Eagle Studio General Terms of Use

These General Terms of Use (the “General Terms”) are between Eagle Studio LLC, a California limited liability company (“Eagle”) and the individual or entity accepting them (“Customer,” “you”). If you act for an organization, you represent that you are authorized to bind it.

These General Terms govern access to Eagle’s products through a single Eagle account, including Film Metadata and Podcast Studio. The Film Metadata Product-Specific Terms and Podcast Studio Product-Specific Terms below apply only to the corresponding product. Prices, quantities, purchased entitlements, and recurring billing details are presented in the applicable online checkout or purchase confirmation (a “Purchase Confirmation”).

BY SELECTING AN AFFIRMATIVE ACCEPTANCE CONTROL PRESENTED WITH THESE GENERAL TERMS AND APPLICABLE PRODUCT-SPECIFIC TERMS, YOU AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE, DO NOT ACCESS THE SERVICES. THE SERVICES ARE OFFERED TO CUSTOMERS IN THE UNITED STATES WHO ARE AT LEAST 18 YEARS OLD.

1. Definitions

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a Party, where “control” means ownership of more than fifty percent (50%) of the voting interests or the power to direct management.

“Applicable Laws” means all laws, regulations, governmental requirements, orders, and binding legal obligations applicable to a Party in connection with these General Terms.

“Connected Account” means a third-party account, channel, feed, social-media profile, podcast-distribution account, payment account, cloud environment, or other external account that Customer connects to or authorizes for use with the Services.

“Credits” means prepaid units purchased by Customer for use with designated Podcast Services as described in the applicable Purchase Confirmation or Documentation.

“Customer Content” means any Content uploaded, submitted, recorded, entered, generated, transmitted, stored, connected, or otherwise made available by or on behalf of Customer or its Users through the Services, including video, audio, images, text, titles, descriptions, metadata, production media, and account credentials or tokens made available through authorized integrations.

“Documentation” means user guides, technical documentation, help materials, knowledge-base content, usage instructions, and related resources made available by Eagle for the Services.

“Eagle Technology” means the Services, Software, Documentation, models, editing intelligence, algorithms, workflows, methods, templates, APIs, interfaces, tools, know-how, designs, data structures, improvements, and all other technology or intellectual property owned, licensed, or developed by Eagle, excluding Customer Content and Customer’s ownership interest in Outputs under Section 9.

“Operational Uses” means activities reasonably necessary to provide, operate, support, secure, and maintain the Services, including hosting, storing, copying, processing, transcoding, scanning, editing, transmitting, formatting, displaying, indexing, transcribing, summarizing, distributing, backing up, and otherwise technically processing Customer Content in accordance with Customer’s use of the Services.

“Outputs” means customer-specific deliverables generated by the Services from Customer Content, such as edited episodes, social-media clips, titles, summaries, subtitles, audio files, preview media, and customer-specific metadata, but excluding Eagle Technology and third-party materials.

“Product-Specific Terms” means the Film Metadata Product-Specific Terms or Podcast Studio Product-Specific Terms, as applicable to the product used.

“Purchase Confirmation” means the electronic checkout record, receipt, or subscription selection identifying purchased entitlements, applicable price, billing frequency, and material commercial terms.

“Services” means the Eagle software, applications, website, cloud processing, metadata tools, podcast production and publishing functions, and related services actually made available to Customer, as described in the applicable Product-Specific Terms.

“Software” means software components used in connection with the Services, including applications, embedded code, integrations, APIs, and client software.

“Subscription Term” means a recurring billing period selected by Customer and disclosed before purchase, including any renewal period.

“Third-Party Service” means a product, platform, network, cloud service, payment service, media-processing service, social-media service, podcast-distribution service, or other service not controlled by Eagle.

“Usage Data” means technical, operational, telemetry, performance, and usage information concerning the operation and use of the Services that does not constitute Customer Content.

“User” means an employee, contractor, consultant, representative, or agent authorized by Customer to use the Services on Customer’s behalf.

“Viewer Data” means data collected through the Services concerning individuals who access or view Customer Content through a preview link, player, feed, or similar functionality.

2. Product Selection and Online Purchases

2.1 Online Purchases. Customer purchases credits, production days, subscriptions, and other paid features through Eagle’s authorized online purchase interface. The Purchase Confirmation identifies the applicable price, quantities, billing interval, and other commercial details.

2.2 One Account; Separate Products. One Eagle account may access both (a) Film Metadata, which is primarily used in film-production and business workflows, and (b) Podcast Studio, which may be used by individuals and production or space partners. Each product is subject to its own Product-Specific Terms.

2.3 Precedence. If a Product-Specific Term conflicts with these General Terms on a matter particular to that product, the Product-Specific Term controls for that product. A Purchase Confirmation governs selected prices, purchased quantities, and billing periods but does not amend legal provisions. Any applicable signed data-processing addendum controls for the processing it expressly covers.

2.4 Organizational Use. A Customer acting for an organization may authorize personnel to use its account and remains responsible for their use. Separate organizational logins or project-level permissioning are available only if and when Eagle actually offers them.

3. Access and Use of Services

3.1 Service Access. Subject to these General Terms, applicable Product-Specific Terms, and payment for the relevant entitlement, Eagle grants Customer a limited, non-exclusive, non-transferable right to use the purchased Services during the applicable prepaid entitlement, production day, or Subscription Term.

3.2 Accounts. Customer is responsible for all activity occurring under its account; maintaining the confidentiality and security of account credentials; maintaining accurate account information; and ensuring that its Users comply with these General Terms. Customer will promptly notify Eagle of any unauthorized access or suspected security incident involving Customer’s account.

3.3 Service Updates. Eagle may update or modify the Services for security, performance, interoperability, or functionality, provided it will not materially deprive Customer of a paid entitlement without appropriate notice or remedy as required by law.

4. Customer Obligations and Acceptable Use

4.1 Restrictions. Customer will not, and will not permit any third party to: (a) sell, sublicense, distribute, lease, or commercially exploit the Services except as expressly permitted by a Purchase Confirmation; (b) reverse engineer, decompile, disassemble, or attempt to discover source code, non-public models, algorithms, or underlying structure of the Services except to the limited extent such restriction is prohibited by law; (c) use the Services to create or train a competing product or service through systematic extraction of the Services or Eagle Technology; (d) circumvent security, authentication, access, usage, or rate-limiting mechanisms; (e) interfere with or disrupt operation of the Services or impose unreasonable burdens on Eagle infrastructure; (f) introduce malware, malicious code, or harmful content; (g) use automated extraction, scraping, or similar tools except as expressly authorized by Eagle; or (h) use the Services in violation of Applicable Laws or third-party rights.

4.2 Prohibited Content. Customer will not use the Services to create, store, transmit, process, publish, or distribute content that violates Applicable Laws; infringes or misappropriates intellectual property, privacy, publicity, or other rights; is fraudulent or unlawfully deceptive; contains malicious code; promotes unlawful conduct; or contains highly regulated information unless expressly permitted in the applicable Purchase Confirmation and subject to agreed security requirements.

4.3 Rights and Consents. Customer is responsible for obtaining all rights, notices, releases, and legally required consents for content it supplies, recordings it initiates, people recorded, metadata it enters, and publication it authorizes. The Podcast Studio Product-Specific Terms establish additional participant, partner, and social-account requirements for that product.

4.4 Connected Accounts. Customer is responsible for maintaining all rights and permissions necessary to connect and use Connected Accounts and for complying with the terms and policies applicable to those accounts. Customer will not provide Eagle access to any Connected Account unless Customer is authorized to do so.

5. Usage Limits and Fair Use

5.1 Usage Limits. Services may be subject to credit balances, purchased production days, storage, processing, API, account, studio, or other limits accurately displayed in the product or at checkout.

5.2 Fair Use. Any Service described as “unlimited” is subject to reasonable business use. Customer will not use the Services in a manner that places unreasonable burdens on infrastructure, materially degrades service quality, or interferes with other customers. Eagle may require Customer to purchase additional capacity or an appropriate service tier if Customer’s usage materially exceeds reasonable business use.

6. Fees, Payment, Credits, and Taxes

6.1 Prices and Payment. Customer agrees to pay prices displayed and accepted at checkout. Eagle may use a third-party payment processor. Except where expressly stated before purchase or required by law, completed purchases are non-refundable. Eagle will not impose a fee not disclosed before the applicable purchase.

6.2 Prepaid Credits and Production Days. Podcast Studio credits and Film Metadata production days are separate prepaid entitlements. Unless a different condition is clearly disclosed before purchase, purchased credits and purchased but unactivated production days do not expire merely with time, are non-transferable, and cannot be exchanged for cash. Credits are consumed at the action-specific rates displayed in the product; production days are activated under Section A.4. Cancellation of a separate recurring subscription does not by itself forfeit unused prepaid entitlements. Voluntary account closure may terminate access only after disclosure of its consequences and subject to applicable law; suspension or termination for cause does not eliminate any refund or other remedy required by law.

6.3 Taxes and Recurring Subscriptions. Prices exclude applicable transaction taxes unless checkout states otherwise. Where Eagle offers a recurring subscription (including RSS hosting or metadata storage), checkout will disclose its recurring price, renewal frequency, and cancellation terms before purchase. Customer authorizes renewal charges until cancellation. Cancellation takes effect at the end of the paid billing period unless applicable law requires otherwise; no prorated refund is provided except where required by law. Eagle will provide renewal notices and accessible cancellation mechanisms when required by applicable law.

7. Customer Content

7.1 Ownership. As between the parties, Customer retains all right, title, and interest in and to Customer Content.

7.2 Limited License. Customer grants Eagle and its authorized service providers a non-exclusive license to host, copy, transmit, process, edit, and distribute Customer Content only as reasonably necessary to provide the particular Services Customer requests, including expressly authorized Podcast Studio publication, and to provide necessary security, maintenance, and support. This license does not authorize independent commercialization of Customer Content.

7.3 No Training or Secondary Use. Eagle will not use customer recordings, underlying production media, extracted metadata, or other Customer Content to train, fine-tune, evaluate, or improve generalized AI models, or for unrelated product development, advertising, or other secondary purposes. Operational usage and security analytics must not circumvent this restriction.

7.4 Customer Responsibility. Customer is solely responsible for Customer Content, including its accuracy, legality, quality, integrity, and the rights necessary to provide it to Eagle and use resulting Outputs. Eagle is not required to manually review Customer Content before processing it.

8. Eagle Technology; Feedback

8.1 Eagle Technology. Eagle and its licensors retain all right, title, and interest in and to Eagle Technology and all associated intellectual property rights.

8.2 Feedback. If Customer provides suggestions, ideas, or feedback regarding the Services, Eagle may use that feedback without restriction or obligation, provided that Eagle will not identify Customer publicly as the source without Customer’s consent.

9. Outputs

9.1 Customer Ownership of Outputs. As between Eagle and Customer, Customer will own the Outputs generated specifically for Customer from Customer Content, to the extent such rights are capable of ownership or assignment and to the extent any such rights vest in Eagle. Eagle hereby assigns to Customer any right, title, and interest that Eagle may acquire in those Outputs, excluding Eagle Technology and third-party materials.

9.2 Reservation of Eagle Technology. Eagle may use the same or similar workflows, editing methods, templates, techniques, know-how, and technology to provide services to other customers.

9.3 Output Characteristics. Customer acknowledges that creative editing and automated output generation may involve judgment and may produce results that differ from Customer’s preferences or from outputs created for other users. Eagle does not warrant that any Output will be unique, qualify for intellectual-property protection, achieve any particular commercial result, or be accepted by any Third-Party Service.

10. Viewer Data and Usage Data

10.1 Viewer Data. Viewer Data arising from Customer’s distribution or preview links may be processed only to operate the requested service, supply Customer-facing analytics, and maintain security and reliability. Eagle may not use underlying Customer Content or content-derived information for unrelated product improvement or AI training.

10.2 Usage Data. Eagle may use technical, non-content operational information to administer accounts, measure consumption, detect abuse, secure the Services, and maintain service reliability. No rights in Usage Data expand Eagle’s rights to recordings, film media, extracted metadata, or other Customer Content under Section 7.

11. Third-Party Services, Integrations, and Processors

11.1 Third-Party Services. The Services may interoperate with or depend on Third-Party Services. Third-Party Services are outside Eagle’s control. Except to the extent expressly stated in a Purchase Confirmation, Eagle is not responsible for Third-Party Services and makes no warranties regarding their availability, security, policies, APIs, content decisions, account actions, or continued interoperability with the Services.

11.2 Connected Accounts. Podcast Studio users may connect supported social-media or distribution accounts. Connecting a supported social account itself authorizes and enables Eagle to schedule and publish eligible content to that account automatically, without a separate activation step or approval of each individual post, as further stated in Section B.4. Disconnection stops new authorization, but may not undo already published or transmitted posts. Other third-party services remain subject to their own terms and availability.

11.3 Third-Party Processors. Eagle may use cloud-hosting providers, payment processors, media-processing providers, infrastructure vendors, and other service providers to perform portions of the Services. Eagle will require such providers to process Customer Content or personal data only as reasonably necessary to provide their contracted services to Eagle and subject to appropriate confidentiality and data-protection obligations.

12. Privacy and Security

12.1 Security Program. Eagle will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Content against unauthorized access, disclosure, alteration, or destruction.

12.2 Data Processing Addendum. If required by Applicable Laws or agreed by the parties, the parties will comply with a Data Processing Addendum incorporated into these General Terms. The Data Processing Addendum will control with respect to conflicts concerning processing of personal data within its scope.

12.3 Customer Security Responsibilities. Customer is responsible for configuring its accounts and Connected Accounts appropriately, limiting access to authorized Users, maintaining secure credentials, and promptly revoking credentials or integrations that should no longer have access.

13. Warranties and Disclaimers

13.1 Limited Warranty. During a paid Subscription Term or the period in which Customer is entitled to use a purchased prepaid credit or activated production day, Eagle warrants that the relevant Services will substantially conform to their applicable Documentation, subject to stated limitations and commercially reasonable maintenance.

13.2 Creative and Performance Matters. Customer acknowledges that editing, clip selection, titles, summaries, publishing strategy, and similar creative functions involve judgment. Unless expressly stated as a service-level commitment in a Purchase Confirmation, Eagle does not guarantee any particular editing result, creative preference, processing or delivery time, uptime level, number of views, engagement level, audience growth, social-media performance, discoverability, publication frequency, or acceptance by a Third-Party Service. Any stated turnaround time or marketing objective is a target and not a warranty or service-level commitment unless the applicable Purchase Confirmation expressly identifies it as such.

13.3 Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THESE GENERAL TERMS, THE SERVICES, SOFTWARE, OUTPUTS, AND DOCUMENTATION ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, EAGLE DISCLAIMS ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES OF UNINTERRUPTED OR ERROR-FREE OPERATION. EAGLE DOES NOT WARRANT THIRD-PARTY SERVICES.

14. Indemnification

14.1 Eagle IP Indemnity. Eagle will defend Customer against a third-party claim alleging that Customer’s authorized use of the Services infringes or misappropriates that third party’s U.S. patent, copyright, trademark, or trade-secret rights, and will pay damages finally awarded against Customer or amounts agreed in a settlement approved by Eagle. Eagle has no obligation to the extent a claim arises from Customer Content; Customer’s modification of the Services; use of the Services in violation of these General Terms or Documentation; or combination of the Services with items not supplied or approved by Eagle where the claim would not otherwise have arisen.

14.2 Infringement Remedies. If the Services become, or Eagle reasonably believes are likely to become, subject to an infringement claim, Eagle may, at its option: (a) obtain the right for Customer to continue using the affected Services; (b) modify or replace the affected Services with substantially equivalent functionality; or (c) terminate the affected Services and refund any prepaid fees for the terminated portion of the then-current Subscription Term. This Section states Eagle’s entire obligation and Customer’s exclusive remedy for third-party intellectual-property infringement claims.

14.3 Customer Indemnity. To the extent permitted by applicable law, a Customer acting in a commercial or business capacity will defend Eagle against third-party claims arising from that Customer’s unlawful content, infringement of third-party rights, or unauthorized recordings or publications, except to the extent caused by Eagle’s breach, negligence, or misconduct. For individual consumers, this provision applies only to the extent enforceable under applicable consumer law and does not waive non-waivable consumer rights.

14.4 Procedure. The indemnified Party will provide prompt written notice of a covered claim, reasonable cooperation at the indemnifying Party’s expense, and control of the defense and settlement to the indemnifying Party. The indemnifying Party may not settle a claim in a manner that admits fault by, imposes non-monetary obligations on, or restricts the business of the indemnified Party without that Party’s prior written consent, not to be unreasonably withheld.

15. Limitation of Liability

15.1 Excluded Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, OR LOSS OF BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE GENERAL TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2 Liability Cap. EXCEPT AS PROVIDED IN SECTION 15.3, EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE GENERAL TERMS WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO EAGLE FOR THE APPLICABLE SERVICES PURCHASED THROUGH EAGLE’S ONLINE CHECKOUT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

15.3 Excluded Claims. Sections 15.1 and 15.2 do not limit: (a) Customer’s payment obligations; (b) Customer’s infringement or misappropriation of Eagle Technology or violation of the access and use restrictions in Section 4.1; (c) either Party’s fraud or willful misconduct; or (d) liability to the extent it cannot lawfully be limited or excluded. For clarity, Eagle’s obligations under Section 14.1, and claims involving confidentiality or data security, remain subject to the liability cap in Section 15.2 unless a Purchase Confirmation expressly states otherwise.

16. Confidentiality

16.1 Confidential Information. “Confidential Information” means non-public information disclosed by or on behalf of a Party that is designated confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure, including non-public business, technical, product, security, pricing, and customer information. Customer Content is Customer’s Confidential Information.

16.2 Obligations. The receiving Party will: (a) protect the disclosing Party’s Confidential Information using at least reasonable care; (b) use it only to exercise rights and perform obligations under these General Terms; and (c) disclose it only to personnel, Affiliates, professional advisers, and service providers who have a need to know and are bound by confidentiality obligations at least as protective as those in these General Terms.

16.3 Exclusions. Confidential Information does not include information that the receiving Party can demonstrate: (a) is or becomes publicly available without breach of these General Terms; (b) was lawfully known to the receiving Party without confidentiality restriction before disclosure; (c) is received lawfully from a third party without confidentiality duty; or (d) is independently developed without use of the disclosing Party’s Confidential Information.

16.4 Required Disclosure. If the receiving Party is legally compelled to disclose Confidential Information, it may do so provided that, to the extent legally permitted, it gives the disclosing Party prompt notice and reasonable assistance in seeking protective treatment.

16.5 Survival. The confidentiality obligations in this Section survive termination for five (5) years, except that trade secrets will be protected for so long as they qualify for trade-secret protection under Applicable Laws.

17. Suspension and Content Controls

17.1 Suspension. Eagle may suspend or restrict access to the Services, remove or disable Customer Content or preview links, or suspend publishing functionality if Eagle reasonably believes: (a) Customer is using the Services in violation of these General Terms or Applicable Laws; (b) Customer Content infringes or is alleged to infringe third-party rights; (c) Customer’s use creates a material security risk or threatens the integrity of the Services; or (d) suspension is reasonably necessary to comply with law or a valid governmental request. Where practicable, Eagle will provide notice and an opportunity to cure before suspension, except where immediate action is reasonably necessary.

17.2 Non-Payment. Eagle may suspend paid Services for undisputed amounts that remain overdue after any applicable notice or cure period stated in the Purchase Confirmation. Suspension does not relieve Customer of payment obligations.

18. Term and Termination

18.1 Term. These General Terms apply from affirmative acceptance while Customer has an account or accesses Services, unless terminated under this Section. Each recurring subscription renews according to the billing interval disclosed at checkout unless cancelled.

18.2 Cancellation; Cause. Customer may cancel a recurring subscription through the available online cancellation method, with cancellation effective at the end of the current paid period unless law requires otherwise. Either party may terminate for material breach remaining uncured for 30 days after notice, except that Eagle may immediately suspend access for security threats, unlawful conduct, or material third-party rights violations.

18.3 Account Closure and Unused Entitlements. Customer may close its account through available controls or by contacting Eagle. Closing the account may prevent future use of remaining prepaid credits or production days, but Eagle will disclose this consequence before voluntary closure where practicable and honor mandatory refund and consumer-protection rights. Cancelling one subscription or product does not itself close the entire account or cancel unrelated prepaid entitlements.

18.4 Effect of Termination. Termination ends rights to access the affected Services, subject to any unexpired prepaid entitlements, the retrieval rights in Section 19, and applicable law. Accrued payment obligations and provisions intended to survive remain effective.

19. Data Retrieval and Deletion

19.1 Retrieval and Deletion. Following termination of the affected Service, Eagle will make Customer Content then held by Eagle available for retrieval through supported functionality or a commercially reasonable method for 30 days, subject to security and legal restrictions. After that period Eagle will delete such content from active systems within a commercially reasonable operational period, except for content subject to an active separately purchased storage subscription or retention required by law. Residual backups will be deleted on ordinary backup cycles and protected against ordinary use. Eagle will not promise deletion of material held solely in Customer-controlled environments or on third-party social platforms.

19.2 Separate Storage. If Customer has purchased an ongoing metadata-storage or other archival subscription, the content covered by that subscription may remain stored while the subscription is active, subject to the applicable storage terms. After that subscription ends, Section 19.1 applies.

20. General Provisions

20.1 Assignment. Neither party may assign these General Terms without the other party’s consent, except to a successor in connection with a merger, reorganization, or sale of substantially all relevant assets, provided the successor assumes the applicable obligations.

20.2 Force Majeure. Neither Party is liable for delay or failure to perform caused by circumstances beyond its reasonable control, excluding payment obligations. The affected Party will use commercially reasonable efforts to mitigate the effects of the event.

20.3 Independent Contractors. Eagle and Customer are independent contractors. These General Terms do not create a partnership, joint venture, employment, or agency relationship between them. Studio and production partners may be independent third parties and are not Eagle agents solely by participating in a workflow.

20.4 Notices. Legal notices to Eagle under these General Terms must be sent to admin@eaglestudio.art. Legal notices to Customer will be sent to the email address associated with Customer’s account. Routine service notices may be delivered electronically.

20.5 Waiver; Severability. Failure to enforce a provision is not a waiver. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect.

20.6 No Third-Party Beneficiaries. Except for expressly identified indemnified parties, these General Terms are intended solely for Eagle and Customer and do not create enforceable rights in any other person.

20.7 Entire Agreement. These General Terms, the applicable Product-Specific Terms, Purchase Confirmations as to commercial selections, and expressly incorporated documents constitute the agreement governing the relevant Services and supersede prior statements on the same subject, except non-waivable rights.

20.8 Changes. Eagle may update these General Terms by providing appropriate notice. Material changes affecting existing paid entitlements will not apply retroactively without lawful notice, assent where required, and any applicable remedy.

20.9 Governing Law. These General Terms are governed by California law, excluding conflict-of-law rules, except to the extent mandatory law protects a consumer in another jurisdiction. Courts in Santa Clara County, California have jurisdiction except where mandatory consumer law requires otherwise.

20.10 Electronic Acceptance. An affirmative electronic acceptance control and retained acceptance record may evidence agreement to these General Terms and applicable Product-Specific Terms.

Product-Specific Terms: Film Metadata

These Film Metadata Product-Specific Terms supplement the General Terms only for the Film Metadata product, including Eagle Slate, Eagle Notes, and Eagle Nest where offered.

A.1 Product Scope. Film Metadata supports film-production metadata entry, capture, fingerprinting, extraction, and association with recorded media. Eagle Slate, Eagle Notes, and Eagle Nest are metadata entry points; Eagle Slate may generate fingerprints that associate entered production metadata with media recorded by cameras or audio equipment. These products do not themselves constitute a transfer of underlying film media to Eagle.

A.2 Media Location and Processing. In the locally installed workflow, Customer’s original film audio and video remain on Customer-controlled computers or storage. Eagle software may scan that media locally and extract or associate metadata; extracted metadata, but not the underlying media, may be transmitted to Eagle’s cloud. Where the workflow is deployed within a larger studio’s own cloud environment, processing takes place within that Customer-controlled environment and the underlying media remains there. Eagle does not receive or store the original production media in its own cloud as part of the Film Metadata workflow described here.

A.3 Metadata Storage. Extracted or entered metadata may be stored in Eagle-hosted metadata services or within a Customer-controlled environment, depending on the deployed configuration. Any optional metadata cloud storage, access, or API functionality is subject to its purchased terms.

A.4 Production Days and Activation. Film Metadata production days are purchased through Eagle’s website, not through the iPad application, at the price displayed at checkout. Purchased days may be used on nonconsecutive dates. For each production, a production day is a continuous 24-hour period beginning with the first metadata lock for that production in the iPad application, not merely opening the application, signing in, or viewing a production. Further qualifying activity for that production during the same 24-hour period does not consume another day. A further metadata lock for that production after the period expires activates another purchased day. Eagle will display or otherwise make reasonably accessible purchased, activated, and remaining production-day balances.

A.5 Optional Metadata Storage. Eagle may offer a separately priced, automatically renewing subscription for cloud storage of extracted metadata. The subscription price, period, cancellation method, and post-termination retention terms will be disclosed before purchase.

A.6 Customer Responsibilities. Customer is responsible for metadata entered by its personnel, permissions for processing the underlying media in Customer-controlled environments, security of its devices and cloud infrastructure, and authorized access to its productions. The availability of multiple-user production permissions is not promised unless expressly offered.

Product-Specific Terms: Podcast Studio

These Podcast Studio Product-Specific Terms apply to podcast creation, virtual recording, production-partner uploads, space-partner recording, Eagle-hosted post-production, credits, and distribution, whether Customer uses one or more of those workflows.

B.1 Service Description and Ingestion. Customer may create podcasts, seasons, and episodes and supply recordings through (a) an Eagle-supported virtual recording session; (b) manual upload of recordings made by an independent production partner using its own cameras at Customer’s premises or another location; or (c) a participating physical studio or space partner, where an episode code associates the recording with the episode and supported equipment automatically uploads the files. In each supported workflow, podcast recording files are uploaded to Eagle-controlled cloud infrastructure for post-production. Eagle may synchronize and edit media, generate episodes, clips, reels, titles, summaries, subtitles, alternative layouts and audio tracks, provide downloads, and offer RSS functionality, in each case as available.

B.2 Automated Processing. Podcast Studio’s editing and post-production pipeline is substantially automated and cloud-based. Eagle may generate cuts, clips, titles, summaries, and related outputs according to its existing editing technology. Features and output quality depend on supplied media, supported formats, and service availability; Eagle does not promise any particular artistic, audience, or business result.

B.3 Editing Technology. Eagle’s pre-existing editing methodology, software, and production intelligence remain Eagle Technology. Customer retains its rights in Customer Content and customer-specific Outputs under the General Terms. Use of Eagle’s editing methods does not authorize training or evaluation on Customer recordings.

B.4 Automatic Social Publishing. Connecting a supported YouTube, Instagram, Facebook, LinkedIn, or other supported social-media account itself authorizes and enables Eagle to schedule and publish eligible podcast episodes, clips, reels, captions, and related content to that account automatically, without a separate activation or approval of each individual post. Customer represents that it controls or is authorized to connect the account and has obtained necessary rights, recording and publication permissions, and releases from guests, participants, and other rights holders. Disconnecting an account revokes authorization for new submissions, but may not recall content already transmitted, queued with a third-party platform, or published. Posting frequency depends on available functionality and settings; daily publication is not guaranteed unless expressly agreed as a binding commitment.

B.5 Preview Links. Where offered, Customer may share preview links with guests or other recipients. Anyone possessing a functioning link may be able to access the linked content until the link expires or is disabled; Customer is responsible for sharing it appropriately. Any stated link-expiration period applies only if actually implemented and disclosed in the product.

B.6 RSS Hosting. Eagle may offer RSS-feed hosting and distribution as an optional recurring subscription. The recurring price, renewal period, and cancellation method will be disclosed before purchase. Availability and delivery through third-party podcast platforms are subject to those platforms.

B.7 Prepaid Credits. Customer may purchase Podcast Studio credits through the Eagle website. Credits may be consumed for episode processing, creation of clips or reels, publishing, and other actions at the credit rate displayed before use. Unused separately purchased credits do not expire solely through passage of time and are subject to the General Terms on refunds, account closure, and termination. Eagle may change rates prospectively with notice, not retroactively for completed actions.

B.8 Analytics and Platforms. Where available, Eagle may provide analytics or distribution-related recommendations and automated scheduling. Eagle does not guarantee audience reach, daily posting, platform availability, algorithmic performance, or automatic strategic adaptation unless a specific capability is expressly offered and purchased.

B.9 Space and Production Partner Workflows. The following provisions form part of these Podcast Studio Product-Specific Terms and apply when Customer uses an independent space partner, production partner, or participating physical studio.

B.10 Space Partners and Production Partners. A “Space Partner” supplies a physical recording space and supported recording equipment operated with Eagle Studio; recordings made using a valid episode code may upload automatically to Eagle’s cloud. A “Production Partner” provides mobile or on-location filming or recording using its own cameras and manually uploads the resulting media to Eagle’s cloud. These are distinct third-party business models. Neither partner is automatically Eagle’s agent, and each may impose separate facility, service, and payment terms.

B.11 Episode Codes and Uploads. Where offered, Customer may associate an episode with a participating Space Partner through an episode code. Media captured with supported equipment at that location is automatically uploaded to the corresponding Eagle Studio episode. Media captured by a Production Partner is manually uploaded. Both workflows lead to Eagle-hosted post-production. Customer and the relevant partner are responsible for using the correct episode code, delivering complete files, and obtaining rights and permissions for recording, transfer, editing, and publication.

B.12 Partner Roles and Media Rights. A Space Partner controls its premises and recording equipment; a Production Partner controls its on-location recording services. Customer is responsible for ensuring each partner is authorized to deliver recordings to Eagle for processing and that hosts, guests, and other participants receive legally required notices and provide the necessary recording, privacy, publicity, and publication consents. Eagle’s responsibilities for its own cloud processing remain governed by the General Terms.

B.13 Delivery Targets. Any estimated processing or delivery time, including an approximately 24-hour target mentioned in promotional materials, is an operational estimate rather than a guaranteed service level, unless Eagle expressly offers and accepts a binding delivery commitment in the applicable purchase interface.

B.14 Studio and Participant Rules. Physical studio functionality and locations are available only where Eagle and participating partners offer them. Customer and participants must comply with applicable facility and equipment rules and obtain all necessary recording, privacy, publicity, safety, and intellectual-property permissions. Studio booking, cancellation, hosting, or facility-listing arrangements, if offered, may be subject to separate partner terms.