Terms of Service

1. Grant of Limited License; Conditions

Any license granted to you herein is conditioned on your compliance with the terms and conditions contained in this Agreement and your payment of applicable Subscription fees.

(a) License Grant

Subject to the foregoing conditions, Kinnara grants to you a non-exclusive, non-transferable, limited license to access the Website and to download, install, and use the Software solely for your own individual purposes, including for commercial projects. The Software is licensed on a subscription basis (a “Subscription”), including any free trial period. You may have the option to extend your Subscription. If you extend your Subscription, you may continue using the Software until the end of your extended Subscription period. Upon expiration or termination of your Subscription for any reason, your license to use the Software will immediately terminate, and you will no longer be able to access or use the Software or any of its features.

(b) Individual License Only

This Agreement grants an individual license only. A single license permits a single individual to install and use the Software on multiple devices owned or controlled by that individual. However, a single license does not allow multiple individuals to use the Software, regardless of whether such use is concurrent. If you require licenses for multiple individuals, or for use within an organization, company, or other entity, contact Kinnara to obtain an appropriate organizational license agreement.

2. Reservation of Rights and Ownership

Kinnara reserves all rights not expressly granted to you in this Agreement. The Services are licensed, not sold. Kinnara and its licensors own and retain all right, title, and interest in and to the Services, including all copyrights, patents, trade secret rights, trademarks, and other intellectual property rights therein, and the Services are protected by United States copyright laws and other intellectual property laws and international treaty provisions. Among other things, copyright laws prohibit you from making derivative works of the Services. Your possession, installation, access, or use of the Services does not transfer to you any title to the intellectual property in the Services, and you do not acquire any rights to the Services except as expressly set forth in this Agreement.

To the extent you provide any comments or suggestions to Kinnara (“Feedback”), you hereby assign to Kinnara all right, title, and interest in and to such Feedback, and Kinnara shall have the irrevocable worldwide right to retain and use any such Feedback regarding the Services in current or future software, products, or services, without further compensation to you and without your approval. Any outputs of the Services made available to you by the Software based on any media, content, or data you upload, ingest, store, process, or access through the Services (such user provided media, content, or data being “User Content”), including but not limited to analyzed video frames and LLM-processed results (collectively, “Outputs”) shall be owned by you, but Kinnara makes no representations or warranties regarding such Outputs and, to the maximum extent permitted by law, shall have no liability therefor unless determined to arise from the gross negligence or willful misconduct of Kinnara as determined by a court of competent jurisdiction in a final, non-appealable judgment.

3. Other License Restrictions

The limited license granted to you in Section 1 is expressly conditioned upon your full and ongoing compliance with all terms and conditions of this Agreement, including without limitation the following restrictions. Any breach of these restrictions shall immediately and automatically terminate your license without further notice, and you must immediately cease all use of the Services and delete all copies of the Software.

You agree not to:

• use the Software or any Outputs to create competing products or services, or to train or develop any artificial intelligence or machine learning models that compete with the Services;
• reverse-engineer, disassemble, decompile, or otherwise attempt to derive the source code or underlying algorithms of the Services;
• claim that the Services, in whole or in part, are yours, or use the name Kinnara or CoCreate (or the name of any of Kinnara’s licensors) or any of their respective logos or trademarks in any manner without first obtaining the prior written permission from an authorized representative of Kinnara or, relating to a licensor, such licensor;
• use the Services in any manner inconsistent with any other software licenses granted to you by third parties for software on your computer or device;
• rent, make available, loan, sublicense, or lease the Services to third parties, with or without consideration; act as a service bureau or application service provider; use the Services for commercial software hosting services; or publish the Services for others to copy or use the Services in any way that violates applicable law;
• share your account credentials, allow others to access the Services through your account, or otherwise permit any other person to use the Services under your license. Violation of this restriction may result in immediate termination of your license and account;
• use any automated means, including spiders, robots, crawlers, data mining tools, or the like to download, scrape, or extract data from the Services, except for Internet search engines and non-commercial public archives that comply with our robots.txt file (where applicable);
• interfere with the operation of the Services or any user’s enjoyment of them, by, for example, uploading viruses, harmful code, or engaging in denial-of-service activities;
• impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
• access or use the Services for any competitive or benchmarking purposes, including to develop or improve any competing product or service;
• attempt to gain unauthorized access to any portion of the Services, accounts, or systems; or
• use the Services in any manner that violates applicable law or infringes the rights of any third party.

The Services may contain links to third-party sites or services; Kinnara is not responsible for the content, accuracy, or opinions expressed on those sites, and such sites are not necessarily investigated, monitored, or checked for accuracy or completeness by us.

4. Limited Warranty; Disclaimers and Limitation of Liability

(a) Disclaimer of Warranties

EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM THE EXTENT TO WHICH CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW, THE SERVICES, ANY DOCUMENTATION, AND ANY RELATED SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES, REPRESENTATIONS, OR GUARANTEES OF ANY KIND. KINNARA, ITS AFFILIATES AND THEIR SUPPLIERS MAKE NO WARRANTY, CONDITION, REPRESENTATION, GUARANTEE, OR TERM (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING, WITHOUT LIMITATION, MERCHANTABILITY, NONINFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. THE ENTIRE RISK ARISING OUT OF THE USE OR RESULTS OBTAINED FROM THE SERVICES, DOCUMENTATION AND/OR RELATED SERVICES REMAINS ENTIRELY WITH YOU. WITHOUT LIMITING THE FOREGOING PROVISIONS, KINNARA, ITS AFFILIATES AND THEIR SUPPLIERS MAKE NO WARRANTY, REPRESENTATION AND/OR GUARANTEE THAT THE SERVICES, DOCUMENTATION, AND/OR RELATED SERVICES WILL BE ERROR-FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OR WILL MEET YOUR REQUIREMENTS.

(b) Limitation of Liability

IN NO EVENT SHALL KINNARA, ITS AFFILIATES OR THEIR SUPPLIERS OR ANYONE ELSE INVOLVED IN THE CREATION, PRODUCTION, MARKETING, DISTRIBUTION, OR DELIVERY OF ANY PART OF THE SERVICES, DOCUMENTATION AND/OR RELATED SERVICES, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, FOR BUSINESS INTERRUPTION, OR FOR LOSS OF BUSINESS INFORMATION, ARISING OUT OF THE USE OF OR THE PERFORMANCE OF THE SERVICES, DOCUMENTATION AND/OR RELATED SERVICES OR THE INABILITY TO USE THE SERVICES, DOCUMENTATION AND/OR RELATED SERVICES AND OTHER INFORMATION PROVIDED TO YOU BY KINNARA, OR IN THE PROVISION OF, OR FAILURE TO PROVIDE, SERVICES OR INFORMATION.

This exclusion and limitation shall apply even if any remedy fails of its essential purpose. The foregoing shall not apply to the extent arising from Kinnara’s gross negligence or willful misconduct.

Because some states of the United States and some countries do not allow the exclusion or limitation of the liability for consequential or incidental damages, the above disclaimer may not apply to you. Any warranties that by law survive the foregoing disclaimers shall terminate ninety (90) days from the date you downloaded or otherwise received the Software.

(c) Aggregate Liability Cap

NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE CUMULATIVE LIABILITY OF KINNARA, ITS AFFILIATES AND ANY OF THEIR SUPPLIERS, WHETHER IN CONTRACT (INCLUDING ANY PROVISION OF THIS AGREEMENT), TORT, OR OTHERWISE, AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING, SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR U.S. $100.00. THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF KINNARA, ITS AFFILIATES AND ANY OF THEIR SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.

5. Fees

By creating an account or accessing the Services, you represent that you are responsible for and have paid Kinnara any and all applicable license fees for the Services unless Kinnara has made available a version of the Software on a trial or evaluation basis for no fees.

The Software includes a free trial period of two (2) weeks from initial account creation, during which you may use the Software without payment, subject to potential feature limitations as determined by Kinnara.

Before the end of the free trial, you will be prompted (via email and/or in-app notification) to subscribe to a paid Subscription to continue using the Software. To subscribe, you must affirmatively consent to the automatic renewal terms by completing the subscription purchase process (e.g., entering payment information and clicking “Subscribe” or similar). Your affirmative consent will be recorded and retained by Kinnara for compliance purposes.

If you choose to subscribe, payments will be processed via Stripe at the then-current rates. You agree to pay timely such fees throughout the Subscription period. You must keep all information in your billing account accurate and current, including your billing address and any expiration date for your payment method. Accounts that have an invalid payment method at the time of renewal will be suspended.

Unless you cancel, your Subscription will automatically renew at the end of each term at the then-current rate. You will receive a reminder notice (via email and/or in-app) before each renewal (or, for the free trial, before trial expiration), clearly and conspicuously disclosing the renewal terms, charges, and cancellation instructions.

You may cancel your Subscription at any time through your account settings or by contacting us at founders@cocreate.so. Cancellation will be effective at the end of the current billing period, and you will retain access until that date. All fees are non-refundable. Except as expressly required by applicable law, Kinnara does not provide refunds or credits for any partial Subscription periods, unused features, or early termination of your Subscription.

Kinnara reserves the right to modify pricing for Subscriptions with at least thirty (30) days’ notice via email or in-app notification. Any material changes to the automatic renewal terms will be disclosed in accordance with applicable law, and your continued use after the effective date constitutes acceptance.

This section complies with California’s Automatic Renewal Law (Cal. Bus. & Prof. Code § 17600 et seq.), including requirements for express affirmative consent, clear disclosures, retainable acknowledgments, easy cancellation, and renewal reminders.

6. Your Warranty to Kinnara; Indemnification

You warrant that you will observe and perform all the terms and conditions of this Agreement. You agree to immediately notify Kinnara in writing of any misuse, misappropriation or unauthorized use, disclosure, display or copying of the Services that may come to your attention. If you authorize, assist, encourage or facilitate another person or entity to take any action related to the subject matter of this Agreement, you shall be deemed to have taken the action yourself.

You agree to defend, indemnify and hold harmless Kinnara, its affiliates and licensors from any and all claims resulting from or arising out of your (a) use or misuse of the Services, Documentation, and/or related services, including without limitation, User Content, or misuse of the Software’s AI features (e.g., generating infringing content), (b) violation of any law or the rights of any third party, including but not limited to infringement or misappropriation of any intellectual or proprietary rights of any third party, or (c) breach of this Agreement, including any breach of any warranty or representation you make to Kinnara; provided, however, that your indemnification obligations shall not apply to the extent that a claim arises solely from Kinnara’s gross negligence or willful misconduct, as determined by a court of competent jurisdiction in a final, non-appealable judgment.

7. Collection and Use of Your Information

Data collection and use, including collection and use of personal information, is governed by Kinnara’s Privacy Policy, found at https://www.cocreate.so/privacy, which is incorporated into and is a part of this Agreement.

8. Use of Software Services; User Content; Security; Availability

(a) License to User Content

The Software may offer you access to use the Software Services. To the extent you elect to use the Software Services, you grant Kinnara a non-exclusive, worldwide, royalty-free license to use User Content as necessary to provide the Software Services to you, including without limitation, providing export functionality to third-party editing platforms and sharing User Content with third-party vendors, service providers, and subprocessors engaged by Kinnara to provide the Services.

(b) Third-Party Sharing

YOU ACKNOWLEDGE AND AGREE THAT KINNARA MAY SHARE YOUR USER CONTENT WITH THIRD-PARTY VENDORS AND SERVICE PROVIDERS, INCLUDING WITHOUT LIMITATION THIRD-PARTY LLM PROVIDERS FOR PROCESSING IDENTIFIED VIDEO FRAMES.

You warrant that all User Content does not infringe any third-party rights, including intellectual property, privacy, or publicity rights, and that you have all necessary consents and permissions to upload and process such User Content. You explicitly consent to the sharing of User Content (including identified video frames) with third-party services (“Third-Party Services”), and acknowledge the risks of data retention, use for AI training, or other purposes by such third parties.

KINNARA MAKES NO ASSURANCES, WARRANTIES, OR REPRESENTATIONS REGARDING THE SECURITY PRACTICES, DATA PROTECTION MEASURES, OR USE OF YOUR USER CONTENT BY SUCH THIRD PARTIES, INCLUDING WITHOUT LIMITATION ANY ASSURANCES THAT SUCH THIRD PARTIES WILL NOT USE USER CONTENT FOR TRAINING ARTIFICIAL INTELLIGENCE OR MACHINE LEARNING MODELS.

You assume all risks associated with such third-party access and use. If User Content includes personal information subject to the California Consumer Privacy Act (CCPA) or California Privacy Rights Act (CPRA), you have the rights outlined in our Privacy Policy, including to opt-out of any “sale” or “sharing” of such information (if applicable).

(c) Security

Kinnara strives to ensure the reliability and security of our Software Services but cannot guarantee that we will be successful at doing so. We will use commercially reasonable efforts and industry accepted methods to help ensure the reliability and security of our Software Services, but Kinnara, its affiliates, and their suppliers are not responsible to you or any third party for unauthorized access or use, corruption, deletion, destruction or loss of your data or the unauthorized use of the Software Services. You are responsible for the use of the Software Services by any person to whom you have given access or any person who gains access to your data or the Software Services as a result of your failure to use reasonable security precautions, even if such use was not authorized by you. Kinnara reserves the right to refuse to process any User Content suspected of violating this Agreement or applicable law, without notice or liability.

(d) Availability

You acknowledge and agree that: (i) your access to and use of the Software Services may be suspended for the period of any unanticipated or unscheduled downtime or unavailability of any portion or all of the Software Services for any reason, including as a result of power outages, system failures or other interruptions; and (ii) Kinnara shall also be entitled, without any liability to you, to suspend access to any portion or all of the Software Services at any time: (A) for scheduled downtime to permit us to conduct maintenance or make modifications to any Software Services; (B) in the event of a denial of service attack or other attack on the Software Services or other event that we determine, in our sole discretion, may create a risk to the applicable Software Services, to you or to any of our other customers if the Software Services were not suspended; or (C) in the event that we determine that any Software Services are prohibited by law or we otherwise determine that it is necessary or prudent to do so for legal or regulatory reasons (collectively, “Service Suspensions”). Kinnara, its affiliates, and their suppliers shall have no liability whatsoever for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that you may incur as a result of any Service Suspension.

(e) Use of User Content for Model Improvement

Notwithstanding anything to the contrary in this Agreement, Kinnara may use aggregated, de-identified, or anonymized derivatives of User Content (including, without limitation, metadata, embeddings, processed frames, or other derived data) to develop, train, fine-tune, or improve its artificial intelligence or machine learning models, algorithms, features, or Services, provided that such use does not identify you or any individual and complies with applicable law (including the California Consumer Privacy Act and California Privacy Rights Act). Kinnara will not use identifiable User Content for such purposes without your separate opt-in consent. You hereby grant Kinnara a perpetual, irrevocable, worldwide, royalty-free license to use such aggregated, de-identified, or anonymized data for these purposes.

9. AI Features and Third-Party Services Disclaimers

The Software’s AI features, including the locally running computer vision model and the integrations that pass frame data to third-party LLM services, are provided “as is” and may produce inaccurate, incomplete, biased, or unreliable results. Kinnara disclaims all warranties regarding the accuracy, reliability, or suitability of any outputs from the AI features or Third-Party Services. You assume all risks associated with reliance on such outputs, including potential intellectual property issues if outputs incorporate or derive from your User Content. Kinnara is not liable for any interruptions, errors, or changes in Third-Party Services that affect the Services. You agree that use of the AI features complies with all applicable laws, and you will not use them for illegal purposes, such as creating infringing or harmful content.

You further agree not to use any Outputs generated by the Services to develop, train, fine-tune, or improve any artificial intelligence, machine learning models, or related technologies, except as expressly permitted in this Agreement for your individual use of the Services. This restriction includes prohibiting the use of Outputs to create competing products or services or to train models that compete with the Services.

10. Compatibility and Updates

The Software is designed to be compatible with leading video editing platforms. However, Kinnara makes no warranties regarding ongoing compatibility, and disclaims liability for any interoperability issues arising from changes to third-party platforms or your system configuration. Kinnara may provide updates, patches, or enhancements to the Services which may be mandatory for continued use. You agree to install such updates promptly, and Kinnara may suspend or terminate access for failure to do so. Kinnara disclaims liability for any vulnerabilities or issues arising from use of outdated versions of the Services.

11. Force Majeure

In no event shall Kinnara be responsible or liable for or deemed in breach hereof because of any delay in the performance of its respective obligations hereunder due to circumstances beyond its reasonable control, including but not limited to acts of God; weather conditions; war; terrorism in any form; riots; acts of the public enemy; requirements, actions or failures to act on the part of governmental authorities preventing performance; accidents; fire; floods; epidemics; pandemics; strikes; and transportation delays or failures of telecommunications or internet infrastructure. The provisions of this section are in addition to the other limitations and conditions of this Agreement, including Section 5.

12. Export Control and Compliance

You agree to comply with all laws, rules and regulations applicable to the export of the Services, including U.S. Export Administration Regulations and Bureau of Industry and Security rules specific to AI technologies. In that regard, you agree not to export or transmit or download, directly or indirectly, the Services or any technical data or products received from Kinnara except in full compliance with all U.S. Export Administration Regulations and the import/export rules of any other country. Diversion contrary to U.S. or other law is expressly prohibited.

You agree to comply with all applicable export laws and regulations and the laws, regulations, and rules of any country or region which apply to any of your use of the Services, Documentation and related services. You represent and warrant that you will not use the Services for any illegal purposes, including but not limited to surveillance or activities violating privacy laws. By creating an account or using the Services, you are agreeing to the foregoing and you represent and warrant that you shall comply with the foregoing.

13. Injunctive Relief

Because of the unique nature of the Services, you understand and agree that Kinnara will suffer irreparable injury in the event you fail to comply with any of the terms and conditions of this Agreement and that monetary damages may be inadequate to compensate Kinnara for such breach. Accordingly, you agree that Kinnara will, in addition to any other remedies available to it at law or in equity, be entitled to injunctive relief, without posting a bond, to enforce the terms and conditions of this Agreement.

14. Termination

(a) You may terminate this Agreement at any time by canceling your Subscription through your account settings and ceasing all use of the Services.

(b) The Subscription will be automatically renewed upon the expiration of the then current term, unless you log into your account and cancel your Subscription prior to the expiration date. Fees at the time of automatic renewals will be at the then-current rates for such Subscriptions.

(c) Kinnara may immediately terminate or suspend this Agreement, your account, or access to the Services without notice if you breach any representation, warranty, agreement, or obligation contained or referred to in this Agreement, including, without limitation, non-payment or suspected abuse. Upon termination, you must cease using the Services.

(d) Upon termination or expiration Kinnara may retain anonymized usage data for internal purposes. Kinnara has no obligation to preserve or enable access to User Content post-termination.

(e) The provisions of Sections 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, and 18 of this Agreement, and any other provisions that by their nature should survive shall survive termination of this Agreement for any reason.

15. Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.

(a) Informal Resolution

Before initiating any formal dispute resolution proceeding, the parties agree to first attempt to resolve any dispute, claim, or controversy arising out of or relating to this Agreement or the Services (each, a “Dispute”) informally. Either party may initiate informal dispute resolution by sending a written notice describing the Dispute and proposed resolution to the other party. The parties shall attempt to resolve the Dispute through informal negotiations within thirty (30) days of the date of the initial notice.

(b) Mandatory Mediation

If a Dispute cannot be resolved through informal negotiations within the thirty (30) day period, the parties agree to submit the Dispute to non-binding mediation before a mutually agreed-upon mediator. If the parties cannot agree on a mediator within fourteen (14) days, either party may request that the American Arbitration Association (“AAA”) appoint a mediator. The mediation shall be conducted in accordance with the AAA Commercial Mediation Procedures then in effect. The mediation shall take place in San Francisco, California, or by videoconference if mutually agreed. Each party shall bear its own costs of mediation, and the parties shall share equally the fees of the mediator.

(c) Binding Arbitration

If a Dispute cannot be resolved through mediation within thirty (30) days of the commencement of mediation (or such longer period as the parties may agree), the Dispute shall be finally resolved by binding arbitration administered by the AAA in accordance with the AAA Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator mutually selected by the parties. If the parties cannot agree on an arbitrator within fourteen (14) days of the demand for arbitration, the arbitrator shall be appointed by the AAA in accordance with its rules. The arbitration shall take place in San Francisco, California. The arbitrator shall apply California law, without regard to conflicts of law principles, and shall have the authority to award any remedy or relief that a court of competent jurisdiction could award, subject to the limitations set forth in this Agreement. The arbitrator’s award shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. Each party shall pay its own attorneys’ fees and costs in connection with the arbitration, except as otherwise provided by law or awarded by the arbitrator. The parties shall share equally the arbitrator’s fees and the administrative fees of the AAA, except that if you demonstrate that such costs would be prohibitive compared to litigation costs, Kinnara may elect to pay as much of the fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive.

(d) Class Action Waiver

YOU AND KINNARA 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, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of class, collective, or representative proceeding. If this class action waiver is found to be unenforceable, then the entirety of this arbitration agreement shall be null and void, and the Dispute shall proceed in court.

(e) Waiver of Jury Trial

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND KINNARA EACH WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES.

This waiver shall apply regardless of whether the Dispute is ultimately resolved through arbitration, litigation, or otherwise.

(f) 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 or confidential information. Additionally, either party may bring an individual action in small claims court for Disputes within the scope of such court’s jurisdiction.

(g) Opt-Out

You may opt out of the arbitration and class action waiver provisions in Sections 16(c), 16(d), and 16(e) by sending written notice of your decision to opt out to founders@cocreate.so within thirty (30) days of first creating an account or accepting this Agreement. Your notice must include your name, mailing address, and a clear statement that you wish to opt out of arbitration. If you opt out, all other provisions of this Agreement will continue to apply.

16. Miscellaneous

(a) This Agreement shall be governed by the laws of the State of California, but not including the 1980 United Nations Convention on Contracts for International Sale of Goods or conflicts of law principles that would require the application of law of a different jurisdiction.

(b) This Agreement will be binding upon, and inure to the benefit of, the parties and their respective successors and assigns. You may not assign or transfer this Agreement without Kinnara’s prior written consent. Kinnara may freely assign or transfer this Agreement without restriction.

(c) The failure by Kinnara to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision nor in any way affect our right to enforce such provision thereafter. All waivers by us must be in writing to be effective.

(d) This Agreement, together with the Privacy Policy and any addendum or amendment included with the Software, is the complete agreement between Kinnara and you and supersedes all prior agreements, oral or written, with respect to the subject matter hereof. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.

(e) All communications and notices to be made or given pursuant to this Agreement shall be in the English language. This Agreement is prepared in the English language. In the event of a conflict between the English language version and any translated version, the English language version shall govern the parties’ relationship.

(f) Kinnara reserves the right to modify this Agreement at any time. If Kinnara makes changes to this Agreement, Kinnara will post the updated Agreement on the Website with a revised Effective Date and provide notice via email for material changes. Your continued access to or use of the Services after the Effective Date of the updated Agreement constitutes your acceptance of and agreement to be bound by the updated Agreement. If you do not agree to the updated Agreement, you must stop using the Services prior to the Effective Date.

17. Open Source Software

The Software may incorporate or include certain open source software components (“Open Source Components”) that are licensed under their respective open source licenses. Your use of the Software is subject to the terms of those licenses, to the extent required by each license. Kinnara provides attribution and license information for these Open Source Components at: https://www.cocreate.so/open-source-notices. To the extent any open source license requires that this Agreement or other terms be superseded or modified with respect to such Open Source Components, the terms of the applicable open source license shall prevail solely with respect to those components. Kinnara makes no warranty or representation with respect to any Open Source Components beyond what is required by the applicable open source license.