Terms and Conditions

3. Eligibility, Account Creation, and Access

The Services are not intended for children or anyone under 18. By creating an Account or using the Services, you confirm that you are at least 18 years old.

You must provide accurate, current, and complete information during registration and keep that information up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activity occurring under your Account, whether or not you authorised the activity.

Our collection and use of registration, account, device, usage, and other personal data is described in our Privacy Policy, available at https://otio.ai/privacy.

You may not share login credentials, sell access to your Account, or make your Account available to anyone else except through features expressly provided by Otio for team or business use. You must notify Otio immediately at support@otio.ai if you suspect unauthorised access, compromise, or misuse of your Account.

Otio may require verification, impose reasonable access controls, or refuse, suspend, or terminate an Account where Otio reasonably believes that the Account information is inaccurate, the Account is being misused, or continued access creates legal, security, operational, or reputational risk.

4. Free Trials

Otio may offer free trials for certain features, usage levels, products, or subscription tiers. The duration of the free trial, included features, usage limits, support level, applicable Subscription plan, price payable after the trial and any other trial terms will be stated during sign-up, in the relevant plan description, or in an applicable Order Form.

Unless expressly stated otherwise during sign-up, you must provide a valid credit card or other accepted payment method (“Payment Method”) to start a free trial. By providing a Payment Method and starting a free trial, you authorise Otio and its third-party payment processors to store and use your Payment Method and to automatically charge the applicable Subscription fees, taxes, and any other applicable charges when the free trial period ends, unless you cancel before the end of the trial period in accordance with the cancellation instructions provided.

At the end of the free trial, your selected Subscription will automatically begin and the Subscription rules in these Terms will apply, including those relating to billing, renewal, cancellation, and non-refundable charges. If you do not wish to be charged, you are responsible for cancelling your free trial before it expires. Failure to cancel before the end of the free trial, does not entitle you to a refund, credit, or other compensation, except where required by applicable law.

Once the free trial converts into a paid Subscription, Subscription fees will be charged in accordance with the billing cycle, price, and plan selected or displayed at sign-up, unless otherwise stated in an Order Form. Your Subscription will continue and renew automatically unless cancelled in accordance with these Terms.

Trial access is provided for evaluation purposes only and may be subject to usage limits, feature restrictions, reduced support, data-retention limits, or other controls. Otio may modify, suspend, or terminate a free trial at any time, with or without notice, where permitted by law, including to prevent abuse, fraud, excessive usage, breach of these Terms, or security risk.

Otio may limit eligibility for free trials, including by allowing only one free trial per person, organisation, payment method, billing address, domain, device, or account. If Otio determines that you are attempting to circumvent trial limits or otherwise misuse a free trial, Otio may end the trial, suspend or terminate the Account, or require payment for continued access to the Services.

5. Subscriptions, Fees, and Payment

Some parts of the Services require a paid Subscription. Fees, billing periods, included features, usage allowances, Seat counts, and any additional commercial terms will be set out in the applicable checkout flow, plan page, invoice, Order Form, or enterprise agreement.

You must provide a valid Payment Method unless Otio has agreed to invoice billing or another payment arrangement. By providing a Payment Method, you authorise Otio and its third-party payment processors to charge all fees, renewal charges, usage-based charges, Seat charges, taxes, and other amounts due for your use of the Services.

You agree to provide current, complete, and accurate purchase, billing, tax, account, and contact information for all purchases and Subscriptions. You must promptly update your account and payment information, including your email address, billing address, Payment Method, card details, and card expiry date, so that Otio can process transactions and contact you where needed.

You agree to pay all charges at the prices then in effect for your selected Subscription, plan, Seats, usage, add-ons, or other purchases, together with applicable taxes. You authorise Otio and its third-party payment processors to charge your selected Payment Method for those amounts when due.

Otio may correct pricing, typographical, billing, or plan-description errors at any time, including after Otio has requested or received payment. If a correction materially affects your purchase, Otio will take reasonable steps to notify you and, where required by law, give you an opportunity to cancel before the corrected price applies.

Unless otherwise specified, payments are processed in GBP. Fees are exclusive of VAT, sales tax, withholding tax, duties, levies, or similar charges unless stated otherwise. You are responsible for all applicable taxes except taxes based on Otio’s net income.

Subscriptions renew automatically for successive periods equal to the initial term, such as monthly or annually, unless cancelled before renewal through the customer portal, account settings, or another method made available by Otio. Cancellation prevents future renewal but does not automatically entitle you to a refund for the current billing period.

Where a Subscription is purchased through the Apple App Store, Google Play Store, or another third-party app store or app distributor, billing and renewal may be handled by that provider and may be subject to its own payment, renewal, cancellation, and refund terms.

Otio may change fees, plan features, usage limits, or billing practices from time to time. For existing paid subscribers, Otio will provide at least 30 days’ notice of a price increase where required by law or where the change materially affects the amount payable. Continued use after the effective date of the change constitutes acceptance of the updated fees.

If payment fails, is reversed, or is overdue, Otio may retry the charge, contact you for updated payment information, suspend access to paid features, downgrade the Account, charge permitted late-payment amounts, or terminate the Subscription. You remain responsible for amounts incurred before suspension or termination.

Otio uses third-party payment processors and does not directly store full payment-card details where those details are handled by the processor. Otio is not responsible for payment-processing errors, security incidents, delays, or terms caused by third-party processors, except to the extent required by law.

6. Refunds, Cancellations, and Disputed Charges

Except where required by applicable law or expressly stated in an Order Form, all fees are non-refundable and non-cancellable. This includes monthly fees, annual fees, Seat charges, usage fees, renewal fees, and fees for unused time, unused Seats, unused functionality, downgrades, or early cancellation.

Refunds for Subscriptions that begin after a free trial are governed by Section 4 and this Section 6. If you do not wish to be charged after a free trial, you are responsible for cancelling before the trial ends in accordance with the cancellation instructions provided.

You may cancel or downgrade your Subscription at any time through the customer portal, account settings, or by contacting support@otio.ai. Unless otherwise stated in the applicable plan terms or confirmed by Otio, cancellations and downgrades take effect at the end of the then-current billing period and prevent future renewal. They do not entitle you to a refund, credit, or pro-rata adjustment for the current billing period, except where required by applicable law or expressly agreed by Otio in writing.

Subscriptions Purchased Through App Stores or App Distributors

If you purchase a Subscription through the Apple App Store, Google Play Store, or another third-party app store or app distributor, your purchase, billing, renewal, cancellation, and refund rights may be governed by that app store’s or distributor’s own terms and policies.

To cancel a Subscription purchased through an app store or app distributor, you must cancel it directly through your account settings with that app store or distributor. Otio cannot cancel, refund, or otherwise manage Subscriptions purchased through third-party app stores or app distributors, except where the relevant app store or distributor makes that functionality available to Otio.

Deleting the Otio app from your device does not cancel a Subscription purchased through an app store or app distributor.

Where Otio chooses to provide a credit, refund, waiver, or pro-rata adjustment, that decision is discretionary and does not create an obligation to provide the same or similar treatment in the future.

Consumer Cancellation Rights for Digital Services

If you are a consumer in the United Kingdom, European Union, or another jurisdiction that provides mandatory cancellation, cooling-off, withdrawal, refund, or similar rights, those rights apply only to the extent required by applicable law.

The Services are digital services and may include digital content, AI-generated Outputs, uploaded-file processing, document analysis, summaries, notes, chats, annotations, collaboration tools, and other paid digital features made available shortly after sign-up or purchase.

By purchasing a Subscription, starting a paid plan, or accessing paid digital features, you expressly request immediate access to the Services and acknowledge that, once performance begins, your statutory cancellation, withdrawal, or refund rights may be lost, reduced, or limited to the extent permitted by applicable law.

Where applicable law requires Otio to provide a refund after performance has started, Otio may deduct, withhold, or charge a proportionate amount for the Services supplied before cancellation, including access provided, usage consumed, files processed, Outputs generated, Seats activated, storage used, or other paid functionality used, to the extent permitted by applicable law.

Otio may decline a refund, credit, cancellation, or withdrawal request where Otio reasonably believes the request is fraudulent, abusive, made in bad faith, inconsistent with these Terms, or part of repeated attempts to obtain paid access without payment, except where Otio is required by applicable law to provide a refund, cancellation, withdrawal, or other remedy.

Nothing in these Terms limits or excludes any mandatory consumer rights that apply to you under applicable law.

Billing Issues and Disputed Charges

If you believe you have been charged in error, including because of a duplicate charge, incorrect amount, technical bug, major platform fault, or other billing issue, please contact support@otio.ai promptly and, where reasonably possible, within 7 days of the charge. You should provide reasonable details so that Otio can review the issue. This 7-day period does not limit any mandatory rights you may have under applicable law.

If you wish to dispute a charge, we encourage you to contact Otio before initiating a chargeback or payment reversal with your bank or payment provider so that we can try to resolve the issue. If a chargeback, payment reversal, failed payment, or payment dispute occurs, Otio may suspend, restrict, or terminate access to your Account or paid features while the issue is investigated or until payment is resolved, except where prohibited by applicable law.

7. Team, Business, and Enterprise Plans

Team, Business, Enterprise, and similar multi-user plans are intended for organisations and may be purchased through an online checkout flow, invoice, Order Form, or separate written agreement. The plan terms may specify the number of Seats, billing period, usage limits, support level, security features, onboarding services, and any enterprise commitments.

Team plans are generally licensed on a Seat basis. Admins may add, remove, assign, or reassign Seats through the tools made available by Otio. Adding Seats may result in immediate, pro-rata, or next-cycle charges depending on the plan terms. Removing Seats may reduce future charges but does not automatically create a refund or credit for the current billing period.

Admins may manage Users, workspace settings, billing details, integrations, content-sharing permissions, and other Team Account controls. Depending on the features enabled, Admins may be able to access, export, monitor, restrict, transfer, or delete Materials associated with Users in the Team Account.

If you join a Team Account using an email address provided by an organisation, or if your Account is otherwise linked to a Business Customer, the Business Customer may control that Account and associated Materials. You should use personal accounts only for personal content that you do not want an organisation to control.

For Business Customers, the organisation owns or controls the rights in Inputs and Outputs submitted or generated by its employees, contractors, agents, or authorised Users in the Team Account, subject to the organisation’s internal policies and applicable law. Individual Users must not submit content they are not authorised to use on behalf of the organisation.

Business Customers are responsible for all activity by their authorised Users, including employees, contractors, consultants, agents, and invitees. Business Customers must ensure that Users comply with these Terms, maintain appropriate access controls, and promptly remove Users who no longer require access.

Enterprise service levels, uptime commitments, support-response targets, service credits, security reviews, custom data terms, or onboarding obligations apply only if expressly stated in an Order Form or separate written agreement signed or otherwise accepted by Otio. Unless expressly agreed, the Services are provided without a service-level agreement or service-credit remedy.

Where Otio processes personal data on behalf of a Business Customer, Team Account, Enterprise customer, employer, university, or other organisation, Otio may act as a processor and the relevant organisation will normally act as controller. Where applicable, Otio’s Data Processing Addendum or another written data processing agreement will govern that processing.

8. Acceptable Use

You must use the Services lawfully, responsibly, and in accordance with these Terms. You are responsible for all Inputs, prompts, instructions, files, links, queries, content, and other activity submitted through your Account (including activity by anyone who accesses the Services using your credentials or through your Team Account), and for ensuring that your use does not infringe rights, violate law, compromise security, or harm Otio, other users, or third parties.

You must not provide false, misleading, or deceptive information through the Services.

You must not use, or attempt to use, the Services in any way that:

1. violates any applicable law, regulation, court order, contractual obligation, or third-party right, including laws relating to privacy, data protection, intellectual property, consumer protection, export control, sanctions, anti-spam, or online safety;

2. infringes, misuses, or violates Otio’s rights or the rights of any third party, including copyright, trade marks, database rights, confidentiality rights, privacy rights, or other proprietary rights;

3. is unlawful, fraudulent, deceptive, misleading, defamatory, harassing, abusive, hateful, discriminatory, sexually explicit, exploitative, invasive of privacy, or otherwise harmful;

4. promotes, enables, or facilitates violence, self-harm, exploitation, abuse, serious wrongdoing, fraud, cyber abuse, illegal activity, or evasion of legal or regulatory obligations;

5. impersonates any person or organisation, misrepresents your identity or affiliation, misrepresents the source or nature of AI-generated content, or suggests that Otio endorses you, your content, or your activities where no such endorsement exists;

6. uploads, submits, processes, or shares content that you do not have the necessary rights, permissions, authority, safeguards, or lawful basis to use;

7. submits sensitive personal data, regulated health data, payment-card data, government identifiers, trade secrets, confidential third-party information, or other high-risk information unless you have all necessary rights, consents, safeguards, and legal grounds to do so;

8. introduces viruses, malware, malicious code, harmful scripts, automated attack traffic, or any technology designed to damage, disrupt, disable, overburden, or impair the Services or any related systems;

9. probes, scans, tests, bypasses, circumvents, disables, or interferes with the security, integrity, authentication, rate limits, usage limits, access controls, safety systems, model safeguards, or operational systems of the Services;

10. reverse engineers, decompiles, disassembles, copies, modifies, adapts, translates, or attempts to discover the source code, underlying models, systems, prompts, architecture, or non-public functionality of the Services, except to the extent such restriction is prohibited by law;

11. crawls, scrapes, harvests, extracts, indexes, monitors, or copies data, content, Outputs, usage patterns, system behaviour, or other information from the Services except through functionality or APIs expressly made available by Otio;

12. uses the Services, Outputs, documentation, or system behaviour to develop, train, fine-tune, benchmark, improve, or commercialise competing products, machine learning models, datasets, or services without Otio’s prior written permission;

13. sells, rents, leases, sublicenses, distributes, makes available, or otherwise commercially exploits access to the Services except as expressly permitted by Otio or under an applicable Team, Business, or Enterprise plan;

14. uses automated systems, bots, scripts, or bulk processes in a way that exceeds reasonable usage, avoids limits, creates excessive load, or negatively affects the Services or other users;

15. establishes a link to Otio’s website, apps, extension, or Services in a way that is misleading, unlawful, damaging to Otio’s reputation, or suggests association, approval, partnership, or endorsement by Otio where none exists;

16. reproduces, duplicates, copies, sells, resells, sublicenses, distributes, or makes available any part of the Services except as expressly permitted by these Terms, an applicable Order Form, or functionality made available by Otio.

You must not use the Services to make decisions, or as the sole basis for decisions, that may have legal, financial, medical, employment, housing, education, insurance, or other significant effects on a person without appropriate human review and independent verification. Outputs may be inaccurate, incomplete, or unsuitable for your intended purpose, and you are responsible for reviewing and validating Outputs before relying on them.

Otio may monitor for abuse, investigate suspected violations, impose usage limits, restrict functionality, remove or disable access to content, suspend or terminate Accounts, or report unlawful conduct to relevant authorities where Otio reasonably believes such action is necessary to protect the Services, users, third parties, Otio, or to comply with applicable law.

Nothing in this Section limits any other rights or remedies available to Otio under these Terms, an Order Form, applicable law, or equity.

The Services are controlled and operated from the United Kingdom. Otio makes no representation that the Services, Outputs, or any content available through the Services are appropriate, lawful, or available for use in every jurisdiction. If you access or use the Services from outside the United Kingdom, you do so on your own initiative and are responsible for complying with all local laws that apply to you, including laws relating to online services, AI, privacy, data protection, intellectual property, export controls, and sanctions.

You must not access or use the Services if you are located in, ordinarily resident in, organised under the laws of, or otherwise subject to sanctions or restrictions in a country or region where providing the Services would be prohibited by applicable sanctions, export-control, or trade-control laws.

9. Inputs, Outputs, and Intellectual Property

You retain all right, title, and interest in your Inputs. You grant Otio a limited, worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit, display, and otherwise use Inputs only as necessary to provide, maintain, secure, troubleshoot, support, and improve the non-training aspects of the Services, such as reliability, performance, safety, abuse prevention, and user experience, comply with law, enforce these Terms, prevent abuse, and respond to your requests. Otio does not acquire ownership of your Inputs.

Subject to your compliance with these Terms and applicable law, Otio assigns to you any right, title, and interest it may have in Outputs generated by the Services in response to your Inputs. This assignment does not transfer rights in Otio’s underlying technology, models, software, workflows, templates, prompts, documentation, or service infrastructure.

Otio confirms that your Inputs and Outputs, including uploaded content and generated content, will not be used to train Otio’s AI tools or third-party large language models unless you expressly opt in or Otio separately agrees a different written arrangement with you. Otio may still use aggregated, anonymised, or statistical information that does not identify you or reveal your Inputs to operate, analyse, and improve the Services.

Otio may process Inputs and Outputs through third-party AI infrastructure providers solely as necessary to provide, secure, troubleshoot, and support the Services. This does not permit those providers to use your Inputs or Outputs to train their models unless you expressly opt in or another written agreement applies.

Because AI systems may generate similar or identical Outputs for different users, Outputs are not guaranteed to be unique. You acknowledge that other users may receive outputs that resemble Outputs generated for you. Otio’s assignment of rights to you does not restrict Otio from providing similar outputs to others or from operating its Services for other customers.

You acknowledge that AI systems may produce inaccurate, incomplete, outdated, biased, offensive, unsuitable, or misleading Outputs, even where they appear confident or authoritative. Outputs are not professional advice and should not be treated as a substitute for legal, medical, financial, academic, tax, employment, safety, or other professional judgment. You are responsible for independently reviewing, verifying, editing, and validating Outputs before relying on them, sharing them with others, or using them for high-impact decisions.

If you publish, republish, distribute, or otherwise make Outputs available outside the Services, you must not misrepresent the source, authorship, accuracy, or nature of the Outputs, including whether they were generated or assisted by AI. You must cite or disclose Otio’s role where required by applicable law, academic rules, professional standards, platform policies, plan terms, user interface notices, or the context of publication.

Otio and its licensors retain all rights, title, and interest in and to the Services, including software, interfaces, design, workflows, models, systems, documentation, trademarks, logos, trade names, know-how, and other technology. No rights are granted except as expressly stated in these Terms.

Subject to your compliance with these Terms, Otio grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use Otio’s intellectual property solely as necessary to access and use the Services for your personal use or internal business purposes, in accordance with your Account, Subscription, Order Form, and these Terms.

Unless expressly permitted by Otio in writing or by functionality made available through the Services, you must not copy, reproduce, modify, adapt, translate, distribute, publish, republish, sell, resell, sublicense, make available, or commercially exploit any part of the Services or any Otio content, materials, documentation, design, graphics, screenshots, videos, audio, templates, workflows, or other materials made available through the Services.

You may print or download reasonable extracts of Otio-published pages or materials from the Services solely for your personal use or internal business use, provided that you do not modify those copies, use any illustrations, photographs, video, audio, graphics, or other media separately from any accompanying text, or remove any copyright, trade mark, attribution, proprietary notice, or legal notice.

Otio’s status, and the status of any identified contributors, as the authors or owners of Otio-published content must be acknowledged where required by law, good practice, or any notice accompanying the content. This requirement does not apply to User Content, Inputs, or Outputs owned or controlled by users.

If you copy, download, print, share, repost, distribute, or use any part of the Services or Otio-published materials in breach of these Terms, your licence to use those materials will cease immediately and, at Otio’s option, you must promptly return, delete, or destroy any unauthorised copies you have made, except that you may retain one copy of these Terms for your records.

If you provide feedback, suggestions, ideas, or requests about the Services, you grant Otio a perpetual, worldwide, irrevocable, royalty-free licence to use that feedback without restriction or compensation, provided Otio does not disclose your confidential information in doing so.

Where required by law, professional rules, academic rules, platform policies, or the context in which Outputs are used, you must disclose that the content was generated or assisted by AI.

Where required by law, platform rules, safety standards, or product functionality, Otio may apply labels, metadata, technical signals, or other provenance measures to certain Outputs or generated content.

Otio is a research, reading, writing, and productivity tool. It does not provide legal, medical, financial, tax, academic, or other regulated professional advice.

10. User Content

The Services may allow users to upload, submit, create, store, share, or make available Inputs, Outputs, files, links, notes, comments, workspace content, and other materials through the Services, including through Team Accounts or collaboration features (“User Content”).

User Content has not been verified, reviewed, approved, or endorsed by Otio. Any views, opinions, statements, or materials made available by users do not represent Otio’s views, values, opinions, or position.

You are solely responsible for the User Content you upload, submit, create, store, share, or make available through the Services, and for ensuring that you have all necessary rights, permissions, consents, notices, and lawful bases to do so.

Otio has no general obligation to monitor, pre-screen, verify, or edit User Content. However, Otio may remove, disable access to, restrict, preserve, or disclose User Content where Otio reasonably believes this is necessary to operate or secure the Services, enforce these Terms, respond to legal requests, protect users or third parties, or comply with applicable law.

To the maximum extent permitted by law, Otio is not responsible or liable for User Content, or for any loss, damage, claim, or dispute arising from or relating to User Content, including your reliance on User Content made available by another user.

11. Privacy, Data Protection, and Security

Otio collects and processes personal data that you provide to Otio or that is generated through your use of the Services. This may include identity data, contact data, account data, billing and transaction data, usage data, support communications, device and technical data, and other personal data described in Otio’s Privacy Policy. Where Otio acts as a controller, Otio processes personal data in accordance with its Privacy Policy, available at https://otio.ai/privacy. Where Otio acts as a processor on behalf of a Business Customer, Section 11 and any applicable Data Processing Addendum apply.

Where Otio processes personal data on behalf of a Business Customer as a processor under UK GDPR, EU GDPR, or equivalent data protection law, the parties may enter into Otio’s Data Processing Addendum or another written data processing agreement. If a DPA applies, it forms part of these Terms to the extent required by applicable law.

Otio hosts personal data within the European Economic Area. However, personal data may be transferred, accessed, or otherwise processed outside the UK or EEA where necessary to provide, secure, support, improve, or operate the Services, subject to appropriate safeguards as described in Otio’s Privacy Policy.

You are responsible for ensuring that you have all rights, permissions, notices, and lawful bases required to submit Inputs and personal data to the Services. You must not submit personal data, confidential information, or third-party content unless you are authorised to do so and your use complies with applicable law.

Otio implements reasonable technical and organisational measures designed to protect the Services and Materials against unauthorised access, loss, misuse, alteration, and disclosure. No internet service, AI system, or cloud platform can be guaranteed to be completely secure, and you are responsible for using strong passwords, access controls, and appropriate account-management practices.

If Otio becomes aware of a security incident affecting personal data processed through the Services, Otio will take reasonable steps to investigate, mitigate, and notify affected customers or authorities where required by applicable law. You must promptly notify Otio of suspected vulnerabilities or security incidents involving your Account.

11.1. Data Retention, Account Inactivity, Subscription Cancellation, and Deletion of Materials

Otio retains Materials for as long as reasonably necessary to provide the Services, maintain account functionality, comply with applicable law, resolve disputes, enforce these Terms, maintain backups, protect the security and integrity of the Services, prevent fraud or abuse, and meet legitimate operational requirements.

Your ability to store Materials on the Services is linked to your Account status, plan type, usage of the Services, and whether you maintain an active paid Subscription or remain within the limits of a permitted free plan.

You may request deletion of your Account through the customer portal, account settings, the mobile app settings where available, or by emailing support@otio.ai. Deleting the app from your device does not automatically delete your Otio Account or data stored in the Services.

Free Plans, Legacy Accounts, and Inactive Accounts

If you are using a free plan, legacy free account, expired trial, or otherwise do not have an active paid Subscription, Otio may delete, archive, restrict access to, or anonymise some or all of your Materials after a period of inactivity, after a change to free-plan storage limits, or where continued storage is no longer supported under Otio’s then-current retention practices.

This may include uploaded files, documents, notes, summaries, chats, annotations, Outputs, workspace content, and other content associated with your Account.

Before deleting Materials from free, legacy, or inactive Accounts, Otio will take reasonable steps to provide advance notice using the email address associated with your Account, an in-product notice, or another reasonable method. The notice may explain that you need to purchase or renew a Subscription, reactivate your Account, export your Materials where export functionality is available, or take another specified action if you want to continue storing your Materials on Otio.

If you do not take the required action within the notice period stated by Otio, your Materials may be automatically deleted, archived, restricted, or anonymised in accordance with Otio’s then-current retention practices.

Cancellation or Expiry of Paid Subscriptions

If you cancel your paid Subscription, allow your paid Subscription to expire, fail to pay applicable fees, or otherwise no longer maintain an active paid Subscription, Otio is not required to continue storing your Materials indefinitely.

When you cancel a paid Subscription, Otio may provide a warning during the cancellation process, by email, in-product notice, or another reasonable method, explaining that your Materials may be deleted after your Subscription ends or after any applicable grace period.

Following cancellation, expiry, failed payment, or loss of active paid Subscription status, Otio may automatically delete, archive, restrict access to, or anonymise some or all of your Materials after a grace period determined by Otio’s then-current retention practices. You are responsible for exporting or backing up any Materials you wish to keep before your Subscription ends or before the expiry of any notice or grace period provided by Otio.

Meaning of Inactivity

For the purposes of this Section, an Account may be considered inactive where there has been no login, upload, edit, generation, export, subscription activity, payment activity, or other meaningful use of the Services during the relevant period.

Backups, Legal Retention, and Enterprise Accounts

Deletion may not be immediate or complete in all systems. Copies of Materials may remain for a limited period in backups, logs, security records, archival systems, or other technical systems, but Otio will handle such copies in accordance with its retention practices, Privacy Policy, any applicable Data Processing Addendum, and applicable law.

Otio may retain certain information where necessary to comply with legal obligations, resolve disputes, enforce agreements, prevent fraud or abuse, maintain business records, or protect the rights, safety, and security of Otio, its users, or third parties. Where appropriate, Otio may anonymise or aggregate data so that it no longer identifies you or reveals your Inputs, and may retain and use such anonymised or aggregated data for lawful business purposes.

If you are a Business Customer, or if your Account is part of a Team Account, retention and deletion of Materials may be controlled by the relevant Admin, Business Customer, Order Form, Data Processing Addendum, applicable enterprise retention settings, or applicable law.

Nothing in this Section limits any rights you may have under applicable data protection laws, including rights to access, correct, delete, restrict, object to, or receive a copy of your personal data.

12. Third-Party Services and Links

The Services may integrate with, rely on, or contain links to Third-Party Services, including research databases, browser platforms, cloud storage providers, analytics tools, AI infrastructure providers, payment processors, and third-party websites. Third-Party Services are not controlled by Otio unless expressly stated.

Third-Party Services may include third-party AI infrastructure providers that process Inputs, Outputs, uploaded files, prompts, related metadata, technical information, and other User Content only as needed to provide, secure, troubleshoot, and support the Services, as further described in Otio’s Privacy Policy.

Otio does not endorse, warrant, or assume responsibility for Third-Party Services, third-party content, or third-party terms. Your use of Third-Party Services is at your own risk and may be governed by separate terms, privacy policies, data processing arrangements, fees, and security practices.

If you connect the Services to a Third-Party Service, you authorise Otio to access and process information from that service as needed to provide the integration. You are responsible for maintaining the relevant third-party account, permissions, and lawful basis for any connected data.

13. Service Changes, Beta Features, and Availability

Otio may add, modify, suspend, or discontinue features, plans, integrations, APIs, or parts of the Services from time to time. Otio will use reasonable efforts to avoid materially reducing core paid functionality during a paid term, but the Services may evolve as Otio improves product quality, security, legal compliance, and model performance.

Otio may provide alpha, beta, preview, experimental, or early-access features. These features may be incomplete, unstable, subject to additional restrictions, changed without notice, or removed at any time. Beta features are provided for evaluation and are not covered by any service-level commitments unless expressly stated in writing.

The Services may be unavailable because of maintenance, upgrades, model-provider issues, internet outages, security incidents, capacity constraints, third-party failures, or events outside Otio’s reasonable control. Otio does not warrant uninterrupted, error-free, or completely secure operation of the Services.

Some AI features may depend on third-party model, infrastructure, or platform providers. Changes, outages, rate limits, safety filters, model updates, or restrictions imposed by those providers may affect the availability, quality, latency, or functionality of the Services.

14. Confidentiality

Each party may receive non-public information from the other party that is identified as confidential or that should reasonably be understood to be confidential given its nature and the circumstances of disclosure. Confidential information may include business plans, technical information, product roadmaps, security information, pricing, Order Forms, and non-public Materials.

The receiving party must use confidential information only to perform or receive the Services, must protect it using reasonable care, and must not disclose it except to employees, contractors, advisers, service providers, or affiliates who need to know it and are bound by confidentiality obligations. These obligations do not apply to information that is public, already known, independently developed, or lawfully received from a third party without a duty of confidentiality.

A party may disclose confidential information where required by law, court order, regulator, or government authority, provided that it gives reasonable notice where legally permitted and cooperates with efforts to limit disclosure.

15. Disclaimers

The Services are provided on an as is and as available basis. To the maximum extent permitted by law, Otio disclaims all warranties, conditions, representations, and terms, whether express, implied, statutory, or otherwise, including implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted operation.

Otio does not warrant that the Services or Outputs will meet your requirements, achieve a particular result, be accurate, be free from harmful components, preserve all data, or be available without interruption. You are responsible for maintaining appropriate backups of Inputs, Outputs, and Materials that are important to you.

Nothing in these Terms limits or excludes liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any mandatory consumer rights that apply to you.

16. Limitation of Liability

To the maximum extent permitted by law, Otio’s total aggregate liability for all claims, losses, damages, costs, and expenses arising out of or relating to the Services, these Terms, any Subscription, or any Order Form, whether in contract, tort including negligence, breach of statutory duty, misrepresentation, restitution, or otherwise, will not exceed the greater of: (a) the total amount paid by you to Otio for the Services giving rise to the claim in the six months immediately preceding the event giving rise to the liability; or (b) £100.

To the maximum extent permitted by law, Otio will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, goodwill, data, business opportunity, anticipated savings, business interruption, or reputational harm, whether based on contract, tort, negligence, strict liability, statute, or any other legal theory.

Otio is only liable for loss or damage that is a foreseeable result of Otio’s breach of these Terms or failure to use reasonable care and skill. Otio is not liable for losses caused by your misuse of the Services, failure to verify Outputs, third-party services, unauthorised access caused by your account practices, or events outside Otio’s reasonable control.

17. Indemnity

If you use the Services on behalf of a business, organisation, or other legal entity, that entity will indemnify and hold harmless Otio, its affiliates, officers, directors, employees, contractors, and agents from and against claims, damages, liabilities, losses, costs, and expenses, including reasonable legal fees, arising from your Inputs, your use of Outputs, your breach of these Terms, your violation of law, or your infringement of third-party rights.

Otio will promptly notify the relevant customer of a claim for which indemnity is sought, provide reasonable cooperation, and allow the customer to control the defence and settlement, provided that no settlement may impose obligations on Otio or admit fault by Otio without Otio’s prior written consent.

To the maximum extent permitted by law, you agree to indemnify and reimburse Otio for losses, liabilities, damages, costs, and expenses, including reasonable administrative costs and legal fees, arising from or relating to your breach of these Terms, misuse of the Services, unlawful conduct, infringement of third-party rights, or unauthorised use of Otio’s intellectual property. This obligation does not apply to the extent the relevant loss is caused by Otio’s breach of these Terms, negligence, fraud, or wilful misconduct.

18. Suspension and Termination

You may cancel your Subscription or delete your Account at any time through the customer portal, account settings, the mobile app settings where available, or by emailing support@otio.ai. If you purchased your Subscription through the Apple App Store, Google Play Store, or another third-party app store or app distributor, you must cancel it directly through your account settings with that app store or distributor. Cancellation will take effect at the end of the current billing period unless a different date is stated in the applicable plan terms, confirmed by Otio, or required by the relevant app store or distributor. Deleting the app from your device does not automatically cancel your Subscription, delete your Otio Account, or delete Materials stored in the Services.

Otio may suspend or terminate your access immediately if you materially breach these Terms, fail to pay amounts due, create security or legal risk, violate the Acceptable Use Policy, misuse free trials, infringe third-party rights, or if Otio is required to do so by law, court order, regulator, or third-party provider.

Where Otio reasonably believes that you have breached these Terms, Otio may take any action it reasonably considers appropriate, including issuing a warning, investigating the breach, restricting functionality, removing or disabling access to content, temporarily or permanently suspending access, terminating your Account or Subscription, reporting unlawful conduct to relevant authorities, and pursuing legal or equitable remedies.

To the maximum extent permitted by law, Otio is not liable for any loss, damage, claim, cost, or expense arising from actions taken in good faith in response to an actual or suspected breach of these Terms, including suspension, termination, content removal, or reporting, except where caused by Otio’s breach of these Terms, negligence, fraud, or wilful misconduct.

Upon termination, your right to access and use the Services ceases. Otio may delete, archive, restrict, anonymise, or disable access to Materials in accordance with Section 11, its data-retention practices, Privacy Policy, any applicable DPA, Order Form, or applicable law. You are responsible for exporting Materials before termination where export functionality is available.

Sections that by their nature should survive termination will survive, including provisions on fees owed, refunds, intellectual property, privacy and data protection, confidentiality, disclaimers, limitation of liability, indemnity, dispute resolution, governing law, and general provisions.

19. Governing Law and Dispute Resolution

These Terms and any dispute or claim arising out of or relating to them, the Services, or their subject matter are governed by the laws of England and Wales, without regard to conflict-of-law rules.

Before filing a formal legal claim, you agree to attempt to resolve the dispute informally by contacting contact@otio.ai and providing a description of the issue, the relief requested, and relevant account information. The parties will use good-faith efforts to resolve the dispute within 30 days after notice is received.

Subject to any mandatory consumer rights that apply in your country of residence, the courts of England and Wales will have exclusive jurisdiction over any dispute arising from or relating to these Terms or the Services. If you are a consumer, nothing in these Terms affects any right you may have under mandatory local law to bring or defend proceedings in the courts of your country or place of residence.

Nothing in these Terms prevents either party from seeking urgent injunctive or equitable relief in any court of competent jurisdiction to protect intellectual property, confidential information, security, or unauthorised use of the Services.

20. Changes to These Terms

Otio may update these Terms from time to time to reflect changes in the Services, law, security requirements, business practices, or customer feedback. The updated Terms will identify the applicable effective date or last-updated date.

Otio will provide at least 30 days’ notice for substantial changes where required by law or where the changes materially affect your rights or obligations. Notice may be provided by email, account notice, website notice, in-product message, or another reasonable method.

Continued access to or use of the Services after updated Terms become effective constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services and cancel any Subscription before the updated Terms take effect.

21. General Provisions

These Terms, together with the Privacy Policy, any applicable DPA, Order Form, plan terms, and policies referenced in them, constitute the entire agreement between you and Otio regarding the Services and supersede all prior or contemporaneous agreements on that subject.

If any provision of these Terms is found invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted and the remaining provisions will continue in full force and effect. Failure to enforce a provision is not a waiver of the right to enforce it later.

You may not assign, transfer, or delegate your rights or obligations under these Terms without Otio’s prior written consent. Otio may assign, transfer, or delegate its rights and obligations without restriction, including in connection with a merger, acquisition, reorganisation, financing, or sale of assets.

Otio is not liable for delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labour disputes, internet or hosting failures, third-party provider outages, government action, epidemics, power failures, or security incidents not caused by Otio’s failure to use reasonable care.

No agency, partnership, joint venture, employment, fiduciary, or franchise relationship is created by these Terms. You and Otio are independent contractors for all purposes. Notices to Otio must be sent to contact@otio.ai unless a different notice method is required by an Order Form or by law. Otio may send notices to the email address associated with your Account, through the Services, by post, or by other reasonable means. Notices sent by email or through the Services are deemed received when sent, unless the sender receives an automated delivery-failure notice. Notices sent by prepaid first-class UK post are deemed received 48 hours after posting. Notices delivered personally or by commercial courier are deemed received at the time of delivery.

Except for Otio’s affiliates, officers, directors, employees, contractors, agents, licensors, and service providers where these Terms expressly confer rights or protections on them, no person other than you and Otio has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

If you identify a suspected vulnerability, security weakness, or bug affecting the Services, you must report it promptly to support@otio.ai and must not exploit it, access data without authorisation, disrupt the Services, or disclose it publicly before Otio has had a reasonable opportunity to investigate and remediate it.

22. Contact Information

Frontdoor Labs Limited, trading as Otio, is registered in England and Wales with company number 14138209. Correspondence may be sent to Frontdoor Labs Limited, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom.

For privacy enquiries, contact contact@otio.ai. For account support and security notices, contact support@otio.ai. For legal, billing, refund, and general enquiries, contact contact@otio.ai.