1.1. These Terms apply only to Advertisers. These Terms apply to you when you choose to use Narrativ as an advertiser, typically by creating an advertiser account ("Advertiser"). We have different terms for people who use Narrativ to synthesize and license their own voice ("Talent").

1.2. Our Agreement with Advertisers. These Advertiser Terms of Service (these "Terms") form a contract between you and Narrativ, Inc. ("Narrativ", "we" or "us") governing your use of the Service in your capacity as an Advertiser ("you"). By accepting these Terms or by accessing or using the Service as an Advertiser you acknowledge that you have read, understood, and agree to be bound by these Terms. In these Terms, we refer to all users of the Service—whether Talent, Advertiser or otherwise—as "Users." The Service collects and processes personal information from Users as described in our Privacy Policy at https://narrativ.ai/privacy-policy.

1.3. Eligibility. You must be 18 or older to use the Service. If you are entering into these Terms on behalf of a company, business or other legal entity, you represent and warrant that you have the authority and all rights necessary (A) to bind that legal entity to these Terms and (B) "you" refers both to that legal entity and to you, as a user of the Service. If you lack such authority, you must not create an account or otherwise use the Service in the legal entity's name. Upon Narrativ's request, you must provide any documentation we request to verify that you have the authority and all rights necessary to represent such individual or entity and to grant the rights as set forth in these Terms.

1.4. These Terms don't govern your direct commercial relationship with Talent. If you want to license a Voice Model from Talent, the Service facilitates your ability to reach an agreement with Talent quickly. But, to be clear, these Terms do not form an agreement between you and Talent, and Narrativ is not and will not be party to any agreement you enter with Talent, except where the agreement specifies otherwise.

1.5. Updates. Narrativ may change these Terms from time to time by updating the Last Updated date above We will try to notify you if we make material changes, such as by emailing the address you specify in your Account or by posting a notice on the Site, at least fourteen (14) days before the updated version becomes effective. You can review the most current version of these Terms at any time at https://narrativ.ai/terms-and-conditions. The current version of these Terms will apply as of the Last Updated date above, and if you use the Service after that date, your use will constitute acceptance of the revised terms and conditions. If any change to these Terms is not acceptable to you, your only remedy is stop using the Service and send a cancellation email to support@narrativ.ai.

1.6. Important. If you do not or cannot agree with anything in these Terms, now or in the future, you may not use the Service and must cancel any Account by sending a cancellation email to support@narrativ.ai.

2.1. About the Service. As used in these Terms, the "Service" includes:

(a) the Site;

(b) the custom neural voice models created by Narrativ's technology from Talent's name and vocal attributes (the "Voice Models"); and

(c) all software, data, reports, text, images, sounds, video, and content provided by the Service, except any content provided by Users, such as Your Materials (collectively, "Our Content").

2.2. Accounts. As part of the registration process, you will identify an administrative username and password for your account ("Account"). You agree to inform us, through your Account or in writing, if you are a signatory or otherwise subject to an agreement with or the rules of any guild, union or other body, such as SAG-AFTRA (any such collective bargaining organization, a "Guild"). As part of the Service, we or you may create a profile ("Profile") connected to your Account, based on the information you provide and your Service activity.

2.3. Using the Service. As an advertiser, you can try out Voice Models and use them to create audio ads ("Audio Ads"). You'll need to buy rights to use or commercialize Audio Ads. To do that, you'll use the information in the applicable Talent Profile to make a proposal on a potential agreement with Talent governing your Audio Ads and, to the extent applicable, otherwise licensing Talent's likeness to you (any, a "Talent-Advertiser Agreement").

2.4. Your Materials. You are solely responsible for all photos, images, videos, graphics, written content, code, data, information, feedback, suggestions, text, and other materials that you upload, post, deliver, provide, store or otherwise transmit in connection with or relating to the Service (collectively with any Audio Ads you create, "Your Materials").

• You agree that Narrativ can, at any time, review and delete any or all of Your Materials submitted to the Service, although Narrativ is not obligated to do so.

• You grant Narrativ a non-exclusive, sub-licensable, royalty-free, irrevocable, worldwide right and license to (a) use Your Materials to (i) operate and provide the Service and to perform our obligations and exercise our rights under these Terms, and (ii) to develop and improve the Service and other Company offerings, and (b) with your approval, perform and display your Audio Ads (or portions thereof) for the promotion of the Service. These rights will survive any expiration or termination of these Terms.

3.1. Narrativ's primary role with respect to your engagement of Talent is to facilitate your ability to reach a Talent–Advertiser Agreement. In some cases, a specific type or form of contract is required, such as where Talent has provided a form of agreement or indicated that a guild or union contract must be used to license their Voice Model ("Guild Licenses"). Where a Guild License applies to you, Narrativ or an Advertiser, it controls over these Terms to the extent the Guild License and these Terms conflict.

3.2. Guild Licenses. You acknowledge that certain Voice Models and Audio Ads may only be created and/or used pursuant to a Guild License. In the event of any conflict between these Terms and any Guild License, the Guild License will control to the extent of the conflict. You acknowledge that Guild Licenses may (i) require you to contract with third parties, in lieu of or in addition to Talent, (ii) restrict, limit or condition the use and dissemination of your Audio Ads, (iii) carry minimum and ongoing payment obligations to Narrativ or third parties, (iv) require you to take commercially reasonable steps to ensure the security of any your Audio Ads and/or (v) be subject to third-party administration and rules, as indicated at the time of your purchase of the Guild License. Further, if you are not a signatory to an agreement with the applicable Guild (or have not specified that to us, as described under 'Accounts' at Section 2.2), then, notwithstanding anything herein to the contrary (including Section 3.4), the Guild License may provide that Narrativ retains ownership and title in and to any rights in respect of the applicable Audio Ads, until your payment obligations have been fully satisfied or performance rights have exhausted or any other circumstance described in the Guild License, at which point Narrativ will assign its retained title and ownership rights to you, in each case as described in the Guild License.

3.3. You acknowledge and agree that Narrativ is not responsible for any of your Audio Ads. You are responsible for Your Materials, your Audio Ads (including descriptions, defects, required legal disclosures, regulatory compliance, offers or promotional content, and compliance with any applicable laws or regulations). You represent and warrant that Your Materials will be true, accurate, and complete, and will not violate any applicable laws, regulations, or rights of third parties.

3.4. Except as otherwise agreed by Narrativ, you remain responsible for Your Materials, all aspects of the transactions and interactions between you and Talent, your relationships and arrangements with Advertisers (including Talent-Advertiser Agreements), your promotion or marketing of Audio Ads. This includes, but is not limited to, communicating with Talent and negotiating Talent-Advertiser Agreements through the Service, confirming that payments have been received by Talent and otherwise complying with your obligations under these Terms, any Talent-Advertiser Agreement(s), including any Guild License(s).

3.5. Other than incorporating technology designed to monitor usage of Audio Ads, Narrativ does not monitor or investigate any other potential or actual use or exploitations of Talent voices or likenesses outside of the Service. Many voices share vocal attributes, and audio may be misconstrued or mistaken as incorporating a particular voice. However, we take copyright infringement seriously. To report potential copyright infringement on our Service or in connection with Audio Ads, please review our Copyright Policy.

3.6. As between you and Narrativ, and to the extent permitted by applicable law, you own your Audio Ads and, subject to your compliance with these Terms and solely to the extent Narrativ obtains any ownership in any copyrights in your Audio Ads, Narrativ hereby assigns to you our ownership interest in such copyrights to your Audio Ads. your Audio Ads are deemed to be part of Your Materials for purposes of these Terms.

4.1. Fees for the Service. If you purchase any subscription to the Service or otherwise use any paid portion of the Service, you agree that you will pay the applicable subscription fees and/or transaction fees for your Audio Ads that are created in connection with the Service, in each case as set forth on the Service (the "Fees") in accordance with these Terms. We reserve the right to change the Fees. If Narrativ does change any Fees, Narrativ will provide notice of the change on the Site or in email to you, at Narrativ's option, at least 14 days before the change is to take effect. Your continued use of the Service after a Fee change becomes effective constitutes your agreement to the changed amount. Changes in subscription Fees will become effective upon the renewal of your subscription.

4.2. Payments to Talent. In addition, you will pay Talent the applicable fees under your Talent-Advertiser Agreement(s) in accordance with the process and procedures set forth in the Service.

4.3. Tax. You shall be responsible for all taxes associated with your use of the Service other than U.S. taxes based on Narrativ's net income.

4.4. Payment Providers. Notwithstanding any amounts owed to Narrativ hereunder, NARRATIV DOES NOT PROCESS PAYMENT FOR SERVICE FEES OR PAYMENTS TO TALENT. To facilitate payment to Narrativ for the Service or from any Advertiser to Talent, Narrativ uses third-party payment and payroll providers. In general, we use Stripe, Inc. and its affiliates ("Stripe") to process payments; where a Guild License applies or a payroll processor is otherwise required, we will use a payroll provider compliant with the Guild License and any agreement between Narrativ and the Guild (any, a "Payroll Provider"). Payment processing services provided by Stripe are subject to the Stripe terms and conditions and other policies available at https://stripe.com/legal and Stripe's Global Privacy Policy available at: https://stripe.com/privacy (collectively, the "Stripe Agreements"). Any Payroll Provider terms and conditions will be described in the applicable Talent-Advertiser Agreement or Guild License (collectively with the Stripe Agreements, "Payments Terms").

By agreeing to these Terms, users that use the payment functions of the Service also agree to be bound by the applicable Payments Terms, as the same may be modified by the applicable provider from time to time. Please contact Stripe or the Payroll Provider for more information. You hereby authorize Stripe and/or the applicable Payroll Provider to store and continue billing your specified payment method even after such payment method has expired, to avoid interruptions in payment for your use of the Service. Please contact Stripe for more information. Narrativ assumes no liability or responsibility for any payments you make through the Service.

5.1. You acknowledge that Narrativ may establish general practices and limits concerning use of the Service, including the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Narrativ's or its third-party service providers' servers on your behalf. You agree that Narrativ has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Narrativ reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Narrativ reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

5.2. Subject to your ongoing compliance with these Terms, you may access and use the Service only for lawful, commercial purposes. All rights, title and interest in and to the Service and its components (including all Usage Data, as defined below) will remain with and belong exclusively to Narrativ. You shall not (a) sublicense, resell, rent, lease, transfer, assign, time share or make the Service available to any third party; (b) use the Service in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of the Service or its components, (c) modify, adapt, interfere with, or hack the Service to, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks, (d) use manual or automated software, devices, scripts, redirects, robots, other means or processes to access, "scrape", "crawl" or "spider" any web pages or other services contained in the Service, (e) use the Service for any purpose not expressly permitted by these Terms, (f) copy, store or otherwise access any information contained on the Site for purposes not expressly permitted by these Terms, (g) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity, (h) systematically retrieve data or other content from the Service to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise, (i) attempt to probe, scan, or test the vulnerability of any Narrativ system or network or breach any security or authentication measures, or (j) advocate, encourage, or assist any third party in doing any of the foregoing. You shall comply with any codes of conduct, policies or other notices Narrativ provides you or publishes in connection with the Service, and you shall promptly notify Narrativ if you learn of a security breach related to the Service.

5.3. Permitted Use. You may not use the Service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any applicable laws (including but not limited to copyright laws). You will comply with all applicable laws, rules and regulations (including but not limited to obtaining and complying with the requirements of any license or permit that may be necessary to operate or promote your products or services) in your use of the Service, your use of your Audio Ads and your performance of obligations under these Terms. Without limiting the foregoing, you will not use the Service to generate any Ads for or that include any (a) illegal, fraudulent or deceptive activity or content, (b) child sexual abuse material or any content that exploits or harms children, or (c) hateful, harassing or violent activity or content.

5.4. You also hereby grant Narrativ the right, during and after the term of these Terms, to derive statistical, usage and other data regarding the Service, including regarding your Audio Ads (collectively, "Usage Data"), and Narrativ will own and retain all right, title and interest in and to such Usage Data.

5.5. Any questions, comments, suggestions, ideas, feedback, reviews, or other information about the Service ("Submissions"), provided by you to Narrativ are non-confidential and Narrativ will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment, attribution, or compensation to you.

5.6. The Service may provide links, access to, or otherwise require you to use services, sites, technology, and resources that are provided or otherwise made available by third parties (the "Third-Party Services"). Your access and use of the Third-Party Services may also be subject to additional terms and conditions, privacy policies, or other agreements with such third party, and you may be required to authenticate to or create separate accounts to use Third-Party Services on the websites or via the technology platforms of their respective providers. Some Third- Party Services may provide us with access to certain information that you have provided to third parties, including through such Third-Party Services, and we will use, store and disclose such information in accordance with our Privacy Policy. Narrativ has no control over and is not responsible for such Third-Party Services, including for the accuracy, availability, reliability, or completeness of information shared by or available through Third-Party Services, or on the privacy practices of Third-Party Services. You, and not Narrativ, will be responsible for any and all costs and charges associated with your use of any Third-Party Services. Narrativ enables these Third- Party Services merely as a convenience and the integration or inclusion of such Third-Party Services does not imply an endorsement or recommendation. Any dealings you have with third parties while using the Service are between you and the third party. Narrativ will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third-Party Services.

5.7. You are responsible for maintaining the confidentiality of your login, password and Account and for all activities that occur under your login or Account. You agree that Narrativ has right to access your Account in order to respond to your requests for technical support, and to share your Account credentials and passwords with its third- party service providers for the purpose of providing the Services. Narrativ has the right, but not the obligation, to monitor the Service, Audio Ads or Your Materials. You further agree that Narrativ may remove or disable any content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content), or for no reason at all.

5.8. You understand that the operation of the Service, including Your Materials, may be unencrypted and involve: (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices; and (c) transmission to Narrativ's third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Service. Although Narrativ uses commercially reasonable efforts to safeguard Voice Models and all other materials containing or reflecting Talent likenesses that the Service maintains, the Service is neither a backup solution nor can it ever be 100% secure. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of Your Materials. Narrativ will have no liability to you for any unauthorized access or use of any of Your Materials, or any corruption, deletion, destruction or loss of any of Your Materials.

5.9. You shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Service, including, without limitation, modems, hardware, server, software, operating system, networking, web servers, long distance and local telephone service (collectively, "Equipment"). You shall be responsible for ensuring that such Equipment is compatible with the Service (and, to the extent applicable, the Software) and complies with all configurations and specifications set forth in Narrativ's published policies then in effect. You shall also be responsible for maintaining the security of the Equipment, your Account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of your Account or the Equipment with or without your knowledge or consent.

5.10. The failure of Narrativ to exercise or enforce any right or provision of these Terms shall not be a waiver of that right. You acknowledge that these Terms is a contract between you and Narrativ, even though it is electronic and is not physically signed by you and Narrativ, and it governs your use of the Service.

5.11. Narrativ reserves the right to use your name and/or company name as a reference for marketing or promotional purposes on Narrativ's website, social media, and in emails and other communications with third parties. To decline Narrativ this right you need to email support@narrativ.ai stating that you do not wish to be used as a reference. Narrativ may issue one or more press releases announcing its relationship with Advertiser with Advertiser's prior written approval, such approval not to be unreasonably withheld, conditioned, or delayed.

You have the right to terminate your Account at any time by sending a cancellation request to support@narrativ.ai. Subject to earlier termination as provided below, Narrativ may terminate your Account at any time by providing thirty (30) days prior notice to the administrative email address associated with your Account. In addition to any other remedies we may have, Narrativ may also terminate your Account upon ten (10) days' notice (or fewer, in cases of egregious misconduct), if you breach these Terms, any Talent-Advertiser Agreement or take any other action with material detrimental effect. conditions of these Terms. Narrativ reserves the right to modify or discontinue, temporarily or permanently, your access to or use of the Service (or any part thereof). All of Your Materials and your Audio Ads on the Service (if any) may be permanently deleted by Narrativ upon any termination of your Account in its sole discretion. These Terms will remain enforceable, regardless of the status of your use or Account. Termination of your access or Account will not limit any of our other rights or remedies at law or in equity.

You represent and warrant to Narrativ that (i) you have full power and authority to enter into these Terms; (ii) you own all Your Materials or have obtained all permissions, releases, rights or licenses required to create and perform or distribute, as applicable, your Audio Ads and engage in your advertising activities (and allow Narrativ to perform its obligations) in connection with the Service without obtaining any further releases or consents; (iii) Your Materials, your Audio Ads and other activities in connection with the Service, and Narrativ's exercise of all rights and license granted by you herein, do not and will not violate, infringe, or misappropriate any third party's copyright, trademark, right of privacy or publicity, or other personal or proprietary right, nor do Your Materials or your Audio Ads contain any matter that is defamatory, obscene, unlawful, threatening, abusive, tortious, offensive or harassing; (iv) you comply with the Eligibility requirements in Section 1.3, and your use of the Service will be limited to commercial and not personal, family, or household purposes; (v) you will comply with these Terms, any Talent-Advertiser Agreements you enter into and all applicable laws.

Narrativ cannot make any representation or guarantee that Advertisers, Talent or other Users will achieve any particular outcome as the result of promoting any products or services or engaging in any other transaction in relation to the Service. The Service may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Narrativ or by third-party providers, or because of other causes. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND NARRATIV EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT NARRATIV DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM NARRATIV OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

9.1. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, OR OTHERWISE) SHALL NARRATIV BE LIABLE TO YOU OR ANY THIRD PARTY FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, OR (B) FOR ANY AGGREGATE DAMAGES, COSTS, LOSSES OR LIABILITIES IN EXCESS OF THE FEES ACTUALLY PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED ($100) U.S. DOLLARS. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THESE TERMS.

9.2. These limitations apply only to the extent they are not prohibited by applicable law. To the extent permissible, any implied warranties that cannot be excluded are limited to ninety (90) days, or such longer period as applicable law requires.

10.1. You shall defend, indemnify, and hold harmless Narrativ from and against any third-party claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from (a) your breach of these Terms or any third party's rights, (b) your violation of any law or any agreement between you and a third party, (c) of Your Materials or your Ad Campaigns, or (d) your other access, contribution to, use or misuse of the Service, including any aspect of any transaction, arrangement, or interaction with any Talent or other Users. Narrativ reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section, without prejudice to your obligation to indemnify and hold harmless Narrativ. In such case, you agree to cooperate with any reasonable requests assisting Narrativ's defense of such matter.

11.1. User Interactions. You agree that you are solely responsible for your interactions with any other Users (including Talent) in connection with the Service (including any payments under Talent-Advertiser Agreements or Guild Licenses). Narrativ will have no liability or responsibility for your interactions or payment obligations. By using the Service, you agree that any legal remedy or liability that you seek to redress actions or omissions of other Users or third parties will be limited to individual claims against each such User or other third party, and you agree not to attempt to impose liability on, or seek any legal remedy from, Narrativ with respect to such actions or omissions. Narrativ reserves the right, but has no obligation, to become involved in any way with disputes between you and any other User (including any Talent).

11.2. Arbitration. Any controversy or claim between you and Narrativ arising out of this Agreement must be filed with and settled by final and binding arbitration in accordance with the then-current streamlined arbitration procedures of JAMS. The arbitration will be filed and heard on an expedited basis in New York City, New York. The arbitrator's remedial authority shall be no greater than that which is available under the statutory or common law theory asserted. Judgment upon any award rendered by the arbitrator may be entered in any court with appropriate jurisdiction. Neither this agreement to arbitrate nor any demand for arbitration waives or otherwise affects Narrativ's right to obtain any provisional remedy, including, without limitation, injunctive relief. You and Narrativ understand and acknowledge that entering this Agreement, you and Narrativ give up the right to a jury trial and to a trial in a court of law.

12.1. No Endorsement. You understand and agree that Narrativ is not involved in the interactions between Advertisers and Talent and does not refer or endorse or recommend any particular Talent. You also understand and acknowledge that Narrativ does not edit, modify, filter, screen, monitor, endorse or guarantee Your Materials, your Audio Ads or the content of communications with any Talent.

12.2. Governing Law. These Terms shall be governed by the laws of the State of New York without regard to the principles of conflicts of law. Unless otherwise elected by Narrativ in a particular instance, you hereby expressly agree to submit to the exclusive personal jurisdiction of the courts of the State of New York for the purpose of resolving any dispute relating to your access to or use of the Service.

12.3. U.S. Government Matters. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction. Software available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading, accessing or using the Software or Service is at your sole risk. You may not remove or export from the United States or allow the export or re-export of the Service or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the software and documentation installed by Narrativ on your Equipment (if applicable) are "commercial items" and according to DFAR section 252.227 7014(a)(1) and (5) are deemed to be "commercial computer software" and "commercial computer software documentation." Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of these Terms and will be prohibited except to the extent expressly permitted by the terms of these Terms.

12.4. Assignment. You may not assign these Terms without the prior written consent of Narrativ, but Narrativ may assign or transfer these Terms, in whole or in part, without restriction. Any attempted assignment, delegation, or transfer by either party in violation hereof will be null and void. Subject to the foregoing, these Terms will be binding on the parties and their successors and assigns.

12.5. Miscellaneous. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. Both parties agree that these Terms is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of these Terms and you do not have any authority of any kind to bind Narrativ in any respect whatsoever. In any action or proceeding to enforce rights under these Terms, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. Narrativ will promptly process and investigate notices of alleged infringement and will take appropriate actions under the DMCA and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Narrativ&pos;s Copyright Agent at support@narrativ.ai (subject line: “DMCA” Takedown Request”). You may also contact us by mail or facsimile at:
Attention: Copyright Agent
Narrativ, Inc.
108 Downing Street Apt. 4D, Brooklyn, NY 11238

Email: support@narrativ.ai

To be effective, the notification must be in writing and contain the following information:

If you believe that the relevant Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use such Content, you may send a written counter-notice containing the following information to the Copyright Agent:

If a counter-notice is received by the Copyright Agent, Narrativ will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider or User, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Narrativ's sole discretion.

In accordance with the DMCA and other applicable law, Narrativ has adopted a policy of terminating, in appropriate circumstances and at Narrativ's sole discretion, Users who are deemed to be repeat infringers. Narrativ may also at its sole discretion limit access to the Site and/or terminate the Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.