personal or internal business purposes.

1.3 Supplemental Terms

Certain plans, APIs, beta programs, enterprise services, or other parts of the Service may have additional terms (“Supplemental Terms”) presented before use. Supplemental Terms control only for the applicable feature where they conflict with these Terms.

1.4 Updates

You understand that the Service is evolving. Shotro may update, modify, limit, suspend, or discontinue any part of the Service at any time, with or without notice. You may need to update software or third-party tools from time to time in order to continue using the Service. Any future release, update, or addition to the Service is subject to this Agreement unless otherwise stated.

1.5 API Limitations

If Shotro makes APIs available, we may impose limits on API use, including limits on network calls, rate limits, processing capacity, file size, storage, output generation, or other usage limits. We may impose or modify these limits at any time. We may use technical measures to enforce such limits and may suspend or terminate API access if limits are exceeded or if we believe API use creates legal, security, operational, or business risk.

2. Registration and Accounts

2.1 Eligibility

You must be at least 18 years old to create an Account or use the Service. The Service is not directed to children. If you use the Service for an organization, you represent that you are authorized to accept this Agreement for it.

2.2 Account Registration

To access certain features of the Service, you may be required to register for an account (“Account”).

2.3 Registration Data

When registering for an Account, you agree to provide true, accurate, current, and complete information about yourself or the entity you represent (“Registration Data”) and to maintain and promptly update the Registration Data so that it remains true, accurate, current, and complete.

2.4 Account Responsibility

You are responsible for your Account, login credentials, prompts, uploads, generated outputs, projects, and all activity under your Account. You agree to keep your login credentials secure and to notify Shotro promptly of any unauthorized use of your Account or any other breach of security.

You may not share your Account or password with anyone except as expressly permitted by Shotro or an applicable team or enterprise plan. You may not create an Account using a false identity or information, on behalf of someone else without authorization, or if you have previously been removed or banned from the Service.

Shotro may suspend or terminate your Account or refuse current or future use of the Service if we believe that information you provide is false, inaccurate, incomplete, outdated, or misleading, or if your use of the Service violates this Agreement or creates legal, security, safety, operational, or reputational risk.

Shotro reserves the right to remove or reclaim usernames or account identifiers at any time and for any reason, including claims that a username violates third-party rights.

3. Responsibility for Content

3.1 Types of Content

You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, audio, messages, tags, prompts, references, files, metadata, generated outputs, and other materials accessible through the Service (collectively, “Content”) are the responsibility of the party from whom such Content originated.

You are responsible for all Content that you upload, submit, post, transmit, generate, input, or otherwise make available through the Service (“Your Content”). Other users, and not Shotro, are responsible for Content they make available through the Service (“User Content”).

3.2 Storage and Availability

Shotro may store Your Content as reasonably necessary to provide, operate, maintain, secure, and support the Service. Unless expressly agreed in writing or required by law, Shotro has no obligation to store Your Content indefinitely and is not responsible for deletion, loss, corruption, or failure to store, transmit, or receive Content.

Projects are private by default at launch. You may share a project only through an available invited-collaboration feature and are responsible for choosing collaborators and managing their access. Shotro does not offer public publishing or discovery under these Terms.

Shotro may create reasonable limits on use and storage of Content, including limits on file size, storage space, processing capacity, project size, generation volume, credits, or other technical or usage limits.

3.3 Connected Accounts

Certain features may allow or require you to connect third-party platforms, accounts, applications, storage providers, model providers, creative tools, or services to your Account (“Connected Accounts”).

You are responsible for the setup, authorization, permissions, and use of Connected Accounts. By connecting a Connected Account, you represent and warrant that you have the right to grant Shotro access to the Connected Account and any related Content. You acknowledge that the availability, security, policies, uptime, and operation of Connected Accounts are controlled by the applicable third-party provider and not Shotro.

Shotro is not responsible for any failure, unavailability, suspension, termination, data loss, or other issue arising from or related to a Connected Account or third-party provider.

4. Ownership

4.1 The Service

Except for Your Content, Shotro and its suppliers and licensors own all rights, title, and interest in and to the Service, including software, interfaces, workflows, systems, documentation, designs, trademarks, logos, prompts, templates, methods of operation, production logic, proprietary technology, source code, object code, audiovisual effects, user experience elements, and all related intellectual property.

You may not remove, alter, or obscure any copyright, trademark, watermark, service mark, or other proprietary rights notices incorporated in or accompanying the Service.

4.2 Your Content

Shotro does not claim ownership of Your Content. You retain ownership of Content you upload or submit to Shotro, including prompts, images, videos, audio, text, files, project materials, brand assets, and metadata.

You represent and warrant that you own or have all rights, licenses, permissions, consents, and releases necessary to provide Your Content to Shotro and to grant the rights described in this Agreement.

4.3 License to Your Content

You grant Shotro a worldwide, non-exclusive, royalty-free license to host, store, reproduce, process, adapt, transmit, and display Your Content only as reasonably necessary to provide the features you request, maintain and secure the Service, prevent abuse, comply with law, and provide support you request. This license lasts only as long as necessary for those purposes, subject to reasonable backup, legal, and security retention.

Shotro may sublicense these limited rights to service providers, including disclosed cloud and generative-model providers, only to perform services for Shotro or you. Shotro will identify production subprocessors as described in the Subprocessor List. Their processing is also governed by the Privacy Policy and, where applicable, the Data Processing Addendum.

Shotro will not use private customer Content to train or fine-tune Shotro or third-party generative models unless the customer separately and affirmatively opts in. Any such consent will describe the content and purpose and may be withdrawn prospectively. Service operation, security, abuse prevention, and support are not model training.

If you invite a collaborator, you authorize Shotro to display and transmit the shared Content to that collaborator. Collaborators may be able to view, copy, download, or modify Content according to the permissions you select.

4.4 Inputs and Outputs

The Service may use software and technology, including artificial intelligence and machine learning systems, to process user inputs such as prompts, text, images, videos, audio, references, metadata, files, brand assets, project materials, instructions, and other Content (“Inputs”) and to generate or return outputs based on those Inputs (“Outputs”).

Shotro does not claim ownership of your Inputs or Outputs. Subject to your compliance with this Agreement and applicable law, Shotro assigns to you any rights Shotro may have in Outputs generated for you through the Service.

You are responsible for reviewing Outputs before using, publishing, distributing, or relying on them. AI-generated Outputs may be inaccurate, incomplete, offensive, unexpected, similar to outputs generated for others, or subject to third-party rights. Shotro does not guarantee that Outputs are unique, protectable, lawful, non-infringing, commercially usable, or suitable for your intended purpose.

Shotro may use de-identified or aggregated service data that does not identify you or reveal Your Content to analyze reliability, safety, abuse, and product performance. Shotro may use identifiable Inputs, Outputs, or project Content for product or model improvement only with separate affirmative authorization or as otherwise expressly agreed in writing.

Shotro will not make private customer Content publicly available without the user’s action, instruction, or permission, except as necessary to comply with law, enforce this Agreement, protect rights and safety, or operate and secure the Service.

4.5 Feedback

If you provide ideas, suggestions, documents, proposals, comments, bug reports, or other feedback (“Feedback”), you agree that Shotro may use that Feedback without restriction, attribution, or compensation to you. Shotro has no confidentiality obligation with respect to Feedback unless expressly agreed in writing.

5. User Conduct and Restrictions

The Acceptable Use Policy is incorporated into these Terms and provides additional rules for AI safety, synthetic media, likeness and voice rights, sexual content, impersonation, fraud, malware, automation, and enforcement.

5.1 Prohibited Uses

As a condition of using the Service, you agree not to, and not to permit any third party to:

1. use the Service for any purpose prohibited by this Agreement or applicable law;

2. create, upload, submit, request, publish, distribute, or otherwise make available Content or knowingly create Outputs that:

* are unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, hateful, exploitative, violent, malicious, harmful, or otherwise objectionable;

* infringe or violate any copyright, trademark, patent, trade secret, privacy, publicity, biometric, contractual, or other proprietary or personal right;

* exploit, sexualize, endanger, or harm minors in any way;

* depict minors in a sexual, lewd, exploitative, abusive, or otherwise inappropriate manner;

* constitute unauthorized or unsolicited advertising, junk mail, spam, bulk messaging, pyramid schemes, or other unauthorized commercial activity;

* violate any applicable local, state, national, or international law or regulation;

* impersonate another person or entity or misrepresent your affiliation with any person or entity;

* contain malware, viruses, worms, spyware, or other harmful code;

* are intended to deceive, defraud, harass, threaten, or harm another person;

* advocate, encourage, or assist any third party in doing any of the foregoing;

3. use the Service or any Outputs to develop, modify, fine-tune, train, improve, benchmark, or build any product, model, system, or service that competes with Shotro, including any artificial intelligence or machine learning model or service, without Shotro’s prior written permission.

5.2 Additional Restrictions

You further agree not to:

1. license, sell, rent, lease, transfer, assign, distribute, host, resell, or otherwise commercially exploit the Service or any portion of the Service except as expressly permitted by Shotro;

2. frame or use framing techniques to enclose any trademark, logo, page layout, image, text, or other part of the Service;

3. use metatags or hidden text using Shotro’s name, trademarks, or branding;

4. modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile, or reverse engineer any part of the Service except to the extent such restriction is prohibited by applicable law;

5. scrape, crawl, spider, harvest, download, extract, or data-mine the Service or any Content using manual or automated methods, except that operators of public search engines may use spiders to copy publicly available materials solely to create publicly available searchable indices, but not caches or archives, unless Shotro revokes that permission;

6. remove or destroy copyright notices, watermarks, trademarks, service marks, or other proprietary markings;

7. interfere with or attempt to interfere with the proper functioning of the Service;

8. bypass, disable, or interfere with security, access controls, rate limits, usage limits, moderation systems, billing systems, or other technical measures;

9. overload, flood, spam, mail bomb, crash, or otherwise impair the Service;

10. access or attempt to access non-public areas, systems, data, accounts, or networks connected to the Service;

11. use the Service to harvest data about users or other persons;

12. use Shotro trademarks, logos, branding, or trade dress without written permission.

5.3 Likeness, Voice, Biometric, and Rights Restrictions

You may not upload, submit, or use another person’s likeness, face, image, voice, biometric information, private information, copyrighted material, trademarked material, confidential material, or proprietary material unless you have all required rights, permissions, consents, and releases.

You are solely responsible for obtaining any rights, releases, consents, or permissions required for your intended use of Inputs, Outputs, references, images, videos, voices, likenesses, performances, brand assets, music, trademarks, copyrighted works, and generated materials.

Any unauthorized use of the Service terminates the licenses granted to you under this Agreement.

6. Monitoring, Moderation, and Reporting

6.1 Monitoring

Shotro may, but is not obligated to, investigate, monitor, pre-screen, review, refuse, remove, restrict, preserve, or report Content, Inputs, Outputs, User Content, or activity on the Service when we believe it is necessary or appropriate to operate the Service, enforce this Agreement, protect users, comply with law, reduce legal, safety, or security risk, or protect Shotro’s rights, property, or business.

6.2 Moderation

Shotro reserves the right to:

1. remove, restrict, or refuse to process any Content or Output for any reason or no reason, in our discretion;

2. take any action with respect to Content or Output that we believe is necessary or appropriate, including if we believe it violates this Agreement, infringes rights, threatens harm, creates legal risk, or could expose Shotro or others to liability;

3. disclose information about you to rights owners, legal representatives, service providers, authorities, or other parties where appropriate or required by law;

4. cooperate with law enforcement or other authorities for allegedly illegal or unauthorized use of the Service;

5. suspend or terminate your access to all or part of the Service.

6.3 Disclosure

Shotro may disclose information or materials, including Your Content and Outputs, where we believe disclosure is necessary or appropriate to:

1. comply with applicable law, legal process, or governmental requests;

2. enforce this Agreement;

3. respond to claims that Content or Outputs violate rights of third parties;

4. respond to your requests for support;

5. protect the rights, property, safety, or security of Shotro, users, third parties, or the public;

6. detect, prevent, or address fraud, abuse, security, or technical issues.

7. Invited Collaboration

You are responsible for the people you invite, the access permissions you grant, and activity performed through your team or project. Collaborators remain responsible for their own Content and conduct. Shotro does not endorse collaborator Content or mediate disputes between collaborators. You must not invite a person or disclose Content to them unless you have authority to do so.

8. Third-Party Services

The Service may contain links or integrations with third-party websites, applications, services, APIs, model providers, payment processors, analytics tools, plugins, storage services, creative tools, or advertisements (collectively, “Third-Party Services”).

Third-Party Services are not under Shotro’s control. Shotro is not responsible for Third-Party Services, including their content, policies, practices, availability, security, accuracy, or functionality. Your use of Third-Party Services is at your own risk and may be subject to third-party terms and policies.

9. Purchase Terms, Payments, and Refunds

The Subscription and Cancellation Policy is incorporated into these Terms and governs recurring billing, Credits, cancellation, withdrawal rights, refunds, renewal notices, price changes, and failed payments. Checkout disclosures and any plan-specific offer terms also apply.

9.1 Third-Party Payment Providers

Shotro may use third-party payment providers, including Stripe, Inc. and its affiliates, to process payments. If you make a purchase through the Service, you may be required to provide payment details directly to a third-party payment provider.

You agree that your payment provider may process your payment information in accordance with its own terms and privacy policy. Shotro is not responsible for payment declines, processing errors, fraud-prevention checks, card issuer fees, or other actions taken by payment providers or card issuers.

9.2 Payment

You agree to pay all applicable fees, charges, and taxes in accordance with the pricing and billing terms in effect at the time a fee is due and payable.

By providing payment information, you authorize Shotro or its third-party payment providers to charge your payment method for all fees due. You agree to keep your payment information accurate and current. Shotro may suspend or terminate your access to the Service for non-payment.

Except as expressly stated in this Agreement, the Subscription and Cancellation Policy, or required by law, fees are non-refundable.

9.3 Refunds

Except as required by law or expressly stated by Shotro, fees are non-refundable. This does not limit statutory remedies for defective or nonconforming digital services, or any applicable withdrawal, cancellation, or cooling-off right.

If Shotro offers a stated refund policy for a particular purchase, plan, or feature, that policy will apply to that purchase, plan, or feature.

9.4 Credits

Shotro may offer credits, tokens, usage units, or similar balances (“Credits”) that can be used to access specific features or services.

Credits may be subject to expiration, usage limits, plan limits, or other restrictions described at the time of purchase or issuance. Credits have no cash value, are non-transferable, non-reloadable, and non-redeemable for cash except as required by law. Unused Credits may be forfeited upon Account cancellation, expiration, termination, or cessation of the Service.

Shotro may change Credit terms, feature costs, generation costs, or the value of services obtainable with Credits at any time, subject to applicable law.

9.5 Promotional Credits

Shotro may offer promotional, loyalty, award, trial, or bonus Credits (“Promotional Credits”). Promotional Credits may expire as specified when issued, have no cash value, and are non-transferable, non-reloadable, and non-redeemable for cash except as required by law.

9.6 Taxes

Fees do not include sales, use, value-added, goods and services, or other taxes unless otherwise stated. If Shotro is legally required to collect taxes, they will be charged in addition to fees. You are responsible for all applicable taxes, penalties, and interest arising from your purchases or use of the Service.

10. Subscriptions

10.1 Subscriptions

Shotro may offer paid subscriptions that provide access to certain features, functionality, Credits, usage levels, or services on a time-limited basis (“Subscription”).

The Subscription fee plus applicable taxes and fees will be billed at the start of the Subscription and at regular intervals based on your selected plan.

Shotro may change Subscription pricing, features, limits, or billing terms prospectively. We will give the advance notice required by applicable law before a material change takes effect for an existing Subscription and explain how to cancel.

10.2 Automatic Renewal

If you purchase a Subscription, it will continue and automatically renew for the interval, amount, and duration clearly disclosed at checkout unless canceled. Before charging, Shotro will obtain your affirmative consent to the recurring terms and provide a confirmation you can retain, including how to cancel. We will provide renewal or change reminders when required by law.

By subscribing, you authorize Shotro or its payment provider to charge your payment method at the start of each Subscription period. We will keep records of recurring-charge consent as required by law. If payment is not received, Shotro may retry the charge and suspend paid access after reasonable notice.

10.3 Cancelling Subscriptions

If you purchased directly from Shotro, you may cancel online through your Account settings without unnecessary steps or by contacting support@shotro.ai. We may use proportionate account verification, but will not make cancellation more difficult than enrollment.

If you purchased through a third-party platform, app store, or payment provider, you may need to cancel through that third party.

10.4 Effect of Cancellation

If you cancel a Subscription, you may continue to use it until the end of the then-current billing period. The Subscription will not renew after that period. Unless required by law or expressly stated by Shotro, no prorated refunds will be provided for the current billing period.

10.5 EU and UK Consumer Rights

If you are an EU or UK consumer, you may have a statutory 14-day right to withdraw from a distance contract. If you expressly request immediate performance during that period, you may owe a proportionate amount for service supplied before withdrawal. Where you expressly consent to immediate supply of digital content and acknowledge that this causes loss of the withdrawal right, that right may end once supply begins. Details and a model withdrawal method appear in the Subscription and Cancellation Policy.

Nothing in this Agreement excludes your mandatory rights concerning conformity, repair, replacement, price reduction, termination, refunds, or other remedies for digital content or services.

10.6 Upgrades and Downgrades

Subscription upgrades may take effect immediately and may result in immediate charges. Subscription downgrades may take effect at the start of the next billing period and may result in loss of features, usage capacity, Credits, storage, or access. Shotro is not responsible for losses resulting from downgrades, cancellations, or plan changes.

11. Indemnification

You agree to indemnify, defend, and hold harmless Shotro, its parents, subsidiaries, affiliates, officers, directors, employees, contractors, agents, partners, suppliers, and licensors from and against any claims, losses, damages, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

1. Your Content, Inputs, Outputs, or Account activity;

2. your misuse of the Service;

3. your violation of this Agreement;

4. your violation of applicable law;

5. your violation of any third-party rights, including intellectual property, privacy, publicity, biometric, contractual, or proprietary rights;

6. your violation of export control, sanctions, privacy, or data protection laws;

7. any dispute between you and a third party relating to your use of the Service.

Shotro reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You agree to cooperate with Shotro’s defense of such claims. This section survives termination of this Agreement and your use of the Service.

This section does not apply to an individual consumer to the extent prohibited by applicable consumer law.

12. Disclaimer of Warranties

12.1 Service Provided As-Is

To the maximum extent permitted by law, the Service, including any Outputs, is provided “as is” and “as available,” with all faults. Shotro and its suppliers and licensors disclaim all warranties, representations, and conditions of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, availability, accuracy, security, reliability, and uninterrupted operation.

These disclaimers do not exclude guarantees, warranties, or remedies that cannot lawfully be excluded, including mandatory rights of EU and UK consumers.

12.2 Outputs

Shotro makes no representation or warranty regarding the originality, legality, accuracy, quality, suitability, safety, commercial usability, or fitness of any Output.

You acknowledge that Outputs may contain errors, omissions, offensive material, unexpected results, similar or identical elements to outputs generated for others, or third-party content. You are solely responsible for your use, publication, distribution, reliance on, or commercialization of Outputs, including compliance with applicable laws and third-party rights.

12.3 No Guarantee of Results

Shotro does not warrant that:

1. the Service or any Output will meet your requirements;

2. the Service will be uninterrupted, timely, secure, or error-free;

3. advice, results, or information obtained through the Service will be accurate or reliable;

4. defects or errors will be corrected;

5. the Service will be free of viruses, malware, or harmful components.

12.4 Downloads

Any Content downloaded from or otherwise accessed through the Service is accessed at your own risk. You are solely responsible for any damage to your device, computer system, network, files, data, or other property resulting from such access or download.

12.5 Beta Features

Shotro may offer beta, preview, experimental, early-access, or test features. Such features are provided for testing and may be changed, limited, suspended, or discontinued at any time without notice. Beta features are provided without warranties of any kind.

12.6 Third-Party Conduct

Shotro is not responsible for the conduct of third parties, including users, external websites, model providers, API providers, payment processors, or other third-party services. You use Third-Party Services and interact with third parties at your own risk.

13. Limitation of Liability

13.1 Disclaimer of Certain Damages

To the fullest extent permitted by law, Shotro and its parents, subsidiaries, affiliates, officers, directors, employees, contractors, agents, partners, suppliers, and licensors will not be liable for indirect, incidental, special, consequential, exemplary, punitive, or enhanced damages, lost profits, lost revenue, lost data, loss of production, business interruption, reputational harm, procurement of substitute goods or services, unauthorized access, third-party conduct, or inability to use the Service, whether based on warranty, contract, tort, negligence, strict liability, product liability, statute, or any other legal theory, even if Shotro has been advised of the possibility of such damages.

13.2 Cap on Liability

To the fullest extent permitted by law, Shotro’s total liability to you for all claims arising out of or relating to this Agreement, the Service, or any Outputs will not exceed the greater of:

1. the total amount you paid to Shotro during the three-month period before the event giving rise to the claim;

2. one hundred U.S. dollars ($100); or

3. if applicable, the statutory remedy or penalty imposed by the statute under which the claim arises.

Some jurisdictions do not allow certain exclusions or limitations of damages, so some of the above limitations may not apply to you.

Nothing in this Agreement limits liability that cannot legally be limited, including liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence where applicable, willful misconduct, or violation of non-waivable consumer rights.

13.3 Content

Shotro assumes no responsibility for the timeliness, deletion, corruption, misdelivery, failure to store, failure to transmit, or failure to receive Content, Your Content, User Content, Outputs, user communications, project files, or personalization settings.

13.4 Basis of the Bargain

The limitations of liability in this Agreement are fundamental elements of the basis of the bargain between Shotro and you.

14. Intellectual Property Infringement Claims

Shotro respects intellectual property rights and expects users to do the same. It is Shotro’s policy to suspend or terminate accounts of repeat infringers where appropriate.

If you believe content on Shotro or shotro.ai infringes your copyright, trademark, publicity right, likeness right, or other intellectual property right, please send a notice to Shotro’s designated contact:

Shotro inc.

Attn: Legal Department

3101 Ocean Park Blvd Ste 200

#612

Santa Monica, CA 90405

Email: legal@shotro.ai

Your notice should include:

1. your name, company name if applicable, mailing address, email address, and phone number;

2. identification of the protected work or right you claim has been infringed;

3. identification and location of the allegedly infringing material with enough detail for Shotro to locate it;

4. a description of why you believe the material is infringing;

5. a statement that you have a good-faith belief that the disputed use is not authorized by the rights owner, its agent, or the law;

6. a statement that the information in your notice is accurate;

7. a statement under penalty of perjury that you are the rights owner or authorized to act for the rights owner;

8. your physical or electronic signature.

If you believe content was removed or restricted by mistake or misidentification, you may send a counter-notice to legal@shotro.ai. Your counter-notice should include your name, mailing address, email address, phone number, identification of the removed or restricted material, the location where it appeared, a statement under penalty of perjury that you believe the material was removed or restricted by mistake or misidentification, consent to the jurisdiction of the federal court for your judicial district or, if outside the United States, any judicial district where Shotro may be found, and your physical or electronic signature.

Shotro may forward notices and counter-notices to affected users, rights owners, legal representatives, service providers, or authorities where appropriate.

Knowingly submitting false, misleading, fraudulent, abusive, or repeated bad-faith infringement notices or counter-notices may result in content removal, account suspension, account termination, or other appropriate action.

15. Term and Termination

15.1 Term

This Agreement begins when you accept it or first access or use the Service and continues while you use the Service, unless terminated earlier.

15.2 Termination by Shotro

Shotro may suspend or terminate your access to the Service at any time if:

1. you violate this Agreement;

2. you create legal, security, safety, operational, or reputational risk;

3. you fail to pay fees;

4. your use of the Service is unlawful or becomes unlawful;

5. Shotro discontinues the Service or a material part of it.

Shotro may also terminate this Agreement or your access to the Service without cause upon reasonable notice. If Shotro terminates a paid Subscription without cause, Shotro will refund the prepaid unused portion unless the law permits another remedy you accept.

15.3 Termination by You

You may stop using the Service at any time. You may terminate this Agreement by closing your Account or contacting Shotro at:

Shotro inc.

Attn: Legal Department

3101 Ocean Park Blvd Ste 200

#612

Santa Monica, CA 90405

Email: legal@shotro.ai

Subscription cancellation is governed by the Subscription and Cancellation Policy.

15.4 Effect of Termination

Upon termination, your right to access and use the Service ends immediately. Shotro may delete or restrict access to Your Content associated with your Account, subject to applicable law, retention requirements, backup systems, security needs, legal obligations, and our Privacy Policy.

Shotro will not be liable to you for suspension, termination, or deletion of Your Content, except where required by law.

All provisions that by their nature should survive termination will survive, including ownership provisions, licenses granted to Shotro, payment obligations, disclaimers, limitations of liability, indemnity, dispute resolution, and general provisions.

15.5 No Subsequent Registration

If Shotro terminates your Account for cause or bans you from the Service, you may not attempt to re-register or access the Service through a different account, identity, email address, or other means without Shotro’s written permission.

16. International and Consumer Rights

The Service is operated from the United States. You must comply with laws applicable to your use, but nothing in this Agreement deprives you of a mandatory protection provided by the law of your country of residence.

If you are an EU or UK consumer, you may bring proceedings in the courts of your place of residence where mandatory law permits and may rely on the mandatory consumer protections of that place. The arbitration, governing-law, venue, disclaimer, indemnity, and liability provisions in these Terms apply only to the extent permitted by those protections.

Business customers that provide personal data for Shotro to process on their behalf may enter into Shotro’s Data Processing Addendum. Current production service providers are identified in the Subprocessor List.

17. Dispute Resolution and Arbitration Agreement

Please read this section carefully. It is part of your contract with Shotro and affects your rights. It contains procedures for mandatory binding arbitration and a class-action waiver.

17.1 Applicability

Except where applicable law gives you a non-waivable right to bring a claim in court, you and Shotro agree that any dispute, claim, or disagreement arising out of or relating to your access to or use of the Service, any Output, communications, purchases, or this Agreement will be resolved by binding arbitration rather than in court. This arbitration agreement does not apply to an EU or UK consumer unless the consumer separately agrees after the dispute arises.

Exceptions:

1. either party may assert qualifying claims in small-claims court;

2. either party may seek equitable relief in court for infringement or misuse of intellectual property rights.

17.2 Informal Dispute Resolution

Before filing arbitration or a small-claims action, you and Shotro agree to attempt to resolve the dispute informally.

The party initiating a dispute must send written notice describing the dispute. Notices to Shotro must be sent to:

Shotro inc.

Attn: Legal Department

3101 Ocean Park Blvd Ste 200

#612

Santa Monica, CA 90405

Email: legal@shotro.ai

The notice must include:

1. your name;

2. telephone number;

3. mailing address;

4. email address associated with your Account, if any;

5. the name and contact information of your counsel, if any;

6. a description of the dispute and requested relief.

The parties agree to engage in good-faith informal efforts to resolve the dispute, which may include a telephonic or videoconference meeting. The informal dispute process is a condition precedent to arbitration. Applicable statutes of limitation and filing-fee deadlines will be tolled while the parties participate in the informal dispute resolution process, to the extent permitted by law.

17.3 Waiver of Jury Trial

You and Shotro waive any constitutional and statutory rights to sue in court and have a trial before a judge or jury, except as expressly provided in this Agreement.

17.4 Waiver of Class and Representative Actions

You and Shotro agree that claims may be brought only on an individual basis and not on a class, collective, consolidated, private attorney general, or representative basis.

If a court determines that any part of this class action waiver is unenforceable as to a particular claim or request for relief, that claim or request, and only that claim or request, will be severed and litigated in court. All other claims will be arbitrated.

17.5 Arbitration Rules and Forum

This Agreement evidences a transaction involving interstate commerce, and the Federal Arbitration Act governs its interpretation and enforcement.

If the informal dispute resolution process does not resolve the dispute, either party may commence binding arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules or Commercial Arbitration Rules, as applicable, then in effect.

Unless otherwise required by the AAA Rules or applicable law, arbitration will occur in the county where you reside or another mutually agreed location. The arbitrator may allow remote proceedings where appropriate.

17.6 Arbitrator

The arbitrator will be a retired judge or licensed attorney selected under the AAA Rules. If the parties cannot agree on an arbitrator, the AAA will appoint one.

17.7 Authority of Arbitrator

The arbitrator has authority to resolve disputes regarding interpretation, applicability, enforceability, and scope of this Arbitration Agreement, except that disputes regarding the class action waiver, payment of arbitration fees, satisfaction of conditions precedent to arbitration, or which version of the Arbitration Agreement applies will be decided by a court of competent jurisdiction.

The arbitrator may grant relief only in favor of the individual party seeking relief and only to the extent necessary to resolve that party’s individual claim. The arbitrator may not award classwide, collective, consolidated, private attorney general, or representative relief.

17.8 Attorneys’ Fees and Costs

Each party will bear its own attorneys’ fees and costs unless applicable law, the AAA Rules, or the arbitrator provides otherwise. The arbitrator may award fees or costs if a claim or defense is frivolous or brought for an improper purpose.

17.9 Batch Arbitration

If one hundred (100) or more substantially similar individual arbitration demands are filed against Shotro by or with the assistance of the same law firm, group of law firms, organization, or coordinated group within a thirty-day period, the AAA may administer the demands in batches of up to one hundred (100) demands per batch, plus a final batch for any remaining demands.

Each batch may be assigned one arbitrator, one procedural calendar, one hearing if any, and one final award. This provision does not authorize class, collective, mass, joint, or representative arbitration except as expressly described in this batch process.

17.10 30-Day Right to Opt Out

You may opt out of this Arbitration Agreement by sending written notice of your decision to opt out within thirty (30) days after first becoming subject to it.

Send opt-out notices to:

Shotro inc.

Attn: Legal Department

3101 Ocean Park Blvd Ste 200

#612

Santa Monica, CA 90405

Email: legal@shotro.ai

Your notice must include:

1. your name;

2. your mailing address;

3. the email address associated with your Account, if any;

4. a clear statement that you wish to opt out of the Arbitration Agreement.

Opting out does not affect any other part of this Agreement.

17.11 Invalidity

Except as provided above, if any part of this Arbitration Agreement is found invalid or unenforceable, that part will be severed and the remainder will remain in effect.

To the extent any provision of this dispute resolution section is unenforceable under applicable law, that provision will be enforced to the maximum extent permitted and the remaining provisions will remain in effect.

17.12 Modification

If Shotro makes a material change to this Arbitration Agreement, Shotro will provide notice where required. Unless you reject the change within thirty (30) days by writing to Shotro at legal@shotro.ai, your continued use of the Service constitutes acceptance of the change. Rejecting a change leaves the prior version of the Arbitration Agreement in effect.

18. General Provisions

18.1 Electronic Communications

Communications between you and Shotro may occur electronically, including through the Service, email, or posted notices. You consent to receive communications electronically and agree that electronic communications satisfy any legal requirement that such communications be in writing, subject to applicable law.

18.2 Assignment

You may not assign, delegate, subcontract, or transfer this Agreement or your rights or obligations without Shotro’s prior written consent. Shotro may assign or transfer this Agreement without your consent. Any attempted transfer in violation of this section is void.

18.3 Force Majeure

Shotro is not liable for delay or failure caused by events beyond its reasonable control, including acts of God, war, terrorism, riots, pandemics, labor disputes, cyberattacks, internet outages, cloud provider failures, unavailability of AI models, partner or API failures, power outages, government actions, or shortages of transportation, fuel, energy, labor, or materials.

18.4 Questions, Complaints, and Claims

If you have questions, complaints, or claims regarding the Service, contact us at support@shotro.ai.

18.5 California Consumer Complaints

In accordance with California Civil Code §1789.3, California users may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 North Market Blvd., Suite N-112, Sacramento, CA 95834, or by calling (800) 952-5210.

18.6 Agreement Updates

Shotro may update this Agreement prospectively by posting the updated version and changing the “Last Updated” date. We will give reasonable advance notice of material changes by email, in-product notice, or another durable method where required. Changes do not retroactively reduce rights or increase charges for an existing period.

If you do not agree to an update, you may stop using the Service and cancel a Subscription before the update takes effect. Continued use after the effective date constitutes acceptance only where permitted by law; we will obtain affirmative consent when applicable law requires it.

18.7 Exclusive Venue

Where litigation in court is permitted, the exclusive venue will be the state or federal courts located in Los Angeles County, California, unless applicable law permits or requires you to bring proceedings elsewhere, including an EU or UK consumer’s right to use the courts of the consumer’s residence.

18.8 Governing Law

This Agreement is governed by California law, consistent with the Federal Arbitration Act and without regard to conflict-of-law principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply. This choice does not deprive a consumer of mandatory protections of the consumer’s country of residence.

18.9 Choice of Language

It is the express wish of the parties that this Agreement and all related documents be drawn up in English.

18.10 Notice

You are responsible for providing Shotro with a valid and current email address. If the email address you provide is invalid or no longer works, Shotro’s dispatch of notice to that address will still constitute effective notice.

You may give notice to Shotro at:

Shotro inc.

Attn: Legal Department

3101 Ocean Park Blvd Ste 200

#612

Santa Monica, CA 90405

Email: legal@shotro.ai

Notice is deemed given when received by Shotro by nationally recognized overnight delivery, first-class mail, or email where permitted.

18.11 Waiver

A waiver or failure to enforce any provision of this Agreement on one occasion is not a waiver of any other provision or of that provision on any other occasion.

18.12 Severability

If any provision of this Agreement is held invalid or unenforceable, it will be interpreted to reflect the parties’ original intent to the maximum extent permitted by law, and the remaining provisions will remain in effect.

18.13 Export Control

You may not use or export the Service except as authorized by U.S. law and other applicable laws. You represent that you are not located in a sanctioned or embargoed jurisdiction and are not on any restricted-party list. You agree to comply with all applicable export-control and sanctions laws.

18.14 Entire Agreement

This Agreement, together with any applicable Supplemental Terms, the policies expressly incorporated above, and any signed order or enterprise agreement, constitutes the agreement between you and Shotro regarding the Service and supersedes prior or contemporaneous understandings on that subject.