Terms of Service

Shamel Studio provides cloud-based tools for film, television, and other production workflows, including scheduling, script breakdown, budgeting, call sheets, production reports, collaboration tools, exports, artificial intelligence-assisted functionality, and related features.

The Services include our websites, including shamelstudio.com and app.shamelstudio.com, associated subdomains, and any other software or services that link to these Terms.

We may add, modify, improve, or discontinue features of the Services from time to time. We will provide notice when required by applicable law or where a change materially reduces functionality included in an active paid subscription.

You must be at least 13 years old to use the Services.

If you are under the age of majority where you live, you may use the Services only with the consent and supervision of a parent, legal guardian, or educational institution that agrees to be responsible for your use of the Services and to be bound by these Terms.

Only adults, or organizations acting through an authorized representative, may purchase paid subscriptions.

You may need an account to access some or all of the Services.

You agree to provide accurate and current account information and to keep that information updated.

You are responsible for safeguarding your login credentials and for activity conducted through your account. You may not share credentials in a manner that circumvents applicable subscription, seat, or access restrictions.

You must notify us promptly at security@shamelstudio.com if you become aware of unauthorized access to your account or another security issue involving the Services.

We may require authentication measures, including multi-factor authentication, for certain accounts, organizations, features, or administrative functions.

The Services may allow users to create or join organizations, projects, productions, or other collaborative workspaces and to invite other users.

If you join an organization or project controlled by another person or entity, authorized administrators of that organization may be able to manage your access, change your permissions, remove you from the organization, or manage content associated with that organization.

You are responsible for ensuring that people you invite to a project or organization are authorized to access the information made available to them.

Where an account is provided or managed by an employer, studio, production company, educational institution, or other organization, that organization may have rights to control the applicable workspace and Customer Content according to its agreement with you and with Shamel.

Shamel is not responsible for disputes between users regarding ownership or control of a production, project, organization, or Customer Content.

"Customer Content" means content, information, files, and data that you or your authorized users upload, submit, create, import, store, or otherwise provide through the Services.

Customer Content may include scripts and screenplays, schedules, budgets, call sheets, production reports, cast and crew information, locations, images, notes, production documents, and related information.

Your Ownership

As between you and Shamel, you retain ownership of your Customer Content. These Terms do not transfer ownership of your scripts, screenplays, production documents, or other Customer Content to Shamel.

Permission to Operate the Services

You grant Shamel a limited, non-exclusive, worldwide license to host, copy, transmit, process, display, format, and otherwise use Customer Content only as reasonably necessary to:

• provide the Services to you and your authorized users;

• perform functionality you request;

• maintain, secure, troubleshoot, and support the Services;

• prevent fraud, abuse, or security incidents;

• comply with applicable law and valid legal process; and

• otherwise process Customer Content as described in our Privacy Policy or an applicable written agreement with you.

This license ends when the applicable Customer Content is deleted from our systems, except to the extent continued retention is permitted or required under our Privacy Policy, applicable law, backup procedures, or another agreement with you.

We treat Customer Content as your confidential information. We do not sell Customer Content, and we do not use it for any purpose other than operating, securing, supporting, and improving the Services as described in these Terms and our Privacy Policy.

Your Responsibilities

You represent that you have the rights, permissions, and lawful basis necessary to upload and use Customer Content through the Services and to authorize Shamel to process it as described in these Terms.

You may not upload Customer Content in a manner that infringes or violates another person's intellectual property, privacy, publicity, contractual, or other rights.

If Customer Content includes personal information relating to cast, crew, employees, contractors, or other individuals, you are responsible for providing any notices and obtaining any permissions required for your use of that information.

Certain features of Shamel use artificial intelligence, machine learning, automated extraction, or similar technologies to assist with tasks such as script breakdown, scene identification, element detection, summaries, scheduling, budgeting, and other production workflows.

Customer Content may be processed by service providers acting on Shamel's behalf in order to provide these features.

Shamel does not use Customer Content to train generative artificial intelligence models.

As between you and Shamel, Shamel does not claim ownership of content generated specifically for you by the Services from your Customer Content ("Output"). To the extent Shamel obtains rights in such Output, Shamel assigns those rights to you, except for Shamel's underlying technology, software, templates, algorithms, systems, and other intellectual property.

Artificial intelligence and automated systems are probabilistic and can produce incomplete, inaccurate, or unexpected results. You are responsible for reviewing Output before relying on it.

Output may not be unique, and other users may receive similar results.

Shamel is a software platform and does not act as your producer, line producer, production accountant, attorney, payroll provider, tax advisor, safety advisor, guild representative, or other professional advisor.

Information generated or displayed by the Services, including budgets, guild or union rates, fringes, production incentives, tax information, schedules, weather information, locations, estimated costs, and automated recommendations, is provided as a tool to assist your production workflow.

You are responsible for independently confirming information that may affect financial, legal, contractual, labor, union, guild, employment, tax, safety, or production decisions.

The Services are not a substitute for advice from qualified professionals or applicable guilds, unions, government agencies, or other authoritative sources.

You may use the Services only for lawful purposes and in accordance with these Terms.

You may not:

• use the Services in violation of applicable law or the rights of another person;

• upload material that you do not have the right to use;

• gain or attempt to gain unauthorized access to another account, project, organization, system, or network;

• circumvent authentication, authorization, usage limits, security controls, or access restrictions;

• introduce malware, malicious code, or other material intended to damage or disrupt the Services;

• interfere with the availability, integrity, security, or performance of the Services;

• conduct denial-of-service attacks or other activities intended to degrade the Services;

• scrape, crawl, extract, or systematically collect information from the Services through unauthorized automated means;

• use automated systems to create accounts or abuse functionality;

• reverse engineer, decompile, disassemble, or attempt to derive source code or non-public functionality from the Services, except to the extent such restriction is prohibited by applicable law;

• impersonate another person or misrepresent your affiliation with another person or organization;

• use the Services to distribute spam, phishing messages, fraudulent communications, or unlawful material;

• resell, sublicense, lease, or provide the Services to third parties except as expressly permitted by your subscription or a separate agreement with Shamel; or

• use the Services in a manner that materially harms Shamel, our infrastructure, or other users.

Nothing in this section prohibits good-faith security research that is expressly authorized under Shamel's published Vulnerability Disclosure Program or otherwise authorized by Shamel in writing.

Except for Customer Content and other rights expressly granted to you, Shamel and its licensors retain all right, title, and interest in the Services.

This includes our software, source code, object code, algorithms, models, interfaces, designs, databases, workflows, documentation, templates, trademarks, logos, graphics, and other technology and intellectual property.

Subject to these Terms, Shamel grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the period in which you are authorized to use them.

No rights are granted except as expressly stated in these Terms.

If you voluntarily provide suggestions, ideas, feature requests, or other feedback about the Services, you grant Shamel the right to use that feedback without restriction or compensation to you.

Feedback does not include your Customer Content, scripts, screenplays, production information, or other confidential creative materials.

The Services may interact with or rely upon third-party products and service providers, including payment processors, hosting providers, authentication providers, artificial intelligence providers, storage providers, mapping services, weather providers, analytics providers, and other technology vendors.

Your use of third-party products or integrations may also be subject to the applicable third party's terms and policies.

Shamel is not responsible for third-party products or services that are outside our reasonable control.

We may change third-party providers or integrations as the Services evolve.

Shamel may offer free plans, paid subscriptions, enterprise plans, educational plans, trials, promotional pricing, add-ons, or other offerings.

Features, project limits, storage limits, user limits, support levels, and other entitlements may vary by plan.

The pricing and features presented at the time you purchase a plan, together with any applicable order form, will govern your subscription.

Unless otherwise stated, prices are listed in U.S. dollars and do not include applicable taxes.

You are responsible for applicable taxes, duties, levies, or similar charges except taxes imposed on Shamel's income.

If you change plans during a billing period, we may prorate charges or credits for the remainder of that period.

We reserve the right to correct pricing errors or inaccuracies, including after an order has been placed, and to refuse or cancel orders placed at an incorrect price.

Paid subscriptions may be offered on a monthly, annual, or other recurring basis.

Unless otherwise stated when you subscribe, a recurring subscription automatically renews at the end of each billing period until canceled.

By purchasing an automatically renewing subscription, you authorize Shamel and its payment processor to charge your selected payment method for the subscription fees and applicable taxes for each renewal period until you cancel.

Before you purchase an automatically renewing subscription, we will provide the applicable price, billing frequency, renewal terms, and cancellation information as required by applicable law.

We will provide renewal reminders, promotional-period notices, price-change notices, and other subscription notices where required by applicable law.

We may change subscription prices from time to time. A price change will not retroactively change fees already paid for a current billing period. Where required by law, we will provide advance notice before a price change applies to your subscription.

You may cancel the automatic renewal of a subscription using the cancellation method available through your account or another method we make available to you.

If you subscribed online, we will provide an online method for canceling your subscription as required by applicable law.

Unless otherwise stated when you cancel, canceling a paid subscription prevents the next renewal charge and your paid access will continue through the remainder of the billing period for which you have already paid.

Canceling a subscription is different from deleting your Shamel account.

Deleting your account may result in the loss of access to Customer Content and other information associated with the account.

Except where required by applicable law or expressly provided in an applicable order form, promotional offer, or written refund policy, subscription fees and other payments are non-refundable.

If we terminate a paid Service without cause before the end of a prepaid subscription period, we may provide a prorated refund for the unused portion of that period unless another remedy is provided by an applicable written agreement.

Nothing in this section limits refund rights that cannot lawfully be waived.

You may stop using the Services at any time.

We may suspend, limit, or terminate your access to some or all of the Services if:

• you materially breach these Terms or another agreement with Shamel;

• fees owed to Shamel remain unpaid;

• your use of the Services creates a material security, legal, or operational risk;

• we reasonably believe your account is being used fraudulently or unlawfully;

• suspension is necessary to protect Customer Content, other users, or our systems;

• we are required to do so by law or valid legal process; or

• we discontinue the applicable Service.

Where reasonably practicable, we will provide notice and an opportunity to remedy a breach before terminating a paid account for breach.

We may immediately suspend access when necessary to address an urgent security, fraud, legal, or operational risk.

Termination does not eliminate payment obligations or other obligations that accrued before termination.

Account closure and subscription cancellation do not necessarily have the same effect on Customer Content.

You may be able to delete Customer Content or request deletion of your account through the Services or by contacting us.

Our handling and retention of Customer Content and personal information following deletion, account closure, or termination is described in our Privacy Policy and, where applicable, your organization's separate agreement with Shamel.

You are responsible for exporting Customer Content you wish to retain before deleting an account or before your access ends.

Our Privacy Policy describes how Shamel collects, uses, discloses, retains, and protects personal information in connection with the Services.

If Shamel processes personal data on behalf of an enterprise customer under an applicable data processing agreement, the data processing agreement will govern that processing to the extent of any conflict with these Terms.

We maintain administrative, technical, and organizational safeguards designed to protect the Services and Customer Content.

No service transmitted over or stored on the Internet can be guaranteed to be completely secure.

You are responsible for using appropriate security practices when accessing the Services, including protecting account credentials and controlling access granted to collaborators.

Additional information about our security practices and our Vulnerability Disclosure Program is available on our Security page.

We work to keep the Services available and reliable, but we do not guarantee uninterrupted or error-free operation unless we expressly agree to a service level in a separate written agreement.

The Services may occasionally be unavailable due to maintenance, upgrades, third-party outages, emergencies, security events, Internet failures, or circumstances outside our reasonable control.

We may perform maintenance or make changes necessary to preserve the security, integrity, or performance of the Services.

We may make beta, experimental, early-access, preview, or evaluation features available from time to time.

These features may be modified or discontinued at any time and may be less reliable than generally available features.

Unless expressly stated otherwise, beta or preview features are provided for evaluation purposes and without any service-level commitment.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."

SHAMEL DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, 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, COMPLETELY SECURE, OR THAT INFORMATION OR OUTPUT PROVIDED THROUGH THE SERVICES WILL ALWAYS BE COMPLETE OR ACCURATE.

THESE DISCLAIMERS DO NOT LIMIT WARRANTIES OR RIGHTS THAT CANNOT BE DISCLAIMED UNDER APPLICABLE LAW OR AN EXPRESS WARRANTY CONTAINED IN A SEPARATE WRITTEN AGREEMENT WITH SHAMEL.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SHAMEL AND ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, PRODUCTION TIME, OR DATA, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SHAMEL'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

1. THE AMOUNT YOU PAID SHAMEL FOR THE SERVICES DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
2. ONE HUNDRED U.S. DOLLARS ($100) IF YOU HAVE NOT PAID SHAMEL FOR THE SERVICES.

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF SHAMEL HAS BEEN ADVISED THAT THE DAMAGES WERE POSSIBLE.

THESE LIMITATIONS DO NOT APPLY TO LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.

To the extent permitted by applicable law, if you use the Services on behalf of a business, production company, studio, educational institution, or other organization, you agree to defend, indemnify, and hold harmless Shamel and its affiliates, officers, directors, employees, contractors, and agents from third-party claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising from:

• Customer Content provided by you or your authorized users;

• your material breach of these Terms;

• your violation of applicable law;

• your infringement or violation of another person's intellectual property, privacy, publicity, or other rights; or

• your misuse of the Services.

Shamel will provide reasonable notice of an indemnified claim and reasonable cooperation in its defense.

We respect the intellectual property rights of others.

If you believe material accessible through the Services infringes your copyright or other intellectual property rights, please contact us at legal@shamelstudio.com with sufficient information for us to identify and investigate the material and your claim.

Designated Copyright Agent

In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512), our designated agent for receiving notifications of claimed copyright infringement is:

To be effective under 17 U.S.C. § 512(c)(3), your notice must include:

• identification of the copyrighted work you claim has been infringed;

• identification of the material you claim is infringing and information reasonably sufficient to allow us to locate it within the Services;

• your name, mailing address, telephone number, and email address;

• a statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;

• a statement, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or are authorized to act on the owner’s behalf; and

• your physical or electronic signature.

We may remove or disable access to content, notify the user who provided it, and, in appropriate circumstances, terminate the accounts of users who are repeat infringers.

You may not use, export, re-export, transfer, or make the Services available in violation of applicable United States export-control, sanctions, or trade laws.

You represent that you are not prohibited by applicable law from receiving or using the Services.

We may update these Terms from time to time to reflect changes to the Services, our business, applicable law, or our legal and operational requirements.

When we update these Terms, we will update the "Last updated" date at the top of this page.

If we make a material change, we will provide additional notice where appropriate, such as by email or through the Services.

Where applicable law requires affirmative consent to a change, we will obtain that consent before the change becomes binding.

Changes to subscription prices, automatic renewal terms, or other regulated subscription terms will be communicated in accordance with applicable law.

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

Except where applicable law provides otherwise, any dispute arising out of or relating to these Terms or the Services will be brought exclusively in the state courts located in Los Angeles County, California or the federal courts having jurisdiction over Los Angeles County, California, and each party consents to the personal jurisdiction and venue of those courts.

Nothing in these Terms prevents either party from seeking appropriate injunctive or equitable relief where permitted by law.

If you are a consumer, this section does not deprive you of mandatory protections or rights provided by the laws of your jurisdiction that cannot lawfully be waived.

You agree that we may provide agreements, disclosures, notices, receipts, and other communications electronically, including by email, through your account, or through the Services.

You are responsible for maintaining a current email address associated with your account.

Electronic communications satisfy any legal requirement that a communication be in writing to the extent permitted by applicable law.

Entire Agreement

These Terms, together with documents expressly incorporated into them and any applicable written agreement between you and Shamel, constitute the agreement between you and Shamel regarding the Services.

Assignment

You may not assign these Terms without our prior written consent.

We may assign these Terms in connection with a merger, acquisition, corporate reorganization, sale of assets, or similar transaction, or to an affiliate.

Severability

If any provision of these Terms is found unenforceable, the remaining provisions will remain in effect.

Waiver

A failure to enforce a provision of these Terms is not a waiver of that provision or our right to enforce it later.

No Agency

These Terms do not create a partnership, joint venture, employment, franchise, fiduciary, or agency relationship between you and Shamel.

Force Majeure

Neither party will be liable for delay or failure to perform caused by circumstances beyond its reasonable control, except for payment obligations.

Headings

Section headings are provided for convenience and do not affect interpretation of these Terms.

Survival

Provisions that by their nature should survive termination will survive, including provisions relating to intellectual property, payment obligations, disclaimers, limitations of liability, indemnification, governing law, and general terms.

Questions regarding these Terms may be directed to:

Notice to California Residents

Under California Civil Code § 1789.3, California users of the Services are entitled to the following notice: The Services are provided by Shamel Inc, 2222 South Figueroa Street, PH23, Los Angeles, California 90007, telephone 773-971-7172. To resolve a complaint regarding the Services or to receive further information regarding use of the Services, contact us at legal@shamelstudio.com, or contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.