Collaya Terms of Service

Introduction

Welcome to Collaya ("Company"), a cloud-based service provider for tools to enhance the creative process using machine learning and audio analysis. Our first product, Muz (“Service”) offers personalized audio insights tailored to music creators. The Service is provided by Collaya ("we", "us", or "our"). These Terms of Use ("Terms") govern your access to and use of our Service. By accessing or using the Service, you agree to be bound by these Terms. These Terms apply to all use of the Service, including beta, trial, free, and subscription-based access. If you disagree with any part of the terms, then you may not access the Service.

About Muz

Muz is the first creative tool offered under the Collaya platform. Designed as a creative companion for musicians and creators, it analyzes user-uploaded audio to generate tailored song insights, creative suggestions, and composition support through machine learning and musicological techniques. Unless otherwise stated, references to “the Service” throughout these Terms refer specifically to Muz by Collaya.

Future Services

These Terms apply specifically to Muz, the current offering under the Collaya platform. As additional tools or services become available, they may be governed by these Terms or their own supplemental agreements, which will be provided at the time of use.

Contact Us

For questions, feedback, or legal concerns regarding these Terms, you can reach us at: legal@collaya.com or support@collaya.com.

Eligibility

You must be at least 18 years old to use our Service, or the legal age of majority in your jurisdiction, whichever is higher.

Your Account

To access certain features, you may be required to create an account. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. Notify us immediately if you suspect unauthorized access.

User Content & Ownership

You retain all copyright and intellectual property rights in the audio files, audio compositions, and associated materials you upload to the Service (“User Content”). Collaya expressly disclaims any ownership, authorship, or control over User Content or any derivative works you create using Outputs from the Service.

By using the Service, you grant Collaya a non-exclusive, revocable, and account-specific license to process, analyze, and reference your User Content solely to deliver and improve personalized features, recommendations and improve Service performance. This license is limited in scope to your use of the Service and does not permit Collaya to train global, multi-user, or third-party models using your audio data.

You may revoke this license at any time by deleting your content and submitting a written request to support@collaya.com. Upon verification, Collaya will delete any associated training artifacts and personalized models from active systems.

How We Use Your Audio

When you upload audio to Muz by Collaya, we analyze it to provide real-time suggestions and feedback tailored to your creative process. To improve the quality of recommendations during your session — and across future sessions tied to your account — we may apply personalized audio learning models that adapt specifically to your preferences and usage patterns. These processes are strictly limited to your account. Audio uploads are not used to train, fine-tune, or inform any global, multi-user, or third-party AI models. Your models are associated to your user account and do not influence recommendations for other users unless for general Service improvements.

Your audio is never shared, sold, or reused to enhance anyone else’s experience. Unless otherwise required by law or explicitly retained for user-requested features, your personalized data will be retained for no longer than 12 months after your last active session or upon verified deletion request. You can request deletion of your data by emailing support@collaya.com.

Muz Sound Starter Pack

To support your creative process, we offer a curated library of pre-cleared audio assets known as the Muz Sound Starter Pack (“Starter Pack”). This collection includes loops, stems, samples, and other audio elements intended to help users begin projects even if they do not upload their own audio files.

The Muz Starter Pack is provided free of charge as part of the Service. While Collaya or third-party partners may have originally sourced or licensed elements of this audio collection, we make no claim to exclusive authorship or ownership of the resulting work you create using sounds from the Starter Pack.

You may use Starter Pack materials for:
Personal and commercial projects, including compositions, remixes, and other derivative works. Distribution and publication of such works without attribution or royalty obligations to Collaya.

However, you may not:

• Repackage, resell, or redistribute the Starter Pack files in their original, unaltered form.
• Represent the Starter Pack itself as your original work.
• Use the Starter Pack to train or fine-tune third-party models without our express written permission.
• All use of the Starter Pack is subject to the general Terms of Service and any additional guidelines provided within the Service.
• Collaya reserves the right to update the Starter Pack or modify licensing terms in future releases, but any materials downloaded prior to such changes remain covered by this grant.

Use of Third-Party Services

Certain features of the Service may be powered by third-party providers, such as large language models (LLMs) used to support chatbot interactions. To support your creative process, Muz offers a chatbot assistant powered in part by third-party AI interfaces (such as OpenAI’s API, Gemini). This chatbot may collect textual information you provide — including prompts, notes, or descriptions — to help you organize and explore your audio content.

The chatbot interface is a core part of the Service and cannot be fully disabled. However, you may control how you engage with it, including limiting responses to text-only, audio and text, and whether the Service responds based solely on your project, full catalog of User Content, and/or Service provided Starter Pack.

• We do not send your audio files to third-party LLM providers (e.g OpenAI’s API or Gemini).
• We do not send personally identifiable information (PII) unless you include it in your messages.
• Interactions with the chatbot are subject to the privacy practices of the third-party provider (e.g., OpenAI’s Privacy Policy).

Text and Audio Output Disclaimer

The Service provides suggestions and analyses (“Output”) generated through algorithmic techniques applied to your content. These Outputs are intended solely for ideation and creative augmentation. Collaya makes no guarantees regarding the accuracy, completeness, suitability, or legal compliance of any Muz Output. You are solely responsible for evaluating and using any ideas, insights, or suggestions produced by the Service. It is your responsibility to verify the legality, originality, and appropriateness of any final product you create using Muz Outputs before using it in a public, commercial, or distribution context. You agree not to use any Output in a manner that violates applicable law, infringes the rights of others, or misrepresents the origin or authorship of your final work. The Company does not provide legal, financial, or licensing advice.

Output & User Authorship

You are the sole author and exclusive rights-holder of any final or derivative works you create using or inspired by such Outputs, including musical compositions, lyrics, performances, or recordings. Outputs generated by the Service are granted to you under an irrevocable, royalty-free, worldwide license for personal, commercial, and derivative use. Collaya does not assert any ownership, authorship, or revenue interest in such Outputs and expressly disclaims joint authorship under U.S. copyright law. Outputs are not licensed or made available to any party other than the originating account holder.

Feedback

We appreciate feedback, including feature suggestions, UX survey responses, bug reports, or ratings of Outputs (“Feedback”) to help us improve the Service. For example, if you use a thumbs-up or thumbs-down tool, complete a survey, or report a bug, we may store the related interaction as part of your Feedback. This information may be aggregated and analyzed for internal research and product improvement, but it will not be publicly associated with your account. You are under no obligation to provide Feedback. However, by submitting it, you grant us permission to use it for research, development, and enhancement of the Service, without any obligation to compensate you. All Feedback is considered non-confidential and non-proprietary.

Data Export and Portability

If either party terminates the Service, you may request an export of your uploaded audio content, audio suggestions, and audio metadata by contacting support@collaya.com. We may request additional information to verify your identity before processing any data export request. We will provide such exports in a machine-readable format where technically feasible and within a reasonable timeframe. We aim to fulfill valid data export requests within 30 business days of receipt..

Prohibited Use

Collaya reserves the right to determine what content is considered objectionable or inappropriate. You agree not to:

• Upload or distribute any unlawful, harmful, harassing, defamatory, obscene, or otherwise objectionable content;
• Infringe the intellectual property rights or privacy of others;
• Attempt to probe, scan, or test the vulnerability of our systems;
• Use the Service to train other AI models or for scraping datasets;
• Circumvent or disable any security or content-protection mechanisms.

Any violation of these prohibitions may result in immediate suspension or termination of your account. Upon termination by either party, all associated User Content, personalized data will be deleted within 30 days unless subject to lawful retention requirements.

Third-Party Services and Links

The Service may interact with or incorporate third-party content, features, or integrations. While we strive to partner with reputable providers, Collaya is not responsible for the content, practices, or policies of any third party. Your use of such third-party services is at your own risk and subject to their applicable terms and privacy policies. We do not control, endorse, or accept liability for any loss or damage arising from your use of third-party services or links.

Software

We may provide manual or automatic updates to our software, including the Muz app and platform (“Collaya Software”), without prior notice. Collaya Software may include components licensed from third parties, including open-source software. In the event of a conflict between these Terms and any applicable open-source or third-party license terms, those license terms will govern with respect to the relevant component and only to the extent of the conflict. Use of updated versions of Collaya Software may be subject to additional license terms, which will be presented at the time of access.

Intellectual Property

All rights in and to the Service, including software, interfaces, and analytics engines, remain the exclusive property of Collaya or its licensors. These Terms grant you no ownership rights in the Service. You may not reverse engineer, copy, or reproduce any portion of the Service except as explicitly permitted.

Brand Use

You may not, without our prior written permission, use our name, logos, or other trademarks in connection with products or services other than the Services, or in any other way that implies our affiliation, endorsement, or sponsorship.

DMCA & Copyright

If you believe that content uploaded to Collaya infringes copyright, please contact us at legal@collaya.com with a detailed takedown request in compliance with the Digital Millennium Copyright Act (DMCA). We may remove content and/or terminate repeat infringers in accordance with our obligations under the DMCA.

Privacy

For information on how we collect, use, and safeguard your data, please see our Privacy Policy.

Modifications of Terms

We will notify users of material changes to these Terms by email or through a prominent notice within the Service, whenever reasonably possible. Your continued use of the Service after any changes take effect constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must discontinue use of the Service.

Changes to Service

We may update, modify, suspend, or discontinue parts of the Service at any time. We will make reasonable efforts to notify you of material changes that affect your use of the Service.

Survival

The provisions of these Terms which by their nature should survive termination shall survive, including but not limited to: intellectual property rights, indemnity, disclaimers, limitation of liability, governing law, dispute resolution, and any license granted to you.

Termination

You may stop using the Service at any time. We reserve the right to suspend or terminate access at our discretion, including for violation of these Terms. Upon termination, your account and associated content will be deleted or archived in accordance with our data retention policies.

Waiver and Severability

No waiver of any provision of these Terms shall be deemed a waiver of any other provision. If any provision is found to be invalid or unenforceable, the remaining Terms shall remain in full force and effect.

Disclaimer of Warranties

At Collaya, we strive to offer the best possible experience and are continuously working to improve our Service. However, there are certain aspects we can’t guarantee. Muz is constantly evolving as we strive to enhance your experience.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COLLAYA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, INCLUDING LOSS OF PROFITS, USE, OR DATA. OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICE SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

Indemnification

You agree to indemnify, defend, and hold harmless Collaya, its affiliates, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with your use of the Service, your User Content, or your violation of these Terms.

Electronic Communications

By using the Service, you consent to receive electronic communications from us. These communications may include notices about your account, legal updates, and other information. You agree that any notices, agreements, disclosures, or other communications that we send electronically satisfy any legal communication requirements, including that such communications be in writing.

California Residents

Under California Civil Code Section 1789.3, users of the Service who are California residents are entitled to the following consumer rights notice: If you have a question or complaint about the Service, please contact Collaya at legal@collaya.com. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs.

Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to its conflict of law principles. You agree to resolve any disputes through binding arbitration in Los Angeles, California, under the rules of the American Arbitration Association. Collaya likewise agrees to resolve any disputes it may bring against you through binding arbitration, unless seeking injunctive or equitable relief.

You may opt out of this arbitration agreement within thirty (30) days of accepting these Terms by sending a written notice via email to legal@collaya.com. Your notice must include your full name and the email address associated with your account, and will be deemed timely if submitted within the 30-day window.

Either party may seek injunctive or equitable relief in a court of competent jurisdiction to protect its intellectual property rights. This arbitration agreement shall survive termination of these Terms and your use of the Service.

Costs and Fees

Each party shall bear its own attorneys’ fees and related legal costs, except as otherwise required by applicable law. If arbitration is required under these Terms, Collaya will bear the reasonable administrative fees and arbitrator costs necessary to ensure that the process remains accessible and fair to both parties.