Terms of Service

These Terms of Service (the “Terms”) are an agreement between you and Kodimo, Inc., a Delaware corporation doing business as Tazo Labs (“Tazo”, “we”, “us”). They cover the Tazo website (tazolabs.com), the Tazo app and playground (app.tazolabs.com), and the Tazo API (together, the “Services”). Please read them carefully.

Three documents work together:

• these Terms,
• our Pricing and Purchase Policy, which covers credits, payments, refunds and disputes, and
• our Privacy Policy, which explains how we handle data.

1. Accepting these Terms

• You accept these Terms by doing any of the following: creating an account, signing in, buying credits, creating or using an API key, or otherwise using the Services. If you do not agree, do not use the Services.
• You must be at least 18 (or the age of majority where you live, if it is higher).
• If you accept for a company or other organization, you confirm that you have the authority to bind it. In that case “you” means the organization, and it is responsible for everything done under its account.
• Tazo is built for business and developer use. If you are located in the European Union, the European Economic Area or the United Kingdom, you may use the Services only for your trade, business or profession, and not as a consumer.
• A custom agreement overrides these Terms. If you and Tazo sign a separate written agreement (for example an enterprise agreement), that agreement controls wherever it conflicts with these Terms.

2. Your account

• Give us accurate information and keep it up to date.
• Keep your sign-in methods and API keys secret. Do not share them, sell them, rent them or transfer them to anyone.
• You are responsible for all activity under your account and API keys, including activity by your employees, contractors, customers and end users.
• Tell us right away at support@tazolabs.com if you think your account or a key has been compromised.
• Do not create multiple accounts to get around limits, free credits or a suspension.

3. The Services

• Tazo lets you send audio to our models and receive a decision: our models choose between options that you define. Tazo does not decide what the options are, what they mean, or what you do with the result.
• You can use the Services through the playground or the API. Usage is measured and billed as described in the Pricing and Purchase Policy.
• We may apply rate limits and usage limits, and you may not work around them.
• We may add, change or remove features or models at any time. If we remove a paid feature, we will give reasonable notice where we can.
• We do not promise that the Services will be uninterrupted or error free, and we do not offer an uptime guarantee unless we agree one in writing.
• Features marked “beta”, “preview” or “experimental” are provided for testing, may change or disappear without notice, and are used at your own risk.

4. Your Content

“Your Content” means everything you submit to the Services, including audio (clips and live streams), the options and instructions you define, and anything else you send us.

Ownership. As between you and Tazo, you keep your rights in Your Content. We keep all rights in the Services and our models.

License to us. You give Tazo a worldwide, non-exclusive, royalty-free license to host, store, copy, process, analyze and otherwise use Your Content:

• to provide, maintain and secure the Services;
• to review quality, find and fix problems, and prevent abuse;
• to comply with law and enforce these Terms; and
• to develop, train, test and improve our models and the Services, as described in section 6.

You are solely responsible for Your Content. This is a core part of this agreement. By submitting Your Content you confirm, and you agree, that:

• You are responsible for everything you put into the Services, whether or not you own it, and whether or not it contains personal data, voices or information about other people, or sensitive or regulated information.
• You have all rights, permissions, consents and licenses needed to submit Your Content and to let us use it as described in these Terms. This includes the consent of every person who speaks in or appears in your audio.
• You have given every notice and obtained every consent required by law for recording, processing and analyzing the audio, including laws on recording conversations, voice and biometric data, privacy, and children’s data.
• Tazo does not review Your Content in advance, does not verify any of the above, and has no responsibility for it. All liability arising from Your Content stays with you.
• Tazo is not designed for health data that is regulated by laws such as HIPAA. We are not a “business associate” and do not sign business associate agreements. If you submit regulated data anyway, you alone are responsible.

5. Outputs and how you use them

“Outputs” are the decisions and other results our models return to you.

• As between you and Tazo, you own your Outputs. We assign to you whatever rights we have in them. Outputs may not be unique: other customers may receive similar or identical Outputs for similar inputs.
• You decide how to use Outputs, and you are solely responsible for that use. This applies to every use, including classifications of intent, emotion or anything else, and including decisions that affect people.
• Models make mistakes. Outputs can be wrong, incomplete or biased, and they are not professional advice (medical, legal, financial or otherwise). Evaluate Outputs for your own purposes, and apply human review wherever you think it is needed.
• You are responsible for complying with all laws and regulations that apply to how you use Tazo and its Outputs, including laws on automated decision-making, employment, credit, housing, insurance, education, privacy and AI. Tazo makes no promise that any use of the Services is lawful in your situation.
• If you build a product on Tazo, you are responsible for giving your own end users the notices they need (for example that AI is involved, and that Outputs can be wrong), and for your end users’ compliance with these Terms.
• Tazo is not liable for any decision, action or harm that results from your Content, your options, your Outputs, or your use of them.

6. How we use Your Content: training, retention and deletion

Training by default. Unless you opt out (below) or have a custom agreement that says otherwise, we may use audio and other Content submitted through your account, whether through the playground or through the API you bought directly from us, to train, test and improve Tazo’s models and Services. Training and data labeling are done in-house by Tazo. Authorized Tazo personnel may listen to or review audio to label it and check quality, under confidentiality obligations.

Opting out. To opt out of training, email support@tazolabs.com from the email address on your account. We will confirm when your account is opted out.

• An opt-out stops future use of your Content for training. It does not remove Content from models that were already trained before the opt-out, and it does not stop us from using Content for the other purposes in section 4.
• Accounts under a custom enterprise agreement are not used for training unless that agreement says so.

Storage and access. We keep audio encrypted in our systems. Audio may be accessed, and decrypted for that purpose, for delivering the Services, for quality review and for model training, by authorized Tazo personnel and systems.

Retention. We keep your audio for as long as your account exists. If your account is inactive for six months, we delete your audio. “Inactive” means no sign-in and no API requests for six months.

Deletion. If you delete your account, we delete your audio from our live systems immediately, and any copies in backups expire within 180 days. You can also ask us at any time to delete your audio while keeping your account: email support@tazolabs.com. We may keep limited records that the law requires or that we need to settle a dispute, such as payment and invoice records, and these are described in the Privacy Policy.

Models are not deleted. Models trained on Content before you opted out or deleted it may continue to be used.

7. Acceptable use

You may not, and may not help anyone to:

1. use the Services in violation of any law or regulation, or to commit fraud;
2. submit content that sexually exploits children;
3. use the Services for covert surveillance of people without the consent the law requires, or to profile children. We do not support these uses;
4. attack, probe, overload or disrupt the Services or other users, or try to get around authentication, rate limits, usage limits or security controls;
5. share, sell, transfer or leak API keys, or resell or sublicense the Services without our written agreement;
6. reverse engineer, decompile or extract our models, weights, prompts or training data, including by sending large volumes of requests to copy a model’s behavior;
7. use Outputs to train, build or improve a model or product that competes with Tazo, or use the Services to build a competing product;
8. scrape the Services, or send automated sign-up or sign-in requests;
9. create multiple accounts to evade limits, free credits or enforcement;
10. remove or hide any notice we put on the Services; or
11. use the Services in the European Union, or for people located there, to infer emotions in workplaces or schools (except for medical or safety reasons), or for any other practice that the EU AI Act prohibits.

EU rule. By accepting these Terms, you also accept item 11 for all of your use of the Services in the European Union or involving people located there.

This list is about how you use the Services. As explained in section 5, what you put in and what you do with the results is your responsibility, and these Terms do not make Tazo a judge of it.

Benchmarking is allowed. You may test Tazo and publish the results of comparisons, as long as you describe your method and settings accurately and do not mislead. This does not allow anything in items 6 to 8 above.

8. Our rights and your feedback

• Tazo and its licensors own the Services, models, software, documentation, name and logos. You get only a limited, revocable, non-transferable right to use the Services under these Terms.
• If you give us ideas, suggestions or feedback, we may use them freely without paying you or crediting you.
• We will not use your name or logo to promote Tazo without your permission.

9. Payments

Credits, pricing, taxes, refunds, payment disputes and account balances are governed by the Pricing and Purchase Policy. If these Terms and the Pricing and Purchase Policy conflict on a payment matter, the Pricing and Purchase Policy controls. On every other matter, these Terms control.

10. Suspension and termination

• You can stop using the Services and close your account at any time. How to close it is in the Pricing and Purchase Policy and the app.
• We may suspend or end your access, with or without notice, if you break these Terms or the Pricing and Purchase Policy, if we reasonably believe that your use creates legal, security or payment risk (including a payment dispute), or if the law requires it. Where it is reasonable and safe to do so, we will tell you why.
• When your account closes, your right to use the Services stops, and unused credits are handled as described in the Pricing and Purchase Policy.
• Sections that by their nature should survive (for example sections 4, 5, 8, and 11 to 16) survive closing of your account.

11. Disclaimers

THE SERVICES AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT THE LAW ALLOWS, TAZO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY AND AVAILABILITY. TAZO DOES NOT WARRANT THAT OUTPUTS ARE CORRECT, THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THEY WILL BE SECURE OR ERROR FREE.

12. Limitation of liability

TO THE MAXIMUM EXTENT THE LAW ALLOWS:

• TAZO WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA OR GOODWILL, EVEN IF TAZO WAS TOLD THEY WERE POSSIBLE; AND
• TAZO’S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES AND THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TAZO IN THE 12 MONTHS BEFORE THE EVENT THAT GAVE RISE TO THE CLAIM AND (B) US$100.

These limits apply to every legal theory, including contract, negligence and strict liability. Nothing in these Terms limits liability for fraud or willful misconduct, or any liability that cannot be limited by law. Some places do not allow certain limits, so parts of this section may not apply to you. They apply as far as the law permits.

13. Indemnification

You will defend, indemnify and hold harmless Tazo, its affiliates, and their officers, directors, employees and agents against all claims, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising from or related to:

• Your Content, including any claim that you lacked the rights, consents or notices needed to submit it or to let us use it as these Terms describe, and any claim by a person whose voice, image or data is in it;
• your Outputs, options and decisions, and how you or your end users use them;
• your product or service that uses Tazo, and your end users’ use of it;
• your breach of these Terms or the Pricing and Purchase Policy; or
• your violation of any law or the rights of any person.

We will tell you promptly about any claim, and we may take control of its defense at your cost. You may not settle a claim in a way that admits fault by Tazo or imposes any obligation on Tazo without our written consent.

14. Governing law, courts and disputes

• Governing law. These Terms and any dispute about them or the Services are governed by the laws of the State of Delaware, USA, without regard to its conflict of laws rules.
• Talk first. Before either of us starts a lawsuit, the party with the complaint must send the other a written notice describing it (to Tazo at support@tazolabs.com and at the address below). We will then both try in good faith to resolve it for at least 30 days.
• Courts. If it is not resolved within those 30 days, any claim must be brought only in the state or federal courts located in Delaware, and you and Tazo both consent to those courts’ jurisdiction and venue. Either of us may go to court sooner for urgent relief to protect intellectual property or confidential information.
• No jury. TO THE MAXIMUM EXTENT THE LAW ALLOWS, YOU AND TAZO EACH WAIVE THE RIGHT TO A JURY TRIAL.
• No class actions. YOU AND TAZO MAY BRING CLAIMS ONLY ON AN INDIVIDUAL BASIS, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE OR REPRESENTATIVE ACTION.
• Claims must be started within one year after they arise, to the extent the law allows a shorter period.
• If you are located where the law gives you mandatory rights to bring a claim in your home courts, those rights are not taken away.

15. Changes to these Terms

We may update these Terms. For changes that materially affect you, we will give at least 30 days’ notice by email or in the app before they take effect. Other changes take effect when we post them. Changes required by law may take effect immediately. If you keep using the Services after a change takes effect, you accept the updated Terms. If you do not agree, stop using the Services and close your account. Old versions stay available at tazolabs.com/terms with their version dates.

16. Export controls and sanctions

You may not use the Services if you are located in, or ordinarily resident in, a country or region subject to comprehensive United States sanctions, or if you are on a United States government restricted-party list. You will follow all export, sanctions and anti-corruption laws that apply to your use of the Services.

17. General

• Entire agreement. These Terms, the Pricing and Purchase Policy and (where they apply) the Privacy Policy and any custom agreement are the whole agreement between you and Tazo about the Services.
• Order of precedence. A signed custom agreement first, then the Pricing and Purchase Policy (for payment matters), then these Terms.
• Severability. If a part of these Terms cannot be enforced, the rest still applies.
• No waiver. If we do not enforce a right right away, we have not given it up.
• Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or to a successor in a merger, acquisition or sale of assets.
• Notices. You agree that we may send you legal notices by email to the address on your account or by posting in the app, and that this counts as written notice.
• Events beyond our control. Neither of us is liable for delays or failures caused by events outside our reasonable control, except for payment duties.
• No third-party rights. These Terms do not give rights to anyone other than you and Tazo.
• Relationship. You and Tazo are independent parties. There is no partnership, agency or employment relationship.
• Interpretation. These Terms were prepared by Tazo, and no rule that reads unclear wording against the writer applies.

18. Contact

Questions about these Terms: support@tazolabs.com

Kodimo, Inc.
251 Little Falls Drive
Wilmington, Delaware 19808
United States