SHARE Terms of Service

Effective Date: September 13, 2025

Company: Share Studios, Inc. (“SHARE,” “we,” “us,” “our”)

Contact: 19528 Ventura Blvd Suite 101, Tarzana, CA 91356; support@thesharestudio.com

These Terms of Service (“Terms”) form a binding agreement between SHARE and the person or entity who accesses or uses the Services (“you” or “User”). By creating an Account or accessing or using the Services, you agree to these Terms. If you do not agree, you must not use the Services.

Important Highlights

• 18+ only. The Services are not available to anyone under eighteen (18) years old.
• You Retain Ownership. You do not transfer ownership of your intellectual property to SHARE. You retain all rights, subject to the limited license below.
• UGC license. You grant SHARE a non-exclusive, worldwide, royalty-free license to use, reproduce, copy, distribute, promote, save, delete, modify, publish, translate, publicly perform/display, transcode, and generate thumbnails/captions/summaries/ancillary content of your UGC in connection with operating, promoting, and improving the Services.
• Profit-sharing required. Only Projects that abide by transparent profit sharing with the entire crew may be posted on SHARE. You must maintain crew profit-participation arrangements on SHARE and comply with audit rights.
• No AI training by SHARE. We do not use your UGC to train or improve machine-learning models (but we cannot control third-party crawlers).
• Acceptable Use. You may not use the Services to infringe intellectual property, violate, bully, harass or discriminate, upload unlawful or harmful material, spam, deploy malware, or circumvent SHARE's profit-sharing and security measures.
• Legal Requirements. You agree to abide by Copyright procedures, moderation of content, disclaimers, limitations of liability, and a security interest/lien to enforce profit-participation obligations, as applicable.

1) About the Service, Definitions & Accepting Terms

The Services allow Users to upload Projects and UGC, collaborate with other Users and Crew members, distribute profit-participation, and engage with tools on the platform, with other Users and the Marketplace. The Services include features such as hosting, streaming, transcoding, messaging, dashboards, escrow, templates, and APIs.

By accessing or using our Services, you confirm that you can form a binding contract with the SHARE, that you accept these Terms (including any supplemental terms appended hereto) and that you agree to comply with them. Use of the Services is also governed by SHARE's Privacy Policy and Community Guidelines, which are incorporated into these Terms.

If you are accessing or using the Services on behalf of a business or entity, then (a) “you” and “User” includes you and that business or entity, (b) you represent and warrant that you are an authorized representative of the business or entity with the authority to bind the business or entity to these Terms, and that you agree to these Terms on behalf of the business or entity, and (c) your business or entity is legally and financially responsible for your access or use of the Services as well as for the access or use of your account by others, regardless of whether or not they are affiliated with your business or entity, including any employees, agents or contractors.

You should print off or save a local copy of these Terms for your records.

Definitions

“Account” means a registered profile enabling a User to access certain features of the Services.

“Content” means any data, text, images, graphics, photos, audio, video, audiovisual works, templates, scripts, code, metadata, captions, summaries, thumbnails, comments, reactions, and any other material viewable or accessible through the Services.

“Crew” means all individuals who contributed labor or services to a Project, including but not limited to cast, crew, creatives, technicians, editors, producers, H/MU/W, line producers, and consultants, but EXCLUDES Third-Party Vendors and businesses such as catering, storage, labs, insurance, accounting firms, stags, prop houses, and equipment rentals, etc.

“Marketplace” means the SHARE-hosted directory, storefront, or other interface where Third-Party Vendors market, offer, or provide products or services to Users.

“Project(s)” means any audiovisual work(s) (including episodic, short-form, long-form, documentary, promotional, music videos, streaming or theatrical features, spin-offs and any related stills, audio stems, EDLs, scripts, and behind-the-scenes assets) uploaded to, hosted on, or otherwise exploited through SHARE.

“SHARE Points Calculator” means the profit-participation tracker, tool and rules maintained by the User within the Services, identifying each Crew participant, the participant's allocated share of profit-participation, and the payment routing details for such Crew participant.

“Services” means SHARE's websites, apps, APIs, platforms, hosting, streaming, transcoding, communications, Marketplace, dashboards, reporting, profit-participation tools, and any related features, functionality, or services provided by SHARE.

“Third-Party Elements” means any third-party code, SDKs, libraries, templates, stock footage, music, fonts, filters, plug-ins, AI tools, or other Project materials integrated with or accessible via the Services.

“Third-Party Vendors” means independent business providers who list, market, or sell products or services.

“UGC” (User-Generated Content) means any Content that you or your authorized collaborators submit, upload, post, import, stream, transmit, or otherwise make available through the Services, including Projects, metadata, titles, descriptions, thumbnails, captions, and comments.

“You” / “User” includes individuals and entities and their authorized personnel who access or use the Services.

2) Age Eligibility

The Services are available only to individuals 18 years of age or older. By using the Services, you represent and warrant that you are at least 18 and legally capable of entering into these Terms. Accounts registered or used by anyone under 18 may be suspended or terminated without notice.

3) Account Security & Service Plans

3.1 Account Security

You are responsible for your Account, including safeguarding credentials and restricting access to your devices. You agree to promptly notify us of any unauthorized use or security breach. SHARE may require verification information and may suspend or terminate Accounts for suspected misuse.

3.2 Service Plans

Some of the Services are provided to you free-of-charge (“Free Services”); while other Services require payment before you can use them, including but not limited to the posting Projects, submitting yourself for work, and receiving profit-participation (“Pro Services”). For more details of the Pro Services, please refer to the detailed service descriptions on the purchase page on the SHARE platform.

3.3 Renewal and Cancellation

If you subscribe to the Pro Services under an automatically renewable agreement, your subscription fee will automatically renew for an additional period equal in duration as your preceding subscription term unless indicated otherwise on the SHARE platform. You can learn more about how to cancel your subscription of our Services in your profile account settings page under “Manage Subscription” or you may contact SHARE.

4) Ownership; Your License to SHARE

4.1 Your Ownership

Except for the licenses granted in these Terms, you retain ownership of your UGC and Projects, subject to the extent of your legal rights under applicable law.

4.2 License to SHARE

For as long as your UGC is available on the Services and for a reasonable period thereafter necessary to operate, back up, archive, promote, or wind down the Services, you grant SHARE a non-exclusive, worldwide, royalty-free, sublicenseable license to:

• use, host, store, cache, reproduce, copy, distribute, transmit, save, delete, publish, translate, publicly perform and publicly display the UGC;
• modify, adapt, edit, format, transcode, compress, re-encode, and otherwise technically process the UGC to enable operation, delivery, accessibility, discoverability, and promotion of the Services;
• generate and use thumbnails, captions, subtitles, transcripts, descriptive summaries, trailers, teasers, and previews; and
• promote the UGC and/or the Services (including through in-product placement, emails, social posts, marketing pages, editorial features, and recommendations).

4.3 Publicity

You grant SHARE the right to use your name, image, likeness, bio, logo, and marks as provided on the SHARE platform to identify you as a User of the Services and to publicize or promote Projects and Content consistent with the license above.

4.4 No AI Training by SHARE

SHARE does not use your UGC to train or improve SHARE's own machine-learning models, to the extent they may exist now or in the future. However, the open nature of the internet means we cannot control third-party bots, crawlers or scrapers that may access publicly available areas of the Services notwithstanding our technical and policy measures.

4.5 SHARE's Intellectual Property

The Services and resulting intellectual property created, owned and controlled by SHARE are protected under the laws of copyright, patent, trademarks and other applicable intellectual property rights. We respect intellectual property rights and require you to do the same.

5) Your Responsibilities; Representations

You represent and warrant that: (a) you have and will maintain all rights, licenses, permissions, and consents necessary to submit UGC and grant the licenses above; (b) your UGC and use of the Services comply with these Terms and all applicable laws; and (c) you will not upload UGC that contains personal data of minors or any individual without a lawful basis and required permissions.

6) Acceptable Use; Prohibited Conduct

You agree not to:

• infringe or violate any third-party rights;
• upload unlawful, defamatory, harassing, hateful, pornographic (including CSAM, which is strictly prohibited), or otherwise harmful content;
• engage in fraud, impersonation, doxxing, or privacy violations;
• upload malware or attempt to access non-public systems;
• interfere with the Services (including by automated means, excessive bandwidth use, or scraping beyond publicly available endpoints and rate limits);
• circumvent geo-blocking, DRM, or technical protections;
• post spam or deceptive promotions; or
• violate any posted Community Guidelines or Project submission rules.

7) Moderation & Enforcement

SHARE may, at its sole discretion and without prior notice, monitor, review, refuse, remove, restrict, geo-block, downrank, label, age-gate, demonetize, suspend, terminate Accounts, disable features, or limit distribution of any UGC or Accounts to protect Users, comply with law, prevent infringement, respond to notices, or enforce these Terms. SHARE may preserve and disclose UGC and Account information if required by law or a good-faith belief that such action is reasonably necessary. SHARE has the right but not the obligation to monitor UGC.

8) DMCA; Repeat Infringers

8.1 Notice of Claimed Infringement

If you believe Content on the Services infringes your copyright, send a DMCA notice to:

DMCA Agent

Email: dmca@thesharestudio.com

Address: 19528 Ventura Blvd Suite 101, Tarzana, CA 91356

Your notice must include all elements required by 17 U.S.C. §512(c)(3), including:

Your Contact Information
Identification of Your Copyrighted Work
Identification of the Infringing Content
Legal Statements
Signature

8.2 Counter-Notice

If your Content is removed and you believe the removal was in error, you may submit a counter-notification pursuant to 17 U.S.C. §512(g).

8.3 Repeat Infringer Policy

SHARE may terminate Accounts of repeat infringers and will accommodate and not interfere with standard technical measures as described in 17 U.S.C. §512(i).

9) Crew-Wide Profit-Participation Requirement

9.1 Projects Eligible for Posting

Only Projects subject to full profit-participation with qualifying Crew may be posted on SHARE. By posting a Project, you represent and warrant that the Project is covered by a profit-participation plan that allocates a portion of Net Receipts to all qualifying Crew who contributed to the Project.

9.2 Definitions for Profit-Participation

“Net Receipts” means the total gross cash sums actually received by or credited to or on behalf of the User controlling the Project and/or the applicable rightsholder(s), or any third-party sales agent or distributor from the exploitation of the Project in all media, worldwide, less only applicable deductions as defined in the complete terms.

9.3 Your Obligations

You represent, warrant, and agree to negotiate directly with Crew, record their respective participation allocations in the SHARE Points Calculator, and ensure that all revenues derived from the Project are routed through SHARE's escrow or designated payment processors.

9.4 Non-Circumvention

You shall not circumvent the SHARE Points Calculator or remove a Project from SHARE with the intent to avoid Crew profit-participation. Any such action constitutes a material breach of the Terms.

10) Audit Rights

SHARE (or its independent auditors) may audit, inspect, and copy your books, records, payment processor statements, bank records, contracts, communications, and any data in connection with a Project, as reasonably necessary to verify profit-participation compliance at any time, without time limit, during normal business hours upon reasonable notice.

11) Security Interest to Enforce Crew Profit-Participation

11.1 Enforcement of Obligations

To secure your obligations under these Terms, SHARE may, in its discretion, suspend, escrow, or withhold any payments otherwise due to you under the Services, and may apply or offset such withheld amounts against any obligations you owe to Crew or to SHARE under your Backend-Points.

12) Payments; Taxes; Currency & Exchange Notices

Unless otherwise stated, all amounts displayed on the Services are in U.S. Dollars (USD). You are responsible for all taxes, VAT, duties, and government charges associated with your use of the Services and your Projects. When legally required, SHARE may withhold taxes and issue informational tax forms.

13) Marketplace; Third-Party Vendors & Elements

13.1 Marketplace

SHARE may host a Marketplace where Third-Party Vendors offer products or services (e.g., gear rentals, post-production services, insurance, music licensing, locations).

13.2 No Endorsement; No Party to Transactions

SHARE is not a party to transactions between you and Third-Party Vendors and does not control or endorse any Third-Party Vendor or offering, unless explicitly stated otherwise.

13.3 Disclaimers; Risk Allocation

SHARE provides Marketplace access “as is” and disclaims all warranties related to Vendor offerings. You assume all risks in engaging Third-Party Vendors.

13.4 Third-Party Elements

Use of Third-Party Elements (e.g., templates, stock footage, SDKs, AI tools, music) may be subject to separate third-party licenses. You are responsible for compliance with any such terms.

14) Feedback

If you provide ideas, suggestions, feedback, features, modifications, enhancements, content, refinements, technologies, content offerings, promotions, strategies, or product/feature names, or any related documentation to SHARE (“Feedback”), you grant SHARE a perpetual, irrevocable, worldwide, royalty-free license to use the Feedback for any purpose without restriction or attribution.

15) Privacy

Your use of the Services is also governed by the SHARE Privacy Policy (incorporated as part of the Terms). Where applicable, you represent that you have provided all notices and obtained all consents necessary to share personal data via the Services.

16) Unauthorized Uses; Distribution Outside the Services

While SHARE employs reasonable measures to protect UGC, you acknowledge that unauthorized copying, scraping, downloading, or re-distribution of UGC by third parties may occur. SHARE is not liable for third-party actions outside SHARE's reasonable control.

17) Disclaimers

THE SERVICES, CONTENT, MARKETPLACE ACCESS, AND ANY RESULTS OR OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHARE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND COURSE OF DEALING/USAGE.

18) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHARE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.

SHARE'S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) USD $100 OR (B) THE AMOUNTS PAID BY YOU TO SHARE FOR THE SERVICES IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY.

19) Indemnification

YOU WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS SHARE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUBLICENSEES, ADVISORS, CREATORS, SERVICE PROVIDERS AND THEIR ASSIGNS AND SUCCESSORS FROM AND AGAINST ANY CLAIMS, DAMAGES, LOSSES, LIABILITIES, COSTS, AND EXPENSES ARISING OUT OF OR RELATED TO: (A) YOUR UGC OR PROJECTS; (B) YOUR USE OF THE SERVICES; (C) YOUR BREACH OF THESE TERMS; (D) DISPUTES WITH CREW OR THIRD-PARTY VENDORS; AND (E) YOUR VIOLATION OF ANY LAW OR THIRD-PARTY RIGHTS.

20) Termination; Suspension; Effect

You may stop using the Services at any time. SHARE may suspend or terminate your access or remove UGC at any time and for any reason, including violation of these Terms, legal risk, or inactivity. Upon termination, certain sections survive as specified in the complete terms.

21) Changes to the Services and to These Terms

We may modify the Services and these Terms from time to time (e.g., for legal, security, or operational reasons). We will use commercially reasonable efforts to notify you of any material changes to these Terms. Changes are effective upon posting unless a later date is stated. By continuing to use the Services after updates become effective, you agree to the revised Terms.

22) Governing Law; Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict-of-law rules.

Arbitration & Class Action Waiver. Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by JAMS in Los Angeles County, California, before a single arbitrator. You and SHARE waive the right to a jury trial and agree that claims may be brought only in your and SHARE's individual capacities, not as a class or representative action.

23) Assignment

You may not assign these Terms without SHARE's prior written consent. SHARE may assign these Terms, in whole or in part, to an affiliate or in connection with a merger, acquisition, reorganization, or asset sale.

24) Miscellaneous

These Terms constitute the entire agreement between you and SHARE regarding the Services and supersede any prior agreements. If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remainder will remain in effect.

25) Contact

Questions about these Terms should be sent to support@thesharestudio.com (and for DMCA, to the DMCA Agent listed above).