These Terms of Service ("Terms") are a legal agreement between you and Pushie Inc., a Delaware corporation ("Pushie," "we," "us," or "our"). They govern your use of the Daydream desktop video-editing application ("Desktop App") and the website, web dashboard, and APIs at daydreamvideo.com (the "Site"), together the "Services."

By creating an account, installing or using the Desktop App, or otherwise using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services.

1. Eligibility

You may use the Services only if you:

• Are at least 18 years old; and
• Are not barred from using the Services under the laws of the United States or your country of residence.

If you are using the Services on behalf of an organization, you represent that you are authorized to bind that organization, and "you" refers to both you and the organization.

2. Accounts

You need an account to use most Services. You agree to provide accurate information, to keep your login credentials confidential, and to notify us promptly at support@daydreamvideo.com if you suspect unauthorized access. You are responsible for all activity under your account. You may not share your account with anyone else or create more than one account for yourself.

3. License to use the Desktop App

Subject to your compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Desktop App on devices you own or control, solely for your personal or internal business use.

You agree not to:

• Copy, modify, distribute, sell, rent, sublicense, or lease the Desktop App;
• Reverse-engineer, decompile, or disassemble the Desktop App, except to the extent this restriction is prohibited by applicable law;
• Remove or alter any copyright, trademark, or other proprietary notices;
• Use the Desktop App to build a competing product;
• Bypass usage quotas, rate limits, or authentication;
• Probe, scan, or test the vulnerability of the Services without our prior written authorization.

Automatic updates

The Desktop App checks for and installs updates automatically. You agree to receive these updates, which may be required to keep the Services secure and working. If you disable updates, features may stop working and you may no longer receive security patches.

Enforcement and remedies

You acknowledge that a breach of this Section 3 may cause Pushie irreparable harm for which monetary damages would be an inadequate remedy. In addition to all other rights and remedies available at law or in equity, Pushie is entitled to seek injunctive or other equitable relief — including a temporary restraining order and preliminary and permanent injunctive relief — in any court of competent jurisdiction, without the need to post a bond or other security. Nothing in these Terms limits any remedy otherwise available to Pushie, and our election of any particular remedy is not a waiver of any other.

4. Your content

4.1 You keep ownership

You retain all rights, title, and interest in the video, audio, images, project files, transcripts, and other content you import into or create with the Services ("Your Content"). We do not claim ownership of Your Content.

4.2 License you grant us

You grant Pushie a limited, worldwide, non-exclusive, royalty-free license to host, copy, transmit, display, and process Your Content solely to operate and provide the Services to you. For example, we use this license to send audio you choose to transcribe to our speech-to-text provider, and to send video content you choose to analyze to our video-analysis provider.

This license is narrow. We do not use Your Content to train artificial-intelligence models, we do not use it for marketing, and we do not share it outside the service providers needed to deliver the feature you requested (see our Privacy Policy for the list). The license ends when Your Content is deleted from the Services, except for residual copies in routine backups, which cycle out on our standard schedule.

4.3 Your responsibility for Your Content

You represent and warrant that:

• You own Your Content or have obtained all necessary rights, licenses, consents, and releases to use it with the Services and to grant us the license in Section 4.2;
• Your Content does not violate these Terms, applicable law, or the rights of any third party (including intellectual-property rights, rights of publicity, and privacy rights);
• You have the right to transcribe and analyze any audio and video you process with the Services.

You — not Pushie — are responsible for Your Content and for the consequences of processing, publishing, or distributing it.

5. Acceptable use

You agree that you will not use the Services to create, process, store, or distribute content or to engage in activity that:

1. Violates law, including any use involving child sexual abuse material, content inciting or facilitating violence or terrorism, unlawful surveillance, or content that violates applicable export-control, sanctions, or criminal law.
2. Infringes intellectual-property or other rights, including using the Services on video, audio, or images you do not have the rights to edit, transcribe, or analyze.
3. Creates non-consensual sexual imagery or non-consensual deepfakes, or impersonates a real person in a misleading way without their consent. The Services must not be used to generate, synthesize, or manipulate media to fabricate statements or acts by an identifiable person without their permission.
4. Harasses, defames, or threatens others, or promotes discrimination or hatred against a protected class.
5. Interferes with the Services, including attempts to overwhelm, disrupt, or gain unauthorized access, circumvent quotas, falsify usage, or extract data beyond what the features permit.
6. Misrepresents your identity, affiliations, or the provenance of Your Content in a way that is deceptive or fraudulent.

We may investigate suspected violations and cooperate with law enforcement. We may suspend or terminate accounts we reasonably believe to be engaged in prohibited use, with or without notice.

Because most processing happens on your device, we generally do not see the content you edit. The restrictions in this Section are contractual: we rely on you to comply and reserve the right to take action when we become aware of prohibited use.

6. Subscriptions, billing, and cancellation

6.1 Plans and fees

Certain features of the Services are available only with a paid subscription. Current plans and prices are posted on the Site. By subscribing, you authorize us (through our payment processor, Stripe) to charge the payment method you provide on a recurring basis until you cancel.

6.2 Renewal

Subscriptions renew automatically at the end of each billing period (monthly or annual) at the then-current price for your plan. We will email a receipt after each successful charge.

6.3 Price changes

We may change prices. If a change applies to your existing subscription, we will notify you at least 30 days before the next renewal. If you do not accept the change, you can cancel before it takes effect.

6.4 Cancellation

You can cancel at any time from your account settings or by emailing support@daydreamvideo.com. Cancellation stops future renewals. Your access continues through the end of the billing period you have already paid for. We do not provide refunds for partial periods. This does not limit any non-waivable rights you have under consumer-protection law in your jurisdiction.

6.5 Free tier and usage quotas

Some features include monthly usage limits (for example, transcription and video analysis). When you reach a limit, the feature may be disabled until the next reset or until you upgrade. Limits for each plan are shown on the Site.

6.6 Taxes

Prices do not include taxes. You are responsible for any sales, use, value-added, or similar taxes unless we indicate otherwise.

6.7 Failed payments

If a charge fails, we may retry and may suspend paid features until payment succeeds. If payment remains unsuccessful, we may downgrade your account to the free tier or terminate it.

7. AI-assisted features

The Services include features powered by artificial intelligence, including automated transcription, video analysis, and an in-app chat agent that runs on a third-party AI provider using credentials you supply on your device.

AI output can be wrong. Transcripts may mis-hear words, visual analyses may misidentify scenes, and chat agents may state things that are inaccurate or incomplete. You are responsible for reviewing and verifying AI output before relying on it, publishing it, or acting on it.

Your use of AI features is also subject to the third-party terms identified in Section 10. You are responsible for ensuring that the content you submit to these features is permitted under those terms and under applicable law.

8. Intellectual property

8.1 Our property

The Services, including the Desktop App, the Site, our software, branding, logos, and documentation, are owned by Pushie or our licensors and are protected by copyright, trademark, trade-secret, and other intellectual-property laws. The Desktop App's source code, object code, internal structure, organization, algorithms, and non-public interfaces constitute Pushie's confidential information and trade secrets. Except for the license in Section 3, we grant you no rights in our intellectual property.

8.2 Feedback

If you send us feedback, ideas, or suggestions about the Services, you grant Pushie a perpetual, irrevocable, worldwide, royalty-free, fully-paid, sublicensable license to use them without restriction or attribution. You do not need to send us feedback, but if you do, we appreciate it.

8.3 Copyright and takedowns

If you believe content processed through the Services infringes your copyright, send a notice to support@daydreamvideo.com containing the information required by 17 U.S.C. § 512(c)(3). Because Daydream is a processing tool and not a hosting service for public distribution, most takedown issues are better addressed directly with the party hosting the content. We will still evaluate notices we receive in good faith.

9. Beta and experimental features

We may offer features labeled as "beta," "preview, " or "experimental." These features are provided as is, may change or be withdrawn at any time, and are not subject to the same service expectations as generally available features. You use them at your own risk.

10. Third-party services

The Services integrate with third-party products for payments, transcription, AI processing, analytics, email delivery, hosting, and software-update delivery, including Stripe for payments. Your use of those products is also governed by their terms and privacy policies. We are not responsible for third-party services and do not control them. If a third-party service becomes unavailable or changes materially, the related Daydream feature may also be affected.

11. Suspension and termination

By you. You can stop using the Services and delete your account at any time. Cancellation of a paid subscription is described in Section 6.4. Account deletion is described in our Privacy Policy.

By us. We may suspend or terminate your account and access to the Services immediately, with or without notice, if:

• You breach these Terms, including the Acceptable Use section;
• You fail to pay fees when due;
• We reasonably believe your use creates risk or legal exposure for Pushie, other users, or third parties;
• We are required to do so by law or by a competent authority;
• We discontinue the Services in whole or in part.

On termination, your license to use the Desktop App ends, and we will handle your data as described in our Privacy Policy. Sections that by their nature should survive termination (including Sections 4.3, 5, 8, 12, 13, 14, 16, and 17) will survive.

12. Disclaimers

THE SERVICES AND ALL CONTENT AND FEATURES WITHIN THEM ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PUSHIE DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR ACCURATE; THAT DEFECTS WILL BE CORRECTED; OR THAT AI-GENERATED OUTPUTS WILL BE ACCURATE, COMPLETE, OR FIT FOR ANY PARTICULAR PURPOSE. YOU ARE RESPONSIBLE FOR MAINTAINING BACKUPS OF YOUR CONTENT.

Some jurisdictions do not allow the exclusion of certain warranties. In that case, the exclusions above apply to the maximum extent permitted by law.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

1. PUSHIE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; ANY LOSS OF PROFITS, REVENUE, GOODWILL, USE, CONTENT, OR DATA; OR ANY COST OF SUBSTITUTE SERVICES — WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) US$100 OR (B) THE AMOUNT YOU PAID PUSHIE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow limitations on certain damages. In that case, the limitations above apply to the maximum extent permitted by law, and nothing in these Terms limits liability that cannot be limited by law (for example, liability for gross negligence or willful misconduct, or, in the UK and EEA, liability for death or personal injury caused by negligence, or fraud).

14. Indemnification

You agree to defend, indemnify, and hold harmless Pushie and its officers, directors, employees, and agents from any claim, loss, liability, damage, cost, or expense (including reasonable attorneys' fees) arising out of or related to: (a) Your Content; (b) your use of the Services; (c) your breach of these Terms; or (d) your violation of any law or the rights of a third party. We may assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense.

15. International users

The Services are controlled and offered by Pushie from the United States. We make no representation that the Services are appropriate or available for use in other locations. If you access or use the Services from outside the United States, you do so at your own initiative and are responsible for compliance with local laws.

16. Binding resolution of disputes

Please read this Section carefully — it affects your legal rights.

16.1 Governing law

These Terms and any dispute arising out of or relating to them or the Services are governed by 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.

16.2 Exclusive venue

Except for small-claims matters described in Section 16.5 and intellectual-property matters described below, any lawsuit relating to these Terms or the Services must be brought exclusively in the state or federal courts located in Wilmington, Delaware. You and Pushie consent to personal jurisdiction in those courts and waive any objection to venue or forum. Notwithstanding the foregoing, Pushie may seek injunctive or other equitable relief for actual or threatened infringement, misappropriation, or violation of its intellectual-property or confidentiality rights in any court of competent jurisdiction.

16.3 Jury-trial waiver

You and Pushie each waive the right to a trial by jury in any proceeding arising out of or related to these Terms or the Services, to the fullest extent permitted by law.

16.4 Class-action waiver

You and Pushie agree that disputes will be resolved only on an individual basis and not as a plaintiff or class member in any class, consolidated, or representative action. You and Pushie waive any right to bring or participate in a class action, class arbitration, private-attorney-general action, or representative proceeding. If this waiver is found unenforceable in a particular case, the rest of this Section 16 will still apply to the extent possible.

16.5 Small-claims carve-out

Nothing in this Section prevents you or Pushie from bringing an individual action in a small-claims court for any dispute within that court's jurisdiction, so long as the action stays in small-claims court and proceeds on an individual (non-class) basis.

16.6 Time limit

Any claim arising out of or relating to these Terms or the Services must be filed within one (1) year after the claim accrues, or be permanently barred, to the extent permitted by law.

17. Miscellaneous

Entire agreement. These Terms, together with the Privacy Policy and any plan-specific terms presented at checkout, are the entire agreement between you and Pushie about the Services and supersede prior agreements on the same subject.

Changes. We may update these Terms from time to time. If we make material changes, we will notify you by email or in-product notice at least 30 days before they take effect. Continued use of the Services after the effective date constitutes acceptance. If you do not accept the updated Terms, stop using the Services and cancel your account before the effective date.

Severability. If any provision of these Terms is held unenforceable, the rest will remain in effect.

No waiver. Our failure to enforce a provision is not a waiver of our right to do so later.

Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms — for example, in connection with a merger, acquisition, or sale of assets — without restriction.

Force majeure. We are not liable for any failure or delay caused by events beyond our reasonable control (such as natural disasters, acts of war or terrorism, civil unrest, labor disputes, internet or utility outages, or actions of governmental authorities).

Relationship. These Terms do not create any partnership, joint venture, employment, or agency relationship.

Notices. We may send notices to the email on your account. You may send notices to Pushie at support@daydreamvideo.com.

Export and sanctions. You may not use, export, or re-export the Services except as authorized by US law and the laws of the jurisdiction in which you are located. By using the Services, you represent that you are not located in a country subject to a US government embargo, and that you are not on any US government or other applicable sanctions or prohibited-parties list.

US government users. If you are a US government entity, the Services are "commercial items" and "commercial computer software" as defined in the Federal Acquisition Regulation, and are provided with only the rights granted to all other users under these Terms.

18. Contact

Pushie Inc.
Email: support@daydreamvideo.com