Embrace Strings

EMBRACE STUDIO

Terms of Service (Beta)

by Embrace Strings
Effective Date: September 14, 2026
Last Updated: September 14, 2026

Plain Language Summary

These Terms of Service govern your use of Embrace Studio. Here is what they actually say:

  • You must be 18 or older to use Embrace Studio during the beta.
  • This is beta software. It may contain bugs, data loss or interruption of service.
  • Your recordings and notes belong to you. We claim no ownership over your content.
  • You are responsible for what you record, including getting consent from anyone else in the recording.
  • We can suspend or terminate accounts that violate these terms.
  • We are a small company and our liability to you is limited. Read Section 11 for specifics.
  • These terms are governed by the laws of the State of Texas.

The full terms below are legally binding. If a conflict exists between this Plain Language Summary and the full terms of the document, the full terms take precedent.

1. Acceptance of Terms

By creating an account or using Embrace Studio, you agree to these Terms of Service ("Terms") and our Privacy Policy, which is incorporated here by reference.

These Terms constitute a legally binding agreement between you, the user, and Embrace Strings ("we," "us," "Embrace Studio," "Embrace Strings LLC"), a company based in Texas, United States.

We may update these Terms from time to time. When we make material changes, we will notify you by email at least 14 days before the change takes effect. Continued use of the Embrace Studio app ("app") after that date constitutes acceptance of the updated Terms.

2. Eligibility

During the beta period, Embrace Studio is available only to individuals who are 18 years of age or older and who have the legal capacity to enter into these Terms. By creating an account, you represent that you meet these requirements. We do not knowingly permit anyone under 18 to create an account during the beta; if we learn that a person under 18 has done so, we will suspend the account and handle its information in accordance with our Privacy Policy.

We intend to make the app available to musicians aged 13 to 17, with parental consent, in a future release under updated Terms.

If you no longer satisfy the eligibility requirements, you must stop using the app. We may request information reasonably necessary to confirm eligibility at any time.

3. Beta Software Disclaimer

The Embrace Studio app is currently being offered in a beta testing or pre-release phase. During this period, the app and its features may be incomplete and may not operate as they will in a future production release. By using the app during the beta period, you acknowledge and agree that:

  • The app may contain bugs, defects, errors, or other technical issues that may cause interruptions, delays, inaccurate results, unexpected behavior, or loss or corruption of data.
  • Features, functionality, content, and other aspects of the app may be modified, suspended, discontinued, or removed at any time, including without prior notice.
  • The app may be unavailable or temporarily interrupted from time to time for maintenance, upgrades, technical issues, or other reasons.
  • Recordings, notes, files, account information, or other content submitted to or stored through the app may be lost, corrupted, or become inaccessible as a result of technical or other issues.
  • We do not guarantee that any particular feature or functionality will remain available during or after the beta period.

We will use commercially reasonable efforts to maintain the availability and security of the app and to protect information in accordance with our Privacy Policy. However, during the beta period, we cannot guarantee uninterrupted availability, error-free operation, or the preservation or recovery of any particular content or data.

You are responsible for maintaining your own copies or backups of recordings, notes, files, and other content that is important to you. You should not use the app as the sole repository or backup for any content that you cannot afford to lose.

The beta period may end at any time, and we may transition the app to a subsequent release, modify the terms applicable to the app, or discontinue some or all beta features. If we make material changes to these Terms, we will provide notice as required by applicable law.

The beta period is scheduled to end on September 28, 2026, and may be extended. When it ends, we may ask you to accept updated Terms and an updated Privacy Policy before continuing to use the app, and paid plans, storage limits, or retention periods may be introduced as described in Section 4.5. Our Privacy Policy describes what happens to your account and User Content at the end of the beta.

4. Your Account

4.1 Account Creation

To use Embrace Studio, you must create an account with a valid email address, a password, your name, and your instrument. During the beta period, account creation also requires a beta access code provided by Embrace Strings.

4.2 Account Security

You are responsible for maintaining the security of your account, including keeping your password confidential. You are responsible for all activity that occurs under your account. If you believe your account has been compromised, change your password and use "Sign out of all devices" on your Profile, then contact us immediately at studio@embracestrings.com.

4.3 One Account Per Person

Each person may maintain only one account. Creating multiple accounts to circumvent access restrictions or these Terms is prohibited.

4.4 Accurate Information

You agree to provide accurate information when creating your account and to keep that information current. We may suspend accounts associated with false or inaccurate information.

4.5 Fees and Limits

Embrace Studio is free to use during the beta period. We may introduce paid plans, storage limits, or retention periods for recordings in the future. We will give you at least 14 days' notice before any fee or limit applies to your account, and we will never charge you without your explicit agreement. Notes, session history, and piece information will not be subject to storage limits.

5. Your Content

5.1 License to You and Content Ownership

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the app for your personal, educational, or internal business purposes during the period in which you are authorized to use the app.

As between you and us, you retain ownership of the recordings, musical works, piece names, notes, lyrics, photographs, videos, and other content that you submit, upload, create, store, or otherwise make available through the app ("User Content"), subject to the rights and licenses expressly granted in these Terms. We claim no intellectual property rights over your content.

This license to you does not give you any ownership interest in the app, its software, technology, content other than yours, trademarks, or other intellectual property. Except for the limited rights expressly granted in these Terms, all rights in and to the app and our intellectual property are reserved by us and our licensors.

5.2 License to Us

By uploading or creating audio, video and text content in the Embrace Studio app, you grant us a limited, worldwide, non-exclusive, royalty-free license to store, display, and process your content solely as necessary to:

  • provide, operate, maintain, secure, and improve the app and its features,
  • make your User Content available to you and to other users or persons with whom you choose to share it through the app,
  • perform backups, troubleshooting, technical support, and other administrative functions,
  • prevent fraud, abuse, security incidents, or violations of these Terms; and
  • comply with applicable law or a valid legal process.

We do not use your content for any other purpose. We do not sell it, share it, or use it to train Artificial Intelligence ("AI") models. See our Privacy Policy for full details.

No Transfer of Ownership

Except for the limited license expressly granted to us in these Terms, your use of the app does not transfer to us any ownership of or other proprietary interest in your User Content.

Likewise, we do not grant you any ownership interest in the app or our intellectual property. You may not copy, modify, distribute, sell, lease, sublicense, reverse engineer, or otherwise exploit the app or any portion of it except as expressly permitted by these Terms or applicable law.

Termination of License

The licenses granted under this Section will terminate when your right to use the app ends, except to the extent that continued use or retention of particular User Content is reasonably necessary for legitimate business purposes, compliance with law, dispute resolution, security, backup, or other purposes permitted by these Terms and our Privacy Policy.

Termination of your account or these Terms does not transfer ownership of your User Content to us.

5.3 Your Responsibility for Content

You are solely responsible for all content you create or upload in Embrace Studio. By uploading, submitting, or otherwise making User Content available through the app, you represent and warrant that:

  • You have all rights, permissions, licenses, and consents necessary to do so and to grant the license described in this Section.
  • You have the right to record all persons appearing or audible in the recording.
  • All persons visible or audible in the recording have consented to being recorded.
  • User Content does not infringe or violate another person's copyrights, intellectual property, trademarks, privacy rights or any applicable law, including wiretapping and recording-consent laws in your jurisdiction.

If your User Content contains material owned or controlled by another person, you are responsible for obtaining any permissions necessary to use that material and to make it available through the app. This includes sheet music you upload: you are responsible for ensuring you are entitled to make a copy of any score you store in the app — for example because it is in the public domain, you own it, or your license permits personal copies. Sheet music you upload is private to your account and is not shown to other users.

5.4 Prohibited Content

You may not use Embrace Studio to create, store, or transmit content that:

  • Is illegal under applicable law.
  • Violates the privacy or publicity rights of any person.
  • Infringes the copyright or other intellectual property rights of any third party.
  • Is harmful, threatening, abusive, or harassing to any person.
  • Contains malware, viruses, or other harmful code.

6. Acceptable Use

Embrace Studio is a personal practice tool for musicians. You agree to use the app responsibly and only for lawful purposes and in accordance with these Terms of Service. You may not use the app in any manner that could harm the app, its users, our business, or any other person.

Without limiting the foregoing, you agree that you will not:

  • Violate the law. Use the app to violate any applicable federal, state, or local law, regulation, court order, or other legal requirement.
  • Infringe intellectual property rights. Upload, share, transmit, reproduce, or otherwise make available any content that infringes or misappropriates another person's copyright, trademark, trade secret, patent, or other intellectual property rights.
  • Violate privacy or other rights. Upload or share personal information, photographs, recordings, or other material concerning another person without having the rights, permissions, or consents required by law.
  • Upload unlawful or harmful content. Upload, transmit, store, or share content that is unlawful, fraudulent, defamatory, threatening, harassing, abusive, excessively violent, or otherwise objectionable in a manner that violates applicable law or these Terms.
  • Harass, threaten, or exploit others. Use the app to harass, intimidate, threaten, stalk, exploit, or otherwise abuse another user or person.
  • Exploit or endanger minors. Use the app to solicit, exploit, groom, manipulate, endanger, or otherwise engage in inappropriate conduct involving a minor. You may not attempt to obtain personal information from a minor for an unlawful or unauthorized purpose.
  • Misrepresent your identity or authority. Impersonate another person or entity, falsely state or otherwise misrepresent your affiliation with another person or entity, or provide false information for purposes of obtaining an account.
  • Circumvent age requirements. Create or use an account in violation of the eligibility requirements in these Terms, including by misrepresenting your age.
  • Misuse communications features. Use messaging, sharing, commenting, or other interactive features to send spam, unsolicited commercial communications, malicious content, or content intended to deceive, defraud, harass, or harm another person.
  • Distribute malware or harmful code. Upload, transmit, distribute, or otherwise introduce viruses, malware, ransomware, spyware, corrupted files, or other harmful or disruptive code or materials.
  • Interfere with the app. Attempt to disrupt, damage, disable, overburden, impair, or interfere with the operation, security, or availability of the app or any server, network, or system used to provide the app.
  • Circumvent security measures. Attempt to gain unauthorized access to the app, another user's account, or any computer system, network, data, or service connected to the app, or attempt to circumvent authentication, security, access controls, or other protective measures.
  • Scrape or collect information improperly. Use automated means, including bots, crawlers, spiders, scripts, or scraping tools, to access the app or collect information from the app except as expressly authorized by us.
  • Use another person's account. Access or use another person's account without authorization or permit another person to use your account in a manner that violates these Terms.
  • Abuse the app for commercial purposes. Resell, sublicense, lease, or otherwise provide access to the app to third parties except as expressly authorized by us.
  • Circumvent usage restrictions. Attempt to bypass limitations, restrictions, or technical controls applicable to your account or use of the app.
  • Misuse User Content. Access, copy, download, distribute, or otherwise use another user's recordings, musical works, notes, or other User Content except as authorized by that user, permitted by the functionality of the app, or otherwise permitted by law.

Enforcement

We may investigate suspected violations of this Acceptable Use Section. If we reasonably believe that you have violated these Terms, we may take appropriate action, including removing or restricting access to content, suspending or terminating your account, restricting access to particular features, or taking other measures that we reasonably determine are necessary to protect the app, its users, or others.

Where appropriate, we may also report suspected unlawful activity to law enforcement or other appropriate authorities.

Nothing in this Section requires us to monitor User Content or communications, and we do not undertake an obligation to review all content or activity on the app. Our failure to enforce any provision of this Section in a particular instance does not waive our right to enforce it in the future.

7. Intellectual Property

7.1 Embrace Strings Ownership

The app, including all software, source code and object code, technology, functionality, features, user interface, design, graphics, text, documentation, databases, compilations, logos, trademarks, service marks, trade names, and other materials provided by or on behalf of Embrace Strings (collectively, the "Embrace Strings IP") are owned by Embrace Strings or its licensors and are protected by applicable intellectual property and other laws.

Except for the limited license to use the app expressly granted under these Terms, nothing in these Terms transfers to you any ownership interest in or to the Embrace Strings IP. All rights in the Embrace Strings IP that are not expressly granted to you are reserved by Embrace Strings and its licensors.

7.2 Trademarks

Embrace Strings' name, logos, product names, service names, trademarks, service marks, and other brand features are the property of Embrace Strings or its licensors. You may not use, copy, reproduce, modify, distribute, or display any Embrace Strings trademark or other brand feature without our prior written permission, except as permitted by applicable law.

You may not use Embrace Strings' trademarks or other branding in a manner that suggests that you are affiliated with, sponsored by, endorsed by, or otherwise associated with Embrace Strings when no such relationship exists.

7.3 Software and Technology

Subject to your compliance with these Terms, we grant you only the limited right to access and use the app as expressly provided in Section 5.1 of these Terms.

You may not, except to the extent expressly permitted by applicable law:

  • copy, reproduce, modify, adapt, translate, or create derivative works of the app or Embrace Strings IP;
  • sell, lease, license, sublicense, distribute, transfer, or otherwise make the app or Embrace Strings IP available to another person;
  • reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying ideas, algorithms, or structure of the app;
  • remove, alter, or obscure copyright, trademark, or other proprietary notices;
  • circumvent or attempt to circumvent technical restrictions, access controls, or security measures; or
  • use the app or Embrace Strings IP to develop a competing product or service, except as otherwise permitted by applicable law.

7.4 Feedback

If you provide suggestions, ideas, recommendations, bug reports, feature requests, or other feedback concerning the app or our products or services ("Feedback"), you grant Embrace Strings a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable, and sublicensable right to use, reproduce, modify, adapt, publish, distribute, display, perform, and otherwise exploit the Feedback for any lawful purpose without compensation or attribution to you.

You understand that we may use Feedback to develop, improve, or modify the app and our products and services, and that we are not obligated to use any Feedback you provide or to keep it confidential.

7.5 Improvements and Development

To the extent that any modification, enhancement, improvement, derivative work, or other development relating to the app or Embrace Strings IP is created by or on behalf of Embrace Strings, such development will be owned exclusively by Embrace Strings, subject to any third-party rights.

Nothing in this Section grants you any ownership interest in Embrace Strings' improvements, modifications, enhancements, or developments, even if they result from or incorporate your Feedback.

7.6 User Content Not Owned by Embrace Strings

Nothing in this Intellectual Property Section transfers ownership of your User Content to Embrace Strings. As between you and Embrace Strings, you retain ownership of your recordings, musical works, lyrics, notes, photographs, videos, and other content that you submit to the app, subject to the licenses and other rights granted to Embrace Strings under these Terms and our Privacy Policy.

Our rights to use User Content are limited to those expressly described in these Terms and do not constitute a transfer of ownership of your underlying intellectual property rights.

7.7 Third-Party Intellectual Property

The app may include or interact with software, content, services, or other materials owned by third parties. Such materials may be subject to separate license terms, copyrights, trademarks, or other proprietary rights. Nothing in these Terms grants you rights to third-party intellectual property beyond the rights necessary to use the app as permitted by these Terms.

7.8 Reservation of Rights

Except for the limited licenses expressly granted in these Terms, neither party grants the other any ownership interest or license to its intellectual property rights. Embrace Strings reserves all rights, title, and interest in and to Embrace Strings IP.

8. Privacy

Your privacy matters to us. Our Privacy Policy describes how we collect, use, and protect your personal information and is incorporated into these Terms by reference. By using Embrace Studio, you agree to the collection and use of your data as described in the Privacy Policy.

You can review our Privacy Policy at: www.embracestrings.com/privacy.

9. Termination

9.1 Termination by You

You may stop using the app at any time. You can delete your account from your Profile within the app; deletion takes effect immediately and permanently removes your account and User Content as described in our Privacy Policy. If you cannot access the app, you may request deletion by contacting us at the address in Section 14.5, and we will process the request within 5 business days.

Before deleting your account, you can download any recording, any piece, or your entire studio from within the app. A full-studio export requested before deletion remains downloadable from the emailed links for seven days afterwards.

9.2 Termination by Us

We may suspend or terminate your access to the app at any time, or terminate your account, with or without notice, if we reasonably believe that:

  • You have violated these Terms or any other applicable terms or policies,
  • Your use of the service poses a legal, security, reputational, or other material risk to Embrace Strings, the app, or another user,
  • We discontinue the Embrace Studio app,
  • We are required to do so by law,
  • You have violated applicable law or the rights of another person,
  • You are under 18, or
  • Suspension or termination is reasonably necessary to protect the app, its users, or Embrace Strings.

During the beta period, we reserve the right to suspend or terminate any account or portion of the app at our sole discretion, including to conclude the beta program, for business, technical, security or other legitimate reasons. Where reasonably practicable, we will provide notice before suspending or terminating your account and an opportunity to address the issue. We may, however, suspend or terminate access without prior notice where we reasonably believe immediate action is necessary to protect the app, its users, Embrace Strings, or another person, or where required or permitted by applicable law.

9.3 Effect of Termination

Upon termination of your account or your right to use the app:

  • your license to access and use the app will immediately terminate, except as otherwise provided in these Terms;
  • you must stop using the app and may no longer access or use features restricted to registered users;
  • we may deactivate or delete your account and associated information, subject to our Privacy Policy, applicable law, and any applicable legal, security, backup, or other legitimate retention requirements; and
  • termination will not affect any rights, obligations, or liabilities that accrued before termination.

Sections of these Terms that by their nature should survive termination include Sections 5 (Your Content), 7 (Intellectual Property), 10 (Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 13 (Dispute Resolution and Governing Law), and 14 (General Provisions).

Termination does not transfer ownership of your User Content to Embrace Strings. However, you acknowledge that we may retain or delete User Content in accordance with these Terms, our Privacy Policy, applicable law, and our ordinary backup and data-retention practices.

9.4 Data and User Content Following Termination

You can export your User Content at any time from within the app (see Section 9.1), and we encourage you to keep your own copies of anything important to you, particularly during the beta period. Except as stated in Section 9.1 and our Privacy Policy, we do not guarantee that User Content will remain available following termination of an account or discontinuation of the app.

To the extent permitted by applicable law, we are not responsible for restoring or providing access to User Content after your account has been terminated or the applicable service or feature has been discontinued.

9.5 No Waiver

Our decision to suspend, terminate, or refrain from terminating an account in response to a particular violation does not waive our right to enforce these Terms or take action in response to subsequent or other violations.

10. Disclaimers

10.1 General Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APP AND ALL FEATURES, FUNCTIONALITY, CONTENT, INFORMATION, AND SERVICES PROVIDED THROUGH THE APP ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EMBRACE STRINGS DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

10.2 Availability and Performance

We do not warrant or guarantee that:

  • The app will be available at any particular time or location;
  • The app will be uninterrupted, timely, error-free, or secure;
  • Any data you store in the app will be preserved or recoverable;
  • The app will meet your requirements or expectations;
  • Any defects in the app will be corrected;
  • Any particular feature or functionality will remain available;
  • The app will be compatible with every device, operating system, browser, network, or third-party service; or
  • Information or content available through the app will always be accurate, complete, current, or reliable.

The app may be modified, suspended, interrupted, or discontinued at any time, including during or following the beta testing period.

Some jurisdictions do not allow the exclusion of implied warranties. In those jurisdictions, the above exclusions apply to the fullest extent permitted by law.

10.3 User Content

We do not guarantee the accuracy, completeness, legality, quality, or reliability of User Content submitted, uploaded, shared, or otherwise made available by users.

You are solely responsible for evaluating User Content and determining whether it is appropriate for your intended use. We do not endorse or guarantee the views, opinions, recommendations, statements, or other content provided by users.

We are not responsible for the conduct of other users or for any harm resulting from interactions between users, except to the extent liability cannot lawfully be disclaimed.

10.4 Music and Creative Content

The app may be used to create, record, store, organize, share, or otherwise manage musical and other creative content. We do not warrant or guarantee that use of the app will result in any particular artistic, musical, commercial, financial, professional, or other outcome.

We do not provide legal, financial, accounting, business, music-industry, copyright, trademark, licensing, or other professional advice through the app. You are responsible for obtaining appropriate professional advice concerning your particular circumstances.

10.5 Third-Party Services and Content

The app may contain links to, integrate with, or depend upon third-party websites, applications, platforms, software, payment services, hosting services, or other products or services.

We do not control and are not responsible for third-party services or content. Your use of third-party services may be subject to separate terms and privacy policies imposed by the applicable third party.

We do not warrant the availability, accuracy, security, reliability, or performance of any third-party service, even if the service is accessible through or integrated with the app.

10.6 Security

We use commercially reasonable measures designed to protect the app and information maintained through the app. However, no method of transmitting, storing, or processing information over the Internet or through electronic systems can be guaranteed to be completely secure.

Accordingly, we do not warrant that the app or any information transmitted through or stored in the app will be completely secure or free from unauthorized access, disclosure, alteration, loss, or destruction.

10.7 No Guarantee of Data Preservation

You acknowledge that electronic data may be lost, corrupted, damaged, deleted, or become inaccessible for reasons beyond our reasonable control, including hardware or software failures, service interruptions, security incidents, third-party failures, user error, and other technical problems.

You are responsible for maintaining appropriate backups of your User Content. Except as otherwise required by applicable law, we do not guarantee the preservation or recovery of any particular User Content.

10.8 Internet and Third-Party Networks

Your use of the app may depend upon Internet access, mobile networks, telecommunications providers, hosting providers, and other infrastructure that we do not control. We are not responsible for delays, interruptions, failures, or other problems caused by networks, telecommunications systems, Internet service providers, devices, or other infrastructure outside our reasonable control.

11. Limitation of Liability

11.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EMBRACE STRINGS AND ITS OWNERS, MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, SUCCESSORS AND ASSIGNS ("EMBRACE STRINGS PARTY" OR COLLECTIVELY, THE "EMBRACE STRINGS PARTIES") WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, GOODWILL, REPUTATION, DATA, RECORDINGS, MUSICAL CONTENT, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO:

  • your access to or use of, or inability to access or use, the app;
  • any interruption, suspension, modification, or discontinuation of the app or any feature;
  • any loss, corruption, alteration, deletion, or inability to access User Content;
  • any errors, bugs, defects, or other problems with the app, including during the beta testing period;
  • your interactions or communications with other users;
  • User Content or other content submitted or made available by users;
  • unauthorized access to or use of the app or your account;
  • any third-party website, service, product, platform, or content;
  • any reliance on information or content made available through the app; or
  • any other matter arising out of or relating to the app or these Terms,

even if an EMBRACE STRINGS PARTY has been advised of the possibility of such damages.

11.2 Limitation of Aggregate Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE EMBRACE STRINGS PARTIES ARISING OUT OF OR RELATING TO THE APP OR THESE TERMS, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100) SINCE EMBRACE STUDIO IS CURRENTLY FREE DURING THE BETA PERIOD.

11.3 Exceptions

Nothing in these Terms will exclude or limit any liability, right, or remedy to the extent that such exclusion or limitation is prohibited by applicable law. To the extent any limitation or exclusion in these Terms is determined to be unenforceable, it will be enforced to the maximum extent permitted by applicable law.

11.4 Application to All Claims

The limitations and exclusions in this Section apply regardless of the legal theory asserted, including contract, warranty, negligence, strict liability, statute, tort, or any other legal or equitable theory, and regardless of whether Embrace Strings was advised of or should have known of the possibility of the applicable loss or damage.

If any portion of this Limitation of Liability Section is determined to be unenforceable, the remaining provisions will remain in effect to the fullest extent permitted by applicable law.

12. Indemnification

12.1 Your Indemnification Obligation

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Embrace Strings, its owners, officers, members, managers, directors, employees, contractors, affiliates, licensors, service providers, successors, assigns, and agents from and against any and all claims, demands, actions, proceedings, liabilities, damages, judgments, settlements, costs, losses, and expenses (including reasonable legal fees) arising from:

  • Your access to or use of the app;
  • Your User Content, including any claim that your User Content infringes, misappropriates, or otherwise violates the copyright, trademark, privacy, publicity, contractual, or other rights of another person;
  • Your violation of these Terms or any other applicable terms, policies, or rules;
  • Your violation of any applicable law or the rights of any third party;
  • Your violation of any applicable federal, state, or local law, regulation, or legal requirement;
  • Your failure to obtain any license, permission, authorization, release, or consent required for User Content that you upload, submit, store, transmit, or otherwise make available through the app;
  • Your interactions, communications, or transactions with other users or third parties through or in connection with the app;
  • Your misuse of the app or any feature or service provided through the app;
  • Your fraud, negligence, intentional misconduct, or other wrongful conduct;
  • Your violation of the rights of another person or entity; or
  • Any activity conducted through your account, except to the extent the claim results directly from Embrace Strings' own conduct for which Embrace Strings cannot legally require indemnification.

12.2 Intellectual Property Claims

Without limiting the foregoing, you are responsible for claims arising from your User Content or your use of music, recordings, lyrics, samples, photographs, artwork, performances, compositions, or other materials through the app.

You represent that you have obtained all rights and permissions necessary to use and make available such materials through the app. You agree to indemnify the EMBRACE STRINGS PARTIES against claims arising from your failure to obtain those rights or permissions.

12.3 Procedure

If a claim subject to indemnification under this Section is made against an EMBRACE STRINGS PARTY, Embrace Strings will provide you with reasonably prompt notice of the claim, provided that any delay in providing notice will not relieve you of your obligations except to the extent that the delay materially prejudices your ability to defend the claim.

Embrace Strings may participate in the defense of any indemnified claim with counsel of its choosing at its own expense. You will have control of the defense and settlement of the claim, subject to the requirements of this Section.

You may not settle any claim in a manner that:

  • imposes any admission of liability or wrongdoing on an EMBRACE STRINGS PARTY;
  • imposes any monetary or other obligation on an EMBRACE STRINGS PARTY;
  • requires an EMBRACE STRINGS PARTY to take or refrain from taking any action; or
  • adversely affects the rights, reputation, or interests of an EMBRACE STRINGS PARTY,

without Embrace Strings' prior written consent.

Embrace Strings may assume exclusive control of the defense of any claim if it reasonably determines that the claim could materially affect Embrace Strings or its interests. If Embrace Strings assumes control of the defense, you will continue to cooperate fully with Embrace Strings and will remain responsible for your indemnification obligations under this Section.

You agree to provide reasonable cooperation, information, documents, and assistance requested by Embrace Strings in connection with any claim subject to indemnification. Embrace Strings will make reasonable efforts to avoid unnecessary disclosure of confidential information in connection with any such claim. Nothing in this Section requires you to indemnify an EMBRACE STRINGS PARTY to the extent that such indemnification would be prohibited by applicable law. Nothing in this Section limits any rights or remedies that cannot legally be limited or waived.

13. Dispute Resolution

13.1 Informal Resolution First

Before filing a lawsuit, arbitration, or other formal proceeding concerning any dispute, claim, or controversy arising out of or relating to these Terms or your use of the app (a "Dispute"), you and Embrace Strings agree to first attempt in good faith to resolve the Dispute informally.

The party seeking to raise a Dispute must first provide the other party with written notice describing the nature and basis of the Dispute, the specific relief requested, and the contact information through which the parties may communicate regarding the Dispute (a "Dispute Notice").

13.2 Notice to Embrace Strings

If you have a Dispute with Embrace Strings, you must send the Dispute Notice using the contact information provided in the Contact section (Section 14.5) of these Terms or through any other method Embrace Strings designates for dispute notices.

A Dispute Notice should include:

  • your name and contact information;
  • a description of the facts and circumstances giving rise to the Dispute;
  • the provision of these Terms, if any, that you believe is relevant;
  • the relief or resolution you are requesting; and
  • any other information reasonably necessary for Embrace Strings to evaluate the Dispute.

13.3 Opportunity to Resolve

After receiving a valid Dispute Notice, the parties will have thirty (30) days to attempt to resolve the Dispute informally. The parties may mutually agree in writing to extend this period if additional time would reasonably facilitate resolution. During this period, you and Embrace Strings agree to communicate in good faith and provide reasonably available information necessary to evaluate the Dispute. Neither party is required to accept any proposed resolution or settlement.

13.4 No Formal Proceeding During Resolution Period

To the maximum extent permitted by applicable law, neither party may initiate a formal proceeding concerning a Dispute until the thirty-day informal resolution period has expired, unless an exception in this Section applies.

The informal resolution requirement is intended to provide the parties with a reasonable opportunity to resolve disputes efficiently and without unnecessary expense. It does not prevent either party from taking steps necessary to preserve a claim or comply with an applicable statute of limitations.

13.5 Exceptions

The informal dispute-resolution requirement does not apply to:

  • claims involving intellectual property rights, including claims concerning infringement or misappropriation;
  • requests for temporary, preliminary, or emergency injunctive or equitable relief;
  • claims involving unauthorized access to or interference with the app, accounts, computer systems, or networks;
  • claims that cannot legally be subject to a pre-suit informal resolution requirement; or
  • any other matter for which delaying a formal proceeding would materially prejudice a party's rights or ability to obtain appropriate relief.

Nothing in this Section prevents either party from seeking emergency or other equitable relief when necessary to prevent imminent or irreparable harm.

13.6 No Effect on Other Dispute-Resolution Provisions

Completion of the informal dispute-resolution process does not waive or modify any arbitration, forum-selection, governing-law, class-action waiver, or other dispute-resolution provisions contained elsewhere in these Terms. If the parties are unable to resolve a Dispute during the informal resolution period, either party may pursue the Dispute through binding arbitration or another applicable dispute-resolution procedure as provided in Section 13.7 (Binding Arbitration and Class Action Waiver) of these Terms, subject to any exceptions stated in that section.

13.7 Binding Arbitration and Class Action Waiver

Agreement to Arbitrate

Except as expressly provided in this Section, you and Embrace Strings agree that any dispute, claim, or controversy arising out of or relating to these Terms, the app, your use of the app, or the relationship between you and Embrace Strings (collectively, a "Dispute") will be resolved through binding individual arbitration rather than in court.

This arbitration agreement is governed by the Federal Arbitration Act ("FAA"), to the extent applicable, and applicable federal arbitration law. To the extent the FAA does not apply, applicable Texas law governing arbitration will apply.

The agreement to arbitrate is mutual. If a Dispute is subject to arbitration under these Terms, both you and Embrace Strings agree to resolve that Dispute through individual arbitration, subject to the exceptions stated below.

Informal Resolution Requirement

Before initiating arbitration, you and Embrace Strings must first complete the informal dispute-resolution process described in Sections 13.1 through 13.6 of these Terms, unless an exception in those sections applies.

The party seeking arbitration must first provide the other party with a written Dispute Notice as described in those sections and allow the applicable informal-resolution period to expire.

Arbitration Provider and Rules

Unless you and Embrace Strings mutually agree otherwise, arbitration will be administered by the American Arbitration Association ("AAA") under its applicable Consumer Arbitration Rules in effect when the arbitration is initiated.

The AAA's rules are incorporated into these Terms to the extent they are consistent with these Terms and applicable law.

If the AAA is unavailable or unwilling to administer the arbitration, the parties will mutually select another nationally recognized arbitration provider. If the parties cannot agree on a replacement provider, either party may request that a court with appropriate jurisdiction appoint an arbitrator or arbitration provider as permitted by applicable law.

Individual Arbitration Only

To the maximum extent permitted by applicable law, arbitration will be conducted solely on an individual basis.

You and Embrace Strings each agree that:

  • no arbitration may be brought or maintained as a class, collective, consolidated, or representative action;
  • neither party may participate as a representative, private attorney general, class member, or collective member in an arbitration involving another person;
  • the arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to resolve that party's individual claim; and
  • an arbitrator may not combine or consolidate the claims of different persons without the express written consent of all parties.

You and Embrace Strings expressly waive any right to have a Dispute resolved as a class, collective, consolidated, or representative action, to the extent such waiver is permitted by applicable law.

Small Claims Court

Notwithstanding the agreement to arbitrate, either party may bring an individual claim in small claims court if the claim qualifies for that court and remains within the jurisdictional limits of the applicable small claims court.

The party filing the claim must pursue the claim individually and may not bring it as a class, collective, consolidated, or representative action.

If a claim that qualifies for small claims court is transferred, appealed, or otherwise removed from small claims court such that it is no longer within the jurisdiction of that court, either party may require that the claim be resolved through arbitration in accordance with these Terms.

Arbitration Location and Remote Proceedings

Unless the parties agree otherwise, arbitration will be conducted remotely by telephone, video conference, or other electronic means when reasonably available.

If an in-person hearing is required, the hearing will take place in the county and state where you reside, unless you and Embrace Strings mutually agree to another location or the arbitrator determines that another location is required by applicable law or the circumstances of the case.

The arbitrator may conduct proceedings by written submissions, telephone, videoconference, or other electronic means when appropriate.

Arbitration Costs and Fees

The allocation and payment of arbitration fees and costs will be governed by the applicable AAA Consumer Arbitration Rules and applicable law.

Embrace Strings will pay or reimburse arbitration fees to the extent required by the applicable AAA rules or applicable law. You will not be required to pay arbitration fees that you are not legally required to pay. If the arbitrator determines that a party's claim or defense was frivolous or brought in bad faith, the arbitrator may allocate fees and costs to the extent permitted by applicable law and the applicable arbitration rules.

Each party will generally be responsible for its own attorneys' fees and expenses unless applicable law, the applicable arbitration rules, or an award by the arbitrator provides otherwise.

Arbitrator and Arbitrability

The arbitration will be conducted by a neutral arbitrator selected in accordance with the applicable AAA rules.

The arbitrator will have authority to resolve the merits of the Dispute and to award any relief that would be available to an individual party in a court of competent jurisdiction, subject to the limitations contained in these Terms and applicable law.

However, questions concerning whether an arbitration agreement was actually formed, whether a party validly agreed to arbitration, and whether a particular dispute is subject to arbitration will be determined by a court of competent jurisdiction unless applicable law provides otherwise.

Confidentiality

The parties may request appropriate protective measures from the arbitrator concerning confidential, proprietary, personal, or sensitive information disclosed during the arbitration. Nothing in these Terms prevents either party from making disclosures required by law, court order, or applicable arbitration rules.

Exceptions to Arbitration

Notwithstanding the foregoing, the following matters are not required to be submitted to arbitration:

  • individual claims properly brought in small claims court;
  • claims concerning infringement, misappropriation, or other violation of Embrace Strings' intellectual property rights;
  • claims seeking temporary, preliminary, or emergency injunctive or equitable relief necessary to prevent imminent or irreparable harm;
  • claims concerning unauthorized access to, interference with, or misuse of the app, Embrace Strings' systems, networks, or security measures;
  • matters that applicable law expressly provides cannot be subject to arbitration; and
  • disputes that the parties mutually agree in writing to resolve through another process.

Nothing in this Section prevents either party from seeking emergency relief from a court when necessary to preserve the status quo or prevent imminent or irreparable harm pending resolution of the underlying Dispute.

Severability of Class Waiver and Arbitration Provisions

If any portion of the individual-arbitration requirement or class, collective, consolidated, or representative-action waiver is determined to be unenforceable, that provision will be severed or modified only to the minimum extent necessary to make the remaining provisions enforceable, unless applicable law requires otherwise.

If a court determines that a particular claim or portion of a claim cannot legally be arbitrated, that claim or portion will remain in court while any remaining arbitrable claims will proceed in arbitration to the extent permitted by law.

Right to Reject Arbitration

You may reject this arbitration agreement by sending Embrace Strings written notice within thirty (30) days after you first accept these Terms. The notice must state that you are rejecting the arbitration provision and must include your name, the email address associated with your account, and a clear statement that you are opting out of arbitration.

An arbitration rejection notice must be sent using the contact information designated by Embrace Strings for legal notices (Section 14.5). If you timely reject arbitration, the remaining provisions of these Terms will continue to apply, but neither you nor Embrace Strings will be required to arbitrate Disputes that otherwise would have been subject to this Section, unless you and Embrace Strings later agree in writing to arbitrate a particular Dispute.

13.8 Governing Law

These Terms are governed by the laws of the State of Texas, United States, without regard to its conflict of law provisions. Any legal action arising from these Terms shall be brought in the courts of Texas.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Embrace Strings regarding the Embrace Studio app and supersede any prior agreements.

14.2 Severability

If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

14.3 No Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce it in the future.

14.4 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

14.5 Contact

If you have questions, concerns, or requests regarding these Terms of Service, the app, your account, or our services, you may contact us using the contact information provided below.

Company: Embrace Strings
Email: studio@embracestrings.com
Website: www.embracestrings.com

For matters concerning a legal notice, dispute, intellectual property claim, or other formal notice under these Terms, please use the contact information designated for legal notices below:

Legal Notices: studio@embracestrings.com
Mailing Address: 31610 Wild Oak Hill, Fair Oaks Ranch TX 78015

For privacy-related questions or requests, please refer to our Privacy Policy and use the contact information provided in that policy.

We will make reasonable efforts to respond to inquiries within a reasonable period of time. However, submitting a question, complaint, or other communication does not necessarily constitute formal legal notice unless the communication satisfies any applicable notice requirements under these Terms or applicable law.

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