Terms of Service

These Terms of Service (“Terms”) form a binding agreement between you (“you,” “your,” or “User”) and IAH.FIT Inc., a Delaware corporation with its principal place of business at 21750 Hardy Oak Blvd, Ste 104, San Antonio, TX 78258-4946 (“HitZERØ,” “we,” “us,” “our”). They govern your use of hitzero.com, hitzero.ai, and any related software, applications, APIs, and services (collectively, the “Platform”). By creating an account, accessing the Platform, or generating any Creation, you accept these Terms in their entirety. If you do not accept them, do not use the Platform.

These Terms are designed to operate together with any HitZERØ Commercial Use and Rights Certificate or Non-Exclusive Commercial License Certificate issued with a Creation (each, a “Certificate”). Where a Certificate addresses the grant of rights, the scope of those rights, or HitZERØ’s defense and indemnity for a Rights-Chain Claim, the Certificate and these Terms are intended to state the same allocation. The specific provisions identified in Section 6.6 control in the event of conflict.

1. Who Can Use HitZERØ — Your Creative Space

HitZERØ is built for creators who want to make original music and hold the rights to what they create.

1.1 Age Requirements.You must be at least thirteen (13) years old to use the Platform. The Platform is not directed to children under 13, and we do not knowingly collect personal information from anyone under 13. If we learn that we have collected personal information from a child under 13, we will promptly delete it in accordance with the Children’s Online Privacy Protection Act (“COPPA”).

1.2 Minors (Ages 13–17).Users between 13 and 17 may use the Platform only with the consent and supervision of a parent or legal guardian, who agrees to be bound by these Terms on the minor’s behalf and assumes responsibility for supervising the minor’s use of the Platform. The parent or legal guardian is jointly and severally liable for the minor’s compliance with these Terms.

1.3 Registration. You must use accurate, current, and complete information when registering. Each user is permitted one (1) account unless we expressly authorize multiple accounts in writing.

1.4 PG-13 Content Standard. “PG-13” means content equivalent to the MPAA PG-13 rating standard, excluding profanity, explicit sexuality, drug glorification, and graphic violence. This standard applies to all content created, uploaded, requested, or distributed through the Platform.

1.5 Content Moderation. We use automated, real-time AI moderation designed to maintain the PG-13 standard by detecting and filtering profanity, bullying, hate speech, drug references, and other inappropriate content. Moderation is provided on a commercially reasonable, best-effort basis only. We do not represent or warrant that the moderation system will detect, block, or filter all violating content, and you may still encounter content that violates these standards.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HITZERO DISCLAIMS ALL LIABILITY ARISING FROM (a) CONTENT THAT IS NOT DETECTED, BLOCKED, OR FILTERED BY OUR MODERATION SYSTEM, OR (b) CONTENT THAT IS DETECTED, BLOCKED, OR FILTERED IN ERROR.

2. Your Account

2.1 Account Security. You are responsible for the confidentiality of your account credentials and for all activity that occurs under your account. You agree to provide accurate registration information, keep it current, and notify us at legal@hitzero.com immediately if you suspect unauthorized use.

2.2 Compromised Credentials. If your account is compromised, we may suspend access until you complete identity verification. We are not liable for losses arising from compromised credentials except as required by applicable law.

3. The Service: Sonic Intelligence and Original Creations

3.1 Platform Description.HitZERØ provides AI-assisted creation tools, including the IAH Resonance Engine™, Sonic Intelligence™, and Sonic Infusion™, that help you generate original music, lyrics, and audio works (“Creations” or “Output”) through a human-directed creative process. The Platform is engineered to produce original outputs.

3.2 Probabilistic Nature of AI. You acknowledge that AI systems are probabilistic and that, despite our originality safeguards and content controls, outputs may on rare occasions resemble pre-existing works without our intent or knowledge. Due to the nature of artificial intelligence, Creations may share stylistic or structural similarities with other outputs generated on the Platform. We do not guarantee the absolute uniqueness of any Creation, and you acknowledge this inherent risk.

3.3 No Copyright Eligibility Guarantee.As U.S. law currently stands, AI-generated content without sufficient human authorship may not be registrable with the U.S. Copyright Office. The U.S. Copyright Office’s January 2026 guidance reaffirmed that outputs of generative AI models are not eligible for copyright protection unless a human author made sufficiently creative contributions beyond prompting. HitZERØ does not warrant that any Creation will be copyrightable. As described in Section 4, the registrability of a Creation does not affect the Exploitation Rights you hold in it.

3.4 HitZERØ Sonic Intelligence. Creations on HitZERØ are produced by the HitZERØ generation system, which includes our proprietary AI models and the Sonic Intelligence™ resonance engine. All Creations delivered to you are final-stage outputs of the HitZERØ Sonic Intelligence™ resonance engine.

3.5 Supplementary Technology. HitZERØ retains full discretion over the technical components used inside the HitZERØ generation system, including the right to add, remove, update, swap, or supplement components at any time and for any reason, including capacity, quality, performance, redundancy, system maintenance, or vendor changes.

From time to time and at HitZERØ’s sole discretion, the generation system may incorporate vetted third-party AI technologies as input components. HitZERØ selects third-party input components based on documented rights practices and alignment with HitZERØ’s training data sourcing standards as set forth in the IAH Provenance Framework. Third-party input components used in the generation system are selected on the basis that their use does not introduce training data of undocumented provenance into the generation of your Creation.

HitZERØ is under no obligation to disclose which components are active at any given time, the frequency of their use, or the identities of any third-party providers. Regardless of which components contribute to an input stage, every Creation passes through the HitZERØ Sonic Intelligence™ resonance engine before delivery, and the final Creation is a HitZERØ output.

3.6 License to HitZERØ.By generating Creations on HitZERØ, you grant HitZERØ a perpetual, worldwide, royalty-free, non-exclusive, sublicensable license to use, store, process, transmit, and serve your Creations as reasonably necessary to operate, maintain, support, and improve the Platform and the HitZERØ generation system (the “Operational License”). This license includes the right to route generation requests and Creations through any components of the HitZERØ generation system, including any third-party input components HitZERØ may use under Section 3.5, solely for the purpose of generating, processing, and delivering your Creation to you. Third-party input components, where used, operate as service providers to HitZERØ under this section. For the avoidance of doubt, the Operational License does not include the right to use Private Creations for model training; the training license is granted only for Public Creations under Section 3.7.

3.7 Public Creations.When you designate a Creation as “Public,” you are affirmatively opting in to an expanded license that includes training and programming use. By marking a Creation as Public, you grant HitZERØ an additional, non-exclusive, perpetual, worldwide, royalty-free license to:

• (a) include the Public Creation in HitZERØ Stations, curated playlists, and network programming;
• (b) use the Public Creation to train, fine-tune, and improve HitZERØ’s proprietary AI models and Sonic Intelligence™ resonance engine; and
• (c) use the Public Creation for quality assurance, benchmarking, and Platform research.

You may withdraw this expanded license at any time by changing the Creation’s status from Public to Private through your account settings. Withdrawal applies prospectively; HitZERØ may retain and continue to use the Public Creation in models or systems where it has already been incorporated prior to withdrawal, but will not initiate new training or programming use after withdrawal. Withdrawal does not affect any rights already granted to third parties through HitZERØ Stations or programming prior to the date of withdrawal.

3.8 Private Creations.Creations designated “Private” are not included by HitZERØ in HitZERØ Stations or curated programming, and are not used by HitZERØ to train HitZERØ’s proprietary models or for HitZERØ’s benchmarking or research. Private Creations may still be routed through the HitZERØ generation system, including any third-party input components, solely to generate, process, and deliver your Creation to you under the Operational License (Section 3.6).

3.9 Third-Party Input Components.Third-party services that may be used as input components inside the HitZERØ generation system operate under their own terms of service. HitZERØ selects third-party providers on rights-documentation and aligned-practices criteria, and structures its contractual arrangements so that no third-party input component retains an ownership interest in the rendered Creation delivered to you. HitZERØ does not control the internal operations of any third-party service. Your rights to your Creations under these Terms, including the Exploitation Rights and the warranty and indemnity in Section 8 of the applicable Certificate, are not diminished or affected by HitZERØ’s use of any third-party input component in the generation process.

3.10 Default Creation Status. All Creations are designated Private by default unless you affirmatively change the designation to Public.

4. Ownership and License — General

4.1 Exploitation Rights.Subject to your continued compliance with these Terms and the specific provisions in Section 6, you receive the Exploitation Rights in the Creations you generate. “Exploitation Rights” means the complete commercial right to use, reproduce, adapt, edit, remix, modify, distribute, stream, publicly perform, synchronize, broadcast, monetize, and otherwise exploit a Creation in any lawful manner, in any medium, throughout the world, in perpetuity, and, for One-of-One Creations, to sublicense those rights. The scope of the Exploitation Rights differs between One-of-One Creations and Non-Exclusive Creations as described in Section 6.1.

4.2 Ownership of Use Versus Statutory Copyright. The Exploitation Rights are yours to hold and exercise as your own. Separately, because of the nature of AI-generated works, statutory copyright registration may be unavailable for a Creation that lacks sufficient human authorship, as described in Section 3.3. This is a feature of current copyright law, not a limitation HitZERØ places on you. Your Exploitation Rights are unaffected by registrability: you may use, remix, broadcast, distribute, and monetize the Creation exactly as described in these Terms, whether or not the Creation is eligible for copyright registration.

Lyrics, prompts, vocal performances, and original arrangements that you author may be separately eligible for copyright registration, subject to the same human-authorship standard. We retain only the rights necessary to operate the Platform and the rights expressly listed in Sections 3 and 6.

5. Use Restrictions on Your Creations

You may use your Creations for personal, professional, and commercial purposes, including release and monetization on third-party streaming and distribution services such as Spotify, Apple Music, YouTube Music, Amazon Music, TIDAL, SoundCloud, and similar platforms, except as follows:

5.1 No Competitive Use.You may not use Creations to develop, train, fine-tune, evaluate, benchmark, or commercially differentiate an AI music generation platform, AI sonic intelligence platform, AI music streaming platform, or AI music creation engine that operates in direct competition with HitZERØ’s core products or services. For clarity: releasing your Creations on existing third-party consumer streaming, distribution, and sync platforms is expressly permitted and encouraged. Using Creations to seed training data for a competing AI music generation model is not.

5.2 No Bulk Distribution as Platform Substitute. You may not aggregate, bundle, or repackage Creations in a manner designed to function as a substitute for HitZERØ’s curated network, station catalog, or generation service.

5.3 No Misrepresentation of Authorship.You may not falsely claim that a Creation was produced solely by human composition without AI assistance. You are responsible for compliance with all applicable AI content disclosure requirements, including, without limitation, California AB 2013, the Tennessee Ensuring Likeness Voice and Image Security Act (the “ELVIS Act”), and equivalent state and federal laws as they may be enacted or amended. HitZERØ may publish guidance materials to assist you with these requirements, but compliance remains your responsibility.

5.4 Severability. If any portion of this Section 5 is held unenforceable in any jurisdiction, the remainder remains in full force and effect, and the unenforceable portion will be reformed to the minimum extent necessary to make it enforceable. The restrictions in this Section 5 are intended as license-scope conditions; material breach of any restriction voids the Exploitation Rights for the affected Creations.

5.5 PROs and Rights Management.You are solely responsible for accurate metadata, splits, and any claims arising from your registration of Creations with performing rights organizations (“PROs”), publishers, distributors, or rights-management services.

6. Intellectual Property and Commercial Use

6.1 Output Ownership and License Rights

Upon generation of any Creation using HitZERØ Sonic Intelligence, you receive the Exploitation Rights defined in Section 4.1, with a scope that depends on the type of Creation:

(a) One-of-One Creations (Creations generated under your personal account and documented with a One-of-One Commercial Use and Rights Certificate): You hold, exclusively and as your own, the Exploitation Rights in the delivered master recording and underlying musical composition, together with a perpetual, worldwide, royalty-free, irrevocable commercial license consistent with those rights, and the right to grant non-exclusive sublicenses (and further sublicenses) of the Creation, subject only to the restrictions in Section 5. No other party, including HitZERØ, holds or may exercise those Exploitation Rights in the specific rendered Creation file delivered to you. As described in Section 4.2, the Exploitation Rights are distinct from, and do not depend on, statutory copyright registrability.

(b) Non-Exclusive Creations (Creations from the HitZERØ library or station catalog documented with a Non-Exclusive Commercial License Certificate): You hold the Exploitation Rights on a non-exclusive basis: a perpetual, worldwide, royalty-free, non-exclusive commercial use license to use, reproduce, perform, sync, broadcast, distribute, and monetize the Creation for your own purposes. This license does not include exclusive ownership of, or the right to sublicense, the master recording or musical composition. You may not grant sublicenses of the Track itself to third parties (except the limited event authorization in Section 6.3). Multiple licensees may hold identical non-exclusive rights to the same Track.

6.2 Limited Sonic Intelligence Representation

HitZERØ represents (not warrants) that Creations generated using HitZERØ Sonic Intelligence:

(a)Are generated using proprietary AI technology trained on a rights-documented corpus. HitZERØ’s training data is drawn exclusively from four documented categories:

• (i) original works created in-house by iah.fit inc. and wholly owned by the company;
• (ii) works commissioned from independent creators and delivered to iah.fit inc. under platform terms of service that assign intellectual property rights in the delivered work to the buyer upon payment, with all creators compensated in full;
• (iii) datasets acquired under paid commercial licenses that expressly grant rights to use the content for machine learning training and to commercially exploit models and outputs trained on the data; and
• (iv) open academic and Creative Commons research datasets used in accordance with their published license terms.

Each source is documented in HitZERØ’s Master Training Data Provenance Registry (the “Registry”), which records the rights holder, the acquisition terms, any restrictions, and the rights basis for each dataset;

(b) Are generated through stochastic processes designed to produce unique outputs and are not intended to reproduce, copy, or substantially replicate existing copyrighted compositions or master recordings;

(c)Are not, to HitZERØ’s knowledge as of the date of generation, designed to infringe third-party intellectual property rights;

(d) Are traceable to the documented training corpus through the Registry. Summary information from the Registry, sufficient to validate the representations in this section and redacted to protect trade secrets, proprietary methods, and third-party licensing terms, may be made available to commercial counterparties engaged in bona fide diligence under appropriate confidentiality protections.

Scope of Representation.This representation is limited to HitZERØ’s training data sourcing and generation methodology as described herein. It is not a warranty of non-infringement and does not address the possibility that a Creation may bear incidental similarity to a pre-existing work. It supports, and is distinct from, the specific ownership warranty and rights-chain defense and indemnity in Section 8 of the applicable Certificate. Section 6.5 governs HitZERØ’s liability for any infringement claim.

6.3 Commercial Use License and Event Authorization

Commercial License. For all Creations, you receive a non-exclusive, perpetual, worldwide, royalty-free license to use, reproduce, perform, sync, broadcast, distribute, and monetize the Creation for commercial purposes, including without limitation: competitions, performances, broadcasts, films, podcasts, brand marketing, sync licensing, distribution on streaming platforms, and content creation.

Event Authorization.You may grant event producers, competition organizers, venues, schools, broadcasters, and similar parties the limited, non-transferable rights they reasonably require to record, reproduce, publicly perform, livestream, and distribute video-on-demand of any performance, routine, or event that incorporates the Creation (the “Event Authorization”). The Event Authorization is limited to the specific event and does not constitute a sublicense of the underlying master recording or composition.

Competition Mixes and Source Use. You may combine a Creation with other licensed HitZERØ Creations, add your own voiceovers, counts, sound effects, instrumental layers, and vocal performances, and edit, arrange, and time the material to create competition mixes or other derivative works. The resulting mix is a derivative work that you author and own. HitZERØ provides the source Creations and the rights to them under these Terms; you are solely responsible for your added material and for the combined work as a whole. The defense and indemnity in Section 8 of the applicable Certificate applies only to the original HitZERØ source Creations as delivered to you, not to your added material, your edits, or the combined mix.

6.4 HitZERØ Creator Service License

To operate the Platform, HitZERØ requires a limited license to your Creations. By generating Creations on the Platform, you grant HitZERØ a non-exclusive, royalty-free, worldwide, sublicensable license to:

• (a) display, store, transmit, and serve your Creations within the Platform for your use and the use of authorized listeners;
• (b) use anonymized, aggregated data derived from Creations to improve the Platform’s recommendations and services (this does not include using the audio content of Private Creations for model training);
• (c) use anonymized samples of Creations for the limited purpose of internal research, quality assurance, and Platform improvement, provided that no identifiable Creation is reproduced or distributed externally without your prior consent; and
• (d) display Creations in HitZERØ’s marketing materials with your prior consent (which you may grant or withhold at your discretion).

This license is operational and does not transfer ownership of, or any Exploitation Rights in, your Creations to HitZERØ. You may revoke this license by deleting your Creations or closing your account, except for (i) anonymized, aggregated data that is no longer reasonably identifiable to you or your Creations, and (ii) copies retained for legitimate business or legal compliance purposes, which shall be deleted upon your written request where required by applicable law.

6.5 Limitation of Liability — Output Claims

YOU ACKNOWLEDGE THAT GENERATIVE AI IS AN EMERGING TECHNOLOGY AND THAT NO PLATFORM CAN GUARANTEE WITH ABSOLUTE CERTAINTY THAT AI-GENERATED OUTPUT WILL NOT INFRINGE THIRD-PARTY RIGHTS.

EXCEPT FOR THE LIMITED REPRESENTATIONS IN SECTION 6.2 AND THE SPECIFIC OWNERSHIP WARRANTY, DEFENSE, AND RIGHTS-CHAIN INDEMNITY IN SECTION 8 OF THE APPLICABLE CERTIFICATE, HITZERO MAKES NO OTHER WARRANTIES REGARDING CREATIONS, INCLUDING WITHOUT LIMITATION WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR COPYRIGHTABILITY.

General Liability Cap for Output Claims.EXCEPT FOR RIGHTS-CHAIN CLAIMS AS PROVIDED BELOW, HITZERO’S TOTAL LIABILITY FOR ANY CLAIM RELATED TO CREATIONS, INCLUDING ANY SIMILARITY-BASED CLAIM OF INFRINGEMENT BY A THIRD PARTY, IS LIMITED TO THE GREATER OF: (A) THE FEES YOU ACTUALLY PAID TO HITZERO IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100). This per-claim limit is subordinate to and does not exceed the overall aggregate liability cap in Section 14.

Rights-Chain Claims.For Rights-Chain Claims (as defined in the applicable Certificate), HitZERØ’s defense and indemnification obligations are governed exclusively by Section 8 of the applicable One-of-One or Non-Exclusive Commercial Use Certificate issued with the Creation. Under those provisions:

• HitZERØ will assume and control the defense of the Rights-Chain Claim, including selecting counsel and controlling settlement strategy;
• HitZERØ will indemnify you for direct damages, reasonable defense costs, and settlement amounts up to the per-Track cap stated in the Certificate: fifteen thousand U.S. dollars ($15,000) per Track for One-of-One Creations, and fifteen thousand U.S. dollars ($15,000) per Track in the aggregate across all licensees for Non-Exclusive Creations;
• You will cooperate reasonably with HitZERØ’s defense at HitZERØ’s expense;
• You will not settle or compromise a Rights-Chain Claim without HitZERØ’s prior written consent.

These Certificate provisions control over the general limitations in this Section 6.5 and in Section 14 with respect to Rights-Chain Claims only. Similarity-based claims are not Rights-Chain Claims and are not covered by the Certificate defense or indemnity.

6.6 Commercial Use Certificate; Order of Precedence

HitZERØ may, at its discretion, issue a Certificate with each Creation. This Certificate documents:

• (a) that the Creation was generated by HitZERØ Sonic Intelligence;
• (b) the type of license granted (One-of-One or Non-Exclusive);
• (c) your rights under these Terms; and
• (d) HitZERØ’s representations regarding the generation process, together with the ownership warranty, defense, and rights-chain indemnity in its Section 8.

The Certificate serves as documentation of your rights for third parties, including labels, publishers, sync agencies, distributors, and commercial counterparties. It does not provide indemnification, defense, or hold-harmless coverage except to the extent expressly stated in the Certificate itself.

Order of Precedence. In the event of any conflict between a Certificate and these Terms, these Terms control, except that the following sections of the applicable Certificate control and are not limited, qualified, or overridden by any general disclaimer of warranties or rights in these Terms, including the disclaimers in Sections 6.5, 13, and 14:

• Certificate Section 1 (License Grant);
• Certificate Section 3 (Scope of Rights; Master, Composition, and Copyright); and
• Certificate Section 8 (Ownership Warranty, Defense, and Rights-Chain Indemnity).

HitZERØ will maintain these Terms so that they do not contradict the grant, the scope of rights, or the defense and indemnity stated in any issued Certificate.

6.7 Chain of Title

Each Creation generated on HitZERØ has a documented rights chain, anchored to an immutable on-chain provenance record verifiable at hitzero.com/verify:

(a) Training Data Provenance.HitZERØ represents, subject to and as limited by Section 6.2, that its proprietary AI models are trained exclusively on a rights-documented corpus drawn from the four categories described in Section 6.2(a), with documentation maintained in HitZERØ’s Master Training Data Provenance Registry. The Registry records the rights holder, the acquisition terms, any restrictions, and the rights basis for each source in the corpus.

(b) Vesting of Rights. Upon generation, the Exploitation Rights described in Section 6.1 vest in the User: exclusive Exploitation Rights for One-of-One Creations, and non-exclusive Exploitation Rights for Non-Exclusive Creations. All Exploitation Rights are subject to the use restrictions in Section 5 and the operational licenses in Sections 3 and 6.

(c) Downstream Licensing. For One-of-One Creations, the User holds the right to grant further licenses (including sync licenses, mechanical licenses, master use licenses, and distribution rights) to third parties for commercial exploitation of the Creation, subject in all cases to the use restrictions in Section 5 and the license type granted.

(d) No HitZERØ Ownership Claim.HitZERØ retains no ownership interest in User Creations and asserts no royalty, mechanical, or performance claim against the User or the User’s downstream licensees for the exercise of the Exploitation Rights granted under these Terms.

Counterparty Reliance.A commercial counterparty acquiring or licensing rights from a HitZERØ User may rely on the applicable Certificate and this chain of title for the purpose of evaluating the transaction, subject to the limitations of Sections 6.2 and 6.5 and the User’s compliance with these Terms. This Section 6.7 is provided for informational and transactional convenience and does not create any direct contractual obligation from HitZERØ to any third-party counterparty.

7. Acceptable Use

The Platform is a creative space governed by the PG-13 content standard defined in Section 1.4. We use automated, real-time AI moderation to enforce this standard by detecting and filtering profanity, slurs, hate speech, harassment, bullying, drug references, alcohol abuse, violence, sexually explicit content, and content that endangers minors. Moderation is provided on a commercially reasonable, best-effort basis. We do not represent or warrant that the moderation system will detect, block, or filter all violating content. You remain solely responsible for the content you create, request, distribute, or consume through the Platform.

7.1 Prohibited Content. You agree not to create, upload, request, or distribute content that:

• (a) contains profanity, slurs, hate speech, harassment, or bullying;
• (b) depicts or promotes illegal drug use, alcohol abuse, or violence;
• (c) is sexually explicit, or sexualizes or endangers minors in any way;
• (d) infringes any third party’s copyright, trademark, right of publicity, or right of privacy;
• (e) impersonates another person, artist, brand, or public figure;
• (f) is defamatory, fraudulent, or knowingly false; or
• (g) promotes self-harm, terrorism, or any unlawful activity.

7.2 Prohibited Conduct. You also agree not to:

• (a) reverse engineer, decompile, disassemble, scrape, or attempt to extract or reconstruct the source code, model weights, prompts, training data, or proprietary methods of the Platform;
• (b) use Platform outputs to train, fine-tune, evaluate, benchmark, or develop any artificial intelligence model or service (the commercial use rights granted in Section 6.3 do not include training rights);
• (c) use bots, crawlers, automation, or shared accounts to access the Platform or consume resources beyond what your subscription permits;
• (d) resell, sublicense, white-label, or repackage Platform access;
• (e) circumvent rate limits, content filters, watermarking, provenance systems, or security controls; or
• (f) use the Platform in violation of any applicable law, sanctions regime, or export control regulation.

7.3 Enforcement. Violations of this Section 7 may result in immediate suspension or termination of your account, removal of content, and forfeiture of any Fuel balance held in your account, without prior notice. Our exercise of enforcement rights under this section does not waive any other remedies available to us.

8. Content Moderation

We operate automated and human content moderation. We may, at our sole discretion and without prior notice, review, remove, refuse, restrict, label, or suspend any content or account that we reasonably believe violates these Terms or applicable law. We may preserve content as required by law, valid legal process, or as necessary to enforce these Terms. We are not obligated to host or retain any content, and we may terminate the accounts of repeat offenders in accordance with our DMCA policy (Section 11).

9. Subscriptions, Fuel, and Billing

Some Platform features require a paid subscription or the purchase of Fuel ($0.01 USD per Fuel unit, sold in packs).

9.1 Auto-Renewal.Subscriptions automatically renew at the end of each billing period at the then-current price until you cancel. By subscribing, you affirmatively consent to recurring charges and authorize us and our payment processor to charge your payment method on a recurring basis. The renewal terms, including frequency, amount, and how to cancel, are presented to you at checkout in clear and conspicuous form before purchase, in compliance with the California Automatic Renewal Law (Cal. Bus. & Prof. Code § 17600 et seq.), the federal Restore Online Shoppers’ Confidence Act (“ROSCA”), the FTC’s Negative Option Rule (the “Click-to-Cancel” rule), and equivalent state laws.

9.2 Pre-Renewal Notices. For annual subscriptions and subscriptions converting from a free or discounted trial, we will provide a clear pre-renewal notice at least seven (7) days but no more than thirty (30) days before the renewal date, in compliance with applicable law.

9.3 Cancellation. You may cancel at any time from your account settings using the same online mechanism you used to subscribe, or by emailing legal@hitzero.com. Cancellation takes effect at the end of the current billing period and you retain access until then.

9.4 Pricing Changes.We will give you at least thirty (30) days’ notice before any price increase takes effect. Continued use of the Platform after the effective date constitutes acceptance of the new price.

9.5 Refunds. Subscription fees are non-refundable except where required by applicable law, including the California ARL, applicable EU consumer withdrawal rights for unused services, and similar consumer protection statutes. Fuel pack purchases are final and non-refundable. Fuel is a digital consumable; by purchasing Fuel, you expressly consent to immediate delivery and, to the maximum extent permitted by applicable law, waive any right of withdrawal. Unused Fuel does not expire while your account remains active and in good standing. Fuel is forfeited upon account termination for cause. In jurisdictions where forfeiture on inactivity or termination is restricted, we will provide notice and comply with applicable law.

9.6 Taxes. You are responsible for all applicable sales, use, VAT, GST, and similar taxes imposed on your purchases.

9.7 Failed Payment. If a payment charge fails, we may suspend your access to paid features until payment is resolved.

10. Our Intellectual Property

HitZERØ® and Sonic Supplements® are registered trademarks of IAH.FIT Inc. Sonic Intelligence™, IAH Resonance Engine™, and Sonic Infusion™ are trademarks of IAH.FIT Inc. The HitZERØ name, logos, gold gradient identity, software, AI models, design system, and all related copy and proprietary technology are owned by IAH.FIT Inc. and protected by copyright, trademark, trade secret, patent (where applicable), and other intellectual property laws. Nothing in these Terms grants you any rights in our marks, technology, or proprietary systems except the limited license to use the Platform as described herein.

11. Copyright Complaints (DMCA)

11.1 DMCA Notice. We respect intellectual property rights. If you believe content on the Platform infringes a copyright you own or control, send a notice that complies with 17 U.S.C. § 512(c)(3) to our designated agent:

DMCA Designated Agent
IAH.FIT Inc.
21750 Hardy Oak Blvd, Ste 104
San Antonio, TX 78258-4946
Email: legal@hitzero.com

Your notice must include: (a) your physical or electronic signature; (b) identification of the copyrighted work claimed to have been infringed; (c) identification of the material that is claimed to be infringing and its location on the Platform; (d) your contact information (address, telephone number, email); (e) a statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement, under penalty of perjury, that the information in your notice is accurate and that you are authorized to act on behalf of the copyright owner.

11.2 Repeat Infringers. In accordance with 17 U.S.C. § 512(i), we will terminate the accounts of users who are determined to be repeat infringers. We track and aggregate DMCA notices against each account.

11.3 Counter-Notification. If you believe your content was removed or disabled in error, you may submit a counter-notification under 17 U.S.C. § 512(g). Submitting a materially false counter-notification subjects you to liability under federal law. Counter-notices must include: (a) your physical or electronic signature; (b) identification of the material that was removed and its former location; (c) a statement under penalty of perjury that you have a good-faith belief the material was removed by mistake or misidentification; (d) your name, address, and telephone number; and (e) a statement consenting to the jurisdiction of the federal district court for the judicial district in which your address is located. We will process counter-notifications in accordance with the DMCA, may restore the removed content after ten (10) business days unless the complaining party files a court action, and will provide notice to the affected parties.

12. Third-Party Services

The Platform integrates third-party services for payments, analytics, communications, infrastructure, and distribution. Your use of those services is governed by their respective terms of service and privacy policies. We are not responsible for the availability, performance, or practices of third-party services and disclaim all liability for their acts, omissions, or service interruptions to the maximum extent permitted by law.

13. Disclaimers

THE PLATFORM AND ALL CREATIONS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HITZERO DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ORIGINALITY, ACCURACY, TITLE, AND UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT ANY CREATION IS UNIQUE, FREE OF THIRD-PARTY CLAIMS, OR ELIGIBLE FOR COPYRIGHT REGISTRATION.

Exception. The foregoing disclaimers do not limit or affect: (i) the specific representations in Section 6.2; or (ii) the ownership warranty, defense, and rights-chain indemnity expressly provided in Section 8 of an applicable Certificate, which control as provided in Sections 6.5 and 6.6.

Health and Wellness. Content on the Platform is designed to support creativity, focus, and creative wellness. It is not medical advice, diagnosis, treatment, or a substitute for professional medical or mental-health care. Consult a qualified healthcare professional for medical, mental-health, or therapeutic decisions.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HITZERO AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, AND LICENSORS (COLLECTIVELY, THE “HITZERO PARTIES”) WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE TOTAL AGGREGATE LIABILITY OF THE HITZERO PARTIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY, WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU ACTUALLY PAID TO HITZERO IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100). THIS CAP IS AGGREGATE ACROSS ALL CLAIMS, NOT PER-CLAIM.

Rights-Chain Claim Exception.The foregoing limitations are subject to the Rights-Chain Claim provisions in Section 6.5 and Section 8 of the applicable Certificate, which control with respect to Rights-Chain Claims and provide HitZERØ’s defense obligation and the $15,000 per-Track indemnity cap as described therein.

Jurisdictional Limitations. Some jurisdictions do not permit certain warranty exclusions or liability limitations. In those jurisdictions, the liability of the HitZERO Parties is limited to the smallest extent permitted by applicable law.

15. Indemnification by You

15.1 Indemnification Obligation.You will indemnify, defend, and hold harmless IAH.FIT Inc. and its officers, directors, employees, agents, and affiliates (the “Indemnified Parties”) from and against any third-party claim, demand, action, loss, liability, damage, cost, or expense (including reasonable attorneys’ fees and court costs) arising out of or related to:

• (a) your use of the Platform;
• (b) your Creations or content, including any claim that your added material, derivative works, or combined mixes infringe third-party rights;
• (c) your violation of these Terms;
• (d) your violation of any applicable law or any third-party right; or
• (e) any sublicense, registration, distribution, or commercial exploitation of your Creations by you or your downstream licensees.

15.2 Exclusion for Rights-Chain Claims. Your indemnification obligation under this Section 15 does not apply to, and expressly excludes, a Rights-Chain Claim as defined in the applicable Certificate. For a Rights-Chain Claim, HitZERØ assumes the defense and indemnifies you as set forth in Section 8 of the applicable Certificate and Section 6.5 of these Terms. You have no obligation to indemnify, defend, or hold any Indemnified Party harmless for a Rights-Chain Claim. This Section 15 continues to apply in full to all other claims, including without limitation similarity-based infringement claims arising from your use, distribution, modification, combination, or exploitation of a Creation, and claims arising from your added material in a competition mix or other derivative work.

15.3 Procedure. For claims subject to your indemnity under this Section 15:

• (a) HitZERØ will give you reasonably prompt written notice of the claim (provided that failure to give prompt notice does not relieve your indemnity obligation except to the extent you are materially prejudiced by the delay);
• (b) you will assume control of the defense and settlement, provided that you may not settle any claim that imposes any obligation or liability on HitZERØ or its affiliates, or that includes any admission of fault by HitZERØ, without HitZERØ’s prior written consent; and
• (c) HitZERØ will reasonably cooperate with your defense at your expense.

HitZERØ may, at its option, participate in the defense of any claim at its own expense with counsel of its choosing. For Rights-Chain Claims, the defense is handled and controlled by HitZERØ as described in the Certificate and Section 6.5, not by you.

15.4 Cap on Indemnification. Your indemnification obligation under this Section 15 is uncapped except where a cap is required by the applicable law of your jurisdiction.

16. Information for Commercial Counterparties

For the information of record labels, publishers, sync agencies, distributors, brand partners, advertising agencies, and other commercial counterparties evaluating engagement with HitZERØ Users:

• (a) The Platform is operated by IAH.FIT Inc., a Delaware corporation in good standing, with principal operations in San Antonio, Texas;
• (b)The Platform’s training data sourcing follows the IAH Provenance Framework, an eight-criteria framework for training data provenance developed and maintained by iah.fit inc. Training data sources are documented in the Master Training Data Provenance Registry referenced in Section 6.2;
• (c) These Terms vest the exclusive Exploitation Rights in Users for One-of-One Creations and grant non-exclusive commercial use rights for Non-Exclusive Creations, structured to support downstream commercial licensing as described in Section 6.7;
• (d) For each Creation, HitZERØ stands behind its title with the ownership warranty, defense, and rights-chain indemnity in Section 8 of the applicable Certificate, anchored to an on-chain provenance record verifiable at hitzero.com/verify;
• (e) HitZERØ does not assert ownership, royalty, mechanical, or performance rights against User Creations or their downstream licensees for the exercise of Exploitation Rights granted under these Terms.

Disclaimer. This information is provided for the convenience of commercial counterparties. It is not a representation, warranty, or inducement, and does not create direct contractual privity between HitZERØ and any counterparty. Counterparties evaluating specific transactions should conduct their own independent diligence and may request additional information under Section 17.

17. Diligence Cooperation

For bona fide commercial transactions involving Creations, including without limitation label signings, publishing deals, sync licenses, advertising placements, brand partnerships, competition-clearance reviews, and platform acquisitions, HitZERØ may, at its discretion, provide diligence materials to the parties to the transaction.

17.1 Available Materials. Such materials may include:

• (a) Creation provenance records, including the date and account associated with the Creation’s generation, and confirmation of issuance and validity of the applicable Certificate;
• (b) summary information from HitZERØ’s Master Training Data Provenance Registry, redacted to protect trade secrets, proprietary methods, and third-party licensing terms, sufficient to validate the representations in Section 6.2;
• (c) content moderation records relevant to the specific Creation; and
• (d) confirmation of the User’s account status and compliance with these Terms at the time of generation.

17.2 Conditions. Diligence cooperation is provided subject to:

• (i) HitZERØ’s discretion as to scope, format, and timing;
• (ii) execution of commercially reasonable confidentiality protections satisfactory to HitZERØ;
• (iii) verification of the requesting party’s legitimate interest in the transaction; and
• (iv) HitZERØ’s reasonable administrative fees for cooperation beyond standard support.

HitZERØ is under no obligation to provide diligence materials in any specific form or timeframe, and reserves the right to decline requests that are unduly burdensome, speculative, or contrary to HitZERØ’s legal or business interests.

18. Data Confidentiality

HitZERØ does not sell, rent, or share user-identifiable Creation data, prompt content, or account information with third parties for marketing or advertising purposes, except as required by law, valid legal process, or as disclosed in the HitZERØ Privacy Policy.

Anonymized, aggregated data may be used for Platform improvement as described in Section 6.4. Third-party input components used in generation receive only the data reasonably necessary to fulfill the generation request and, as disclosed in Section 3.5, operate under their own terms of service.

Commercial Counterparties.HitZERØ treats User Creation data and account information as confidential in the context of partnership discussions, M&A diligence, and licensing evaluations, subject to standard confidentiality agreements and the carve-outs described in this section.

19. No Competition with Private Creations

HitZERØ does not include Private Creations in HitZERØ Stations, curated programming, or any commercial exploitation by HitZERØ, except for the operational rights described in Section 3.6 (Operational License) necessary to generate, process, and deliver the Creation to the User.

For Public Creations, the rights granted in Section 3.7 (Public Creations) apply, and the User is deemed to have consented to those uses by designating the Creation as Public.

Users seeking to ensure no HitZERØ use of their Creation beyond operational delivery should designate the Creation as Private. All Creations are Private by default (Section 3.10).

20. Termination

20.1 Termination by You. You may close your account at any time from your account settings.

20.2 Termination by HitZERØ. We may suspend or terminate your access at any time, with or without prior notice, for breach of these Terms, suspected fraud, security risk, prolonged inactivity (as defined in the HitZERØ Privacy Policy), or as required by law.

20.3 Effect of Termination. On termination:

• (a) your right to use the Platform ends immediately;
• (b) unused Fuel is forfeited subject to the limitations and jurisdictional protections in Section 9.5; and
• (c) we may delete your account data after a commercially reasonable retention period, subject to applicable data retention laws.

20.4 Survival of Creation Rights. Termination of your account does not revoke the Exploitation Rights already vested in Creations you generated before termination, or the defense and indemnity in any Certificate already issued to you, except where revocation is permitted under Section 6 of the applicable Certificate (fraud, illegal activity, chargeback abuse, or material breach of these Terms).

20.5 Survival of Terms. The following sections survive termination of these Terms or your account: Sections 3.6 through 3.9 (Operational and Creation Licenses), 4 (Ownership), 5 (Use Restrictions), 6 (IP and Commercial Use, including 6.5, 6.6, and 6.7), 10 (Our IP), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), 16 through 19 (Partnership Layer), 21 (Dispute Resolution), 22 (Governing Law), and this survival clause. The defense and indemnity in an issued Certificate survive as provided in that Certificate.

21. Dispute Resolution; Binding Arbitration; Class Action Waiver

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

21.1 Informal Resolution. Before initiating any formal dispute resolution, you agree to attempt to resolve the dispute informally by sending a written description of the dispute to legal@hitzero.com. If we cannot resolve the dispute within sixty (60) days of receipt of your notice, either party may proceed to arbitration as described below.

21.2 Binding Arbitration.Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that is not resolved through the informal process in Section 21.1 will be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules then in effect, before a single arbitrator, in San Antonio, Texas, or another location the parties mutually agree upon. Judgment on the arbitration award may be entered in any court of competent jurisdiction. The Federal Arbitration Act (9 U.S.C. §§ 1-16) governs the interpretation and enforcement of this arbitration provision.

21.3 Class Action Waiver. YOU AND HITZERO EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, COLLECTIVE, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate claims of more than one party or preside over any form of class proceeding. If this class action waiver is found to be unenforceable as to a particular claim, then this entire Section 21 is null and void as to that claim only, and that claim will proceed in court under Section 22.

21.4 Mass-Filing Protocol.If twenty-five (25) or more substantially similar arbitration demands are filed against HitZERØ within a sixty (60) day period by claimants represented by the same or coordinated counsel (“Mass Filing”), the parties will administer the demands as follows:

• (a) counsel for each side will select up to fifty (50) demands as bellwether cases;
• (b) subsequent demands in the Mass Filing will be paused pending resolution of the bellwether cases;
• (c) the parties will negotiate in good faith to streamline filing fees and discovery based on the bellwether outcomes; and
• (d) after the bellwether cases are resolved, remaining demands will be administered in subsequent batches or resolved through global settlement discussions informed by the bellwether outcomes.

If a court of competent jurisdiction finds this mass-filing protocol unenforceable, the protocol is fully severable and the remainder of this Section 21 remains in full force and effect.

21.5 Time Limit on Claims.Any claim arising out of or relating to these Terms or the Platform must be filed within one (1) year after the date the claim first accrues, or it is permanently barred. This limitation applies to the fullest extent permitted by applicable law; where a jurisdiction requires a longer limitations period that cannot be shortened by contract, that jurisdiction’s minimum period applies.

21.6 Exceptions to Arbitration. Notwithstanding the foregoing:

• (a) either party may bring an individual action in a small-claims court of competent jurisdiction; and
• (b) either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction for claims involving intellectual property infringement, breach of confidentiality, unauthorized access to the Platform, or misappropriation of trade secrets, without first engaging in the informal resolution process or arbitration.

21.7 Thirty-Day Opt-Out. You may opt out of this arbitration agreement by sending a written opt-out notice to legal@hitzero.com within thirty (30) days of your first acceptance of these Terms. The notice must include your full name, account email, and a clear statement that you wish to opt out of arbitration. Opting out of arbitration does not affect any other provision of these Terms.

22. Governing Law and Venue

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

For any claim or proceeding not subject to arbitration under Section 21, the parties irrevocably consent to the exclusive personal jurisdiction and venue of the state and federal courts located in Bexar County, Texas.

23. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least thirty (30) days’ advance notice on the Platform or by email to the address associated with your account before the changes take effect. Continued use of the Platform after the effective date of a material change constitutes your acceptance of the revised Terms.

Non-Retroactivity. Ownership and license rights already vested in Creations generated before the effective date of a change, and the defense and indemnity in any Certificate already issued, will not be retroactively reduced, diminished, or revoked by any amendment to these Terms.

24. Force Majeure

Neither party is liable for any failure or delay in the performance of its obligations (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, epidemics or pandemics, internet or telecommunications failures, third-party service outages, AI-model provider outages, cyberattacks, or governmental action or regulation. Affected obligations are suspended for the duration of the force majeure event, and the affected party will use commercially reasonable efforts to mitigate the impact and resume performance.

25. Feedback

If you submit ideas, suggestions, feedback, or recommendations about the Platform (“Feedback”), you grant HitZERØ a perpetual, irrevocable, worldwide, royalty-free, fully sublicensable license to use, reproduce, modify, and incorporate the Feedback for any purpose, without obligation, compensation, or attribution to you. Feedback is provided voluntarily and is not treated as confidential information.

26. Beta Features

We may designate certain features as “beta,” “preview,” “experimental,” “early access,” or similar. Beta features are provided “as is” without warranty, may be modified, degraded, or discontinued at any time without notice, and are excluded from any service-level commitment, uptime guarantee, or support obligation. Your use of beta features is at your own risk and may be subject to additional terms that we provide at the time of access.

27. General

27.1 Entire Agreement. These Terms, together with the HitZERØ Privacy Policy and any Certificate issued to you, constitute the entire agreement between you and HitZERØ with respect to the Platform and supersede all prior or contemporaneous understandings, agreements, or communications on the subject matter.

27.2 Severability. If any provision of these Terms is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, the remaining provisions remain in full force and effect. The invalid provision will be reformed to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

27.3 Assignment.HitZERØ may assign or transfer these Terms, in whole or in part, in connection with a merger, acquisition, corporate reorganization, financing, or sale of all or substantially all of its assets, without your consent. You may not assign or transfer these Terms or any rights hereunder without HitZERØ’s prior written consent, and any attempted assignment in violation of this section is void.

27.4 No Waiver. No failure or delay by HitZERØ in exercising any right, power, or remedy under these Terms operates as a waiver of that right. No waiver of any provision is effective unless in writing and signed by an authorized representative of HitZERØ.

27.5 Headings. Section headings are for convenience of reference only and have no legal or contractual effect.

27.6 Electronic Communications. You consent to receive all notices, disclosures, agreements, and other communications from HitZERØ electronically, including by email to the address associated with your account or by posting on the Platform. Electronic communications satisfy any legal requirement that such communications be in writing.

28. Contact

IAH.FIT Inc. is a Delaware corporation.

Registered office (Delaware): 16193 Coastal Highway, Lewes, DE 19958, USA

Principal place of business (Texas): 21750 Hardy Oak Blvd, Ste 104, San Antonio, TX 78258-4946, USA

All legal inquiries: legal@hitzero.com

General support: support@hitzero.com

These Terms of Service are published and maintained by IAH.FIT Inc. d/b/a HitZERØ.