Rough Cut Terms and Conditions

 

These Terms and Conditions, together with any documents, policies, notices, licenses, or agreements referenced herein, including any Privacy Policy, Beta Program rules, or End User License Agreement, govern your access to and use of the Rough Cut website, beta software, downloadable application, related tools, features, services, documentation, content, updates, and any associated materials.

These Terms are a legally binding agreement between you and [Legal Company Name], doing business as Rough Cut(“Rough Cut,” “Company,” “we,” “us,” or “our”).

By accessing our website, creating an account, joining the beta program, checking a box indicating your acceptance, downloading the Rough Cut beta app, installing the app, opening the app, using the app, or otherwise accessing any Rough Cut software, technology, content, systems, documentation, or services, you confirm that you have read, understood, and agree to be bound by these Terms.

If you do not agree to these Terms, do not check the acceptance box, do not download the app, do not install the app, and do not use Rough Cut.

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1. Overview of Rough Cut

Rough Cut is a software product and business that develops tools for video editors, creatives, production teams, and related users. The Rough Cut beta app may include software, code, user interface designs, workflows, models, systems, automation tools, media-processing features, file-analysis features, artificial intelligence features, experimental functionality, proprietary processes, and related technology.

The beta version of Rough Cut is made available for limited testing, feedback, evaluation, and early use only. The beta app is not a final commercial release and may contain bugs, errors, incomplete features, unstable performance, unexpected behavior, or changes without notice.

2. Eligibility

You may use Rough Cut only if you are legally able to enter into a binding agreement.

By accepting these Terms, you represent and warrant that:

1. You are at least 18 years old, or the age of legal majority in your jurisdiction.

2. You have the legal authority to accept these Terms.

3. You are not prohibited from using Rough Cut under applicable law.

4. You will use Rough Cut only in compliance with these Terms and all applicable laws.

5. Any information you provide to Rough Cut is accurate, current, and complete.

If you are accepting these Terms on behalf of a company, organization, agency, studio, production company, employer, or other entity, you represent that you have authority to bind that entity to these Terms. In that case, “you” and “your” refer to both you individually and that entity.

3. Beta Access

Rough Cut may provide access to beta software, pre-release software, experimental tools, early features, private demos, test builds, prototypes, or limited-access functionality.

You understand and agree that beta software:

1. Is provided for evaluation and testing.

2. May not function correctly.

3. May be changed, suspended, disabled, limited, or discontinued at any time.

4. May contain errors, defects, bugs, security vulnerabilities, or incomplete features.

5. May produce inaccurate, incomplete, or unintended outputs.

6. May not be suitable for professional, commercial, legal, financial, production-critical, or mission-critical use.

7. May not be supported, maintained, updated, or made commercially available.

8. May require internet access, system permissions, local processing, cloud processing, or third-party services.

9. May be subject to usage limits, account restrictions, device limits, or access controls.

Rough Cut has no obligation to release a final version of the beta app or to make any specific feature publicly available.

4. Acceptance by Checkbox

Before downloading the Rough Cut beta app, you may be required to check a box confirming that you accept these Terms.

By checking the acceptance box, you expressly agree that:

1. You have read these Terms.

2. You understand these Terms.

3. You agree to be legally bound by these Terms.

4. You understand that the Rough Cut beta app installs software code on your machine.

5. You understand that the software, codebase, user interface, workflow, business concepts, technical systems, documentation, and related intellectual property belong to Rough Cut or its licensors.

6. You agree not to sell, copy, share, redistribute, reverse engineer, reproduce, disclose, misuse, or steal any part of Rough Cut.

Your acceptance by checkbox is intended to create an enforceable clickwrap agreement.

5. Limited License to Use the Beta App

Subject to your full compliance with these Terms, Rough Cut grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable license to download, install, and use the beta app solely for your own internal testing and evaluation.

This license does not transfer ownership of Rough Cut or any Rough Cut intellectual property to you.

You are not buying Rough Cut. You are receiving limited permission to use a beta version under the restrictions in these Terms.

Rough Cut may revoke this license at any time, with or without notice, especially if you violate these Terms.

6. No Sale, Transfer, Sharing, or Redistribution

You may not sell, resell, rent, lease, lend, sublicense, distribute, publish, upload, share, transfer, provide access to, or otherwise make available the Rough Cut app, installer, code, files, features, credentials, access keys, documentation, screenshots of private beta functionality, technical materials, or any related materials to any third party.

You may not allow another person or entity to use your copy, account, download link, access credentials, beta invitation, license, or installed version of Rough Cut.

You may not post the app, installer, download link, build, code, documentation, or private beta materials online, including on websites, forums, GitHub, Discord, Slack, Reddit, social media, file-sharing services, cloud storage folders, or any public or private repository.

7. Intellectual Property Ownership

Rough Cut and its licensors retain all right, title, and interest in and to the Rough Cut business, brand, software, app, codebase, source code, object code, scripts, architecture, databases, models, prompts, workflows, design systems, user interfaces, user experience designs, trade secrets, inventions, ideas, concepts, methods, processes, systems, documentation, logos, trademarks, service marks, graphics, text, videos, demos, beta materials, technical information, product roadmap, feature concepts, and all related intellectual property.

This includes, without limitation:

1. The Rough Cut name.

2. The Rough Cut logo and branding.

3. The beta app.

4. The software codebase.

5. Any installed code or executable files.

6. Any local or cloud-based processing systems.

7. The structure, sequence, and organization of the software.

8. The user interface and user experience.

9. Product ideas and feature concepts.

10. Automation workflows.

11. Editing workflows.

12. AI-assisted editing systems.

13. Business methods and product strategy.

14. Documentation, instructions, and onboarding materials.

15. Beta testing materials.

16. Non-public technical or business information.

17. Updates, modifications, improvements, and derivative works.

Except for the limited license expressly granted in these Terms, you receive no ownership rights, license rights, or other rights in Rough Cut.

All rights not expressly granted are reserved by Rough Cut.

8. Strict Prohibition on Copying, Reverse Engineering, and Misuse

You agree that you will not, directly or indirectly:

1. Copy Rough Cut or any part of it.

2. Modify Rough Cut.

3. Create derivative works based on Rough Cut.

4. Reverse engineer Rough Cut.

5. Decompile Rough Cut.

6. Disassemble Rough Cut.

7. Attempt to discover the source code, object code, architecture, algorithms, models, prompts, logic, workflows, database structure, systems, or underlying ideas of Rough Cut.

8. Extract, scrape, copy, clone, reproduce, or imitate any part of Rough Cut.

9. Circumvent technical protections, access controls, authentication systems, license controls, usage limits, or security features.

10. Remove, alter, or obscure proprietary notices, copyright notices, trademark notices, watermarks, metadata, or ownership labels.

11. Use Rough Cut to build, train, support, or improve a competing product.

12. Use Rough Cut as a reference to develop a similar app, plugin, workflow, AI tool, media automation product, or video-editing technology.

13. Benchmark Rough Cut for competitive purposes.

14. Analyze Rough Cut for the purpose of copying its features, design, workflows, business model, or technical implementation.

15. Permit any third party to do any of the above.

You agree that any unauthorized copying, reverse engineering, disclosure, distribution, or competitive misuse may cause irreparable harm to Rough Cut.

9. Confidentiality of Beta Materials

Because Rough Cut may provide access to private beta software, unreleased features, non-public technical materials, experimental functionality, internal product concepts, and business information, you agree to treat all non-public Rough Cut materials as confidential.

Confidential information includes, but is not limited to:

1. The beta app.

2. Download links.

3. App builds.

4. Code or executable files.

5. Screenshots or recordings of unreleased features.

6. User interface designs.

7. Technical workflows.

8. Product concepts.

9. Product roadmap information.

10. Pricing or business strategy.

11. Private communications from Rough Cut.

12. Feedback discussions.

13. Testing instructions.

14. Bugs, limitations, performance details, or unreleased feature behavior.

15. Any information that a reasonable person would understand to be confidential.

You agree not to disclose, publish, share, transmit, or make available any confidential Rough Cut information without prior written permission from Rough Cut.

This confidentiality obligation continues even after you stop using Rough Cut.

10. Feedback and Suggestions

You may provide ideas, suggestions, comments, bug reports, feature requests, improvements, workflows, examples, or other feedback to Rough Cut.

By submitting feedback, you grant Rough Cut a worldwide, perpetual, irrevocable, royalty-free, fully paid, transferable, sublicensable license to use, copy, modify, distribute, publish, commercialize, and otherwise exploit that feedback for any purpose without compensation, credit, approval, or obligation to you.

You agree that Rough Cut may use your feedback to improve, develop, market, sell, or modify its products and services.

You agree that feedback does not give you any ownership interest in Rough Cut, the app, the business, the codebase, any product feature, or any future version of the software.

11. User Content and Media Files

Rough Cut may allow you to upload, process, analyze, organize, transcribe, edit, or otherwise interact with media files, video files, audio files, images, metadata, project files, transcripts, prompts, text, folders, or other content.

You retain ownership of the content you lawfully own.

By using Rough Cut with your content, you represent and warrant that:

1. You own the content or have all necessary rights to use it.

2. You have permission to process the content using Rough Cut.

3. Your content does not violate any law or third-party right.

4. Your content does not infringe copyright, trademark, privacy, publicity, confidentiality, contractual, or other rights.

5. Your use of Rough Cut with the content is lawful.

You grant Rough Cut the limited rights necessary to operate, provide, test, secure, improve, debug, and support the beta app and related services. This may include processing, storing, transmitting, analyzing, or displaying your content as needed to provide the app’s functionality.

Rough Cut does not claim ownership of your media files solely because you use the app.

12. Local Installation and Machine Access

The Rough Cut beta app may install software, files, code, dependencies, scripts, local services, helper tools, updates, caches, logs, configuration files, or related components on your machine.

By downloading and installing Rough Cut, you consent to the installation and operation of such components.

The app may require access to certain folders, files, media libraries, system resources, network connections, APIs, local storage, temporary files, logs, or permissions to function properly.

You are responsible for reviewing permissions and ensuring that you have authority to install software on the machine you use.

You may not install Rough Cut on any device that you do not own or are not authorized to use.

13. Updates, Changes, and Remote Disabling

Rough Cut may update, modify, patch, replace, suspend, disable, or remove features from the beta app at any time.

Rough Cut may require updates in order for the app to continue functioning.

Rough Cut may disable access to the beta app, revoke licenses, deactivate builds, limit functionality, or block accounts or devices if we believe that:

1. You violated these Terms.

2. Your access creates security, legal, technical, business, or operational risk.

3. Your use may harm Rough Cut, other users, third parties, or the app.

4. The beta program has ended.

5. The app build is outdated, unsupported, or insecure.

6. Continued use is no longer authorized.

14. Account Security and Access Credentials

If Rough Cut provides you with an account, login, license key, access code, download link, invitation, authentication token, API key, or other credentials, you are responsible for keeping them confidential and secure.

You may not share credentials with anyone else.

You are responsible for all activity that occurs under your account or credentials.

You must promptly notify Rough Cut if you believe your account, download link, build, license key, or credentials have been lost, stolen, shared, compromised, or misused.

15. Acceptable Use

You agree to use Rough Cut only for lawful, authorized purposes.

You may not use Rough Cut to:

1. Violate any law or regulation.

2. Infringe any intellectual property right.

3. Process content you do not have the right to use.

4. Upload or process illegal, harmful, abusive, defamatory, invasive, or exploitative material.

5. Violate privacy, publicity, confidentiality, or contractual rights.

6. Interfere with the operation of Rough Cut.

7. Attempt unauthorized access to Rough Cut systems.

8. Introduce malware, viruses, worms, trojans, malicious scripts, or harmful code.

9. Circumvent security or access restrictions.

10. Overload, disrupt, scrape, or abuse Rough Cut infrastructure.

11. Use automated systems to access Rough Cut without authorization.

12. Use Rough Cut for competitive intelligence, product cloning, or unauthorized research.

13. Misrepresent your identity or affiliation.

14. Use Rough Cut in a way that could damage the reputation, business, systems, users, or partners of Rough Cut.

16. Third-Party Services and Dependencies

Rough Cut may use, integrate with, or depend on third-party software, APIs, platforms, models, cloud services, libraries, open-source components, media tools, transcription tools, editing software, operating system services, or other third-party technologies.

Your use of third-party services may be subject to separate terms, licenses, policies, fees, limitations, or requirements.

Rough Cut is not responsible for third-party services, interruptions, outages, changes, errors, data handling, security practices, or terms.

17. Open-Source Components

The Rough Cut app may include or interact with open-source software components. Open-source components are licensed under their own applicable licenses.

Nothing in these Terms limits your rights under applicable open-source licenses.

However, the inclusion of open-source components does not grant you any rights to Rough Cut’s proprietary code, product, trade secrets, business methods, non-public systems, or other intellectual property.

18. Ownership of Improvements and Derivative Technology

Any modifications, improvements, updates, enhancements, patches, adaptations, derivative works, extensions, new features, workflows, technical systems, business concepts, or product developments relating to Rough Cut, whether created by Rough Cut alone or based in whole or in part on your feedback, testing, suggestions, or usage, are owned exclusively by Rough Cut.

You agree not to claim ownership of, challenge ownership of, or assert rights in Rough Cut’s product, codebase, ideas, workflows, systems, or improvements.

19. No Competitive Use

You may not use Rough Cut, access Rough Cut, test Rough Cut, evaluate Rough Cut, or review Rough Cut for the purpose of developing, supporting, funding, advising, designing, improving, marketing, or launching a competing product or service.

You may not use any non-public Rough Cut information to compete with Rough Cut.

You may not share Rough Cut’s private beta materials with any competitor, developer, investor, agency, contractor, employee, consultant, or third party for competitive purposes.

20. Contractors, Employees, and Team Members

If you use Rough Cut on behalf of a business, production company, agency, employer, team, or client, you are responsible for ensuring that anyone who accesses Rough Cut through you complies with these Terms.

You may not give contractors, employees, freelancers, editors, developers, consultants, or collaborators access to Rough Cut unless Rough Cut has authorized that access.

You are responsible for any breach of these Terms by anyone who receives access through you.

21. Payment, Pricing, and Future Commercial Release

The beta version of Rough Cut may be free, paid, invite-only, limited, or otherwise restricted.

Rough Cut may later introduce paid plans, subscriptions, usage-based pricing, enterprise plans, licensing fees, or other commercial terms.

Beta access does not guarantee free future access, discounted future access, permanent access, ownership, equity, revenue share, royalties, partnership rights, or any right to commercial terms.

22. No Warranties

Rough Cut is provided on an “as is” and “as available” basis.

To the fullest extent permitted by law, Rough Cut disclaims all warranties, express, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, reliability, security, compatibility, performance, and error-free operation.

Rough Cut does not warrant that:

1. The beta app will work without interruption.

2. The beta app will be error-free.

3. The beta app will meet your needs.

4. The beta app will be compatible with all devices, systems, software, files, media formats, editing programs, or workflows.

5. The beta app will produce accurate, complete, or usable results.

6. The beta app will preserve, protect, or recover your files.

7. Any defects will be corrected.

8. The app will be made publicly available.

9. Any feature will remain available.

10. Your use of Rough Cut will produce any specific business, creative, technical, or financial result.

You use Rough Cut at your own risk.

23. Beta Risk and Backup Responsibility

Because Rough Cut is beta software, you are solely responsible for protecting your files, devices, projects, data, media, and systems.

Before using Rough Cut, you should back up all important files, project files, media, folders, settings, and system data.

Rough Cut is not responsible for lost files, corrupted files, deleted files, damaged projects, missing metadata, failed exports, timeline issues, inaccurate outputs, lost work, production delays, business interruption, or other damages arising from your use of the beta app.

Do not use beta software on your only copy of important files.

24. Limitation of Liability

To the fullest extent permitted by law, Rough Cut and its owners, officers, directors, employees, contractors, developers, agents, affiliates, licensors, service providers, successors, and assigns will not be liable for any indirect, incidental, special, consequential, exemplary, punitive, or enhanced damages, including but not limited to lost profits, lost revenue, lost data, lost files, lost media, lost business opportunities, production delays, editing delays, replacement costs, loss of goodwill, device damage, software conflicts, or business interruption.

To the fullest extent permitted by law, Rough Cut’s total liability for any claim arising out of or relating to these Terms, the website, the beta app, the software, or your use of Rough Cut will not exceed the greater of:

1. The amount you paid to Rough Cut for access to the beta app in the three months before the claim arose; or

2. One hundred U.S. dollars.

Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you.

25. Indemnification

You agree to defend, indemnify, and hold harmless Rough Cut and its owners, officers, directors, employees, contractors, developers, agents, affiliates, licensors, service providers, successors, and assigns from and against any claims, demands, damages, losses, liabilities, costs, expenses, settlements, judgments, fines, penalties, and fees, including reasonable attorneys’ fees, arising out of or relating to:

1. Your use of Rough Cut.

2. Your violation of these Terms.

3. Your violation of any law.

4. Your violation of any third-party rights.

5. Your content, media, files, or data.

6. Your unauthorized sharing, copying, disclosure, reverse engineering, or misuse of Rough Cut.

7. Your breach of confidentiality.

8. Your use of Rough Cut for competitive purposes.

9. Your negligence, misconduct, fraud, or misuse.

26. Termination

Rough Cut may suspend, restrict, or terminate your access to the website, beta app, software, account, download link, license, or services at any time if you violate these Terms or if Rough Cut decides to end or modify the beta program.

Upon termination:

1. Your license to use Rough Cut ends immediately.

2. You must stop using the beta app.

3. You must delete or uninstall all copies of the beta app in your possession or control.

4. You must delete any confidential Rough Cut materials.

5. You must stop using any Rough Cut credentials, access links, or private materials.

6. You remain bound by provisions that by their nature should survive termination, including confidentiality, intellectual property, restrictions on copying, feedback rights, disclaimers, limitation of liability, indemnification, dispute resolution, and governing law.

27. Injunctive Relief

You acknowledge that unauthorized copying, disclosure, distribution, reverse engineering, competitive misuse, theft, or misappropriation of Rough Cut’s software, codebase, confidential information, trade secrets, product ideas, or intellectual property may cause irreparable harm for which monetary damages may be inadequate.

You agree that Rough Cut may seek injunctive relief, equitable relief, specific performance, or other legal remedies without the need to post a bond, in addition to any other remedies available under law.

28. Copyright and Intellectual Property Complaints

If you believe content on the Rough Cut website or services infringes your copyright or intellectual property rights, contact us at:

[Legal Contact Email]

Please include:

1. Your name and contact information.

2. A description of the copyrighted work or intellectual property.

3. A description of the allegedly infringing material.

4. The location of the material.

5. A statement that you have a good-faith belief that the use is unauthorized.

6. A statement that the information you provide is accurate.

7. Your physical or electronic signature.

29. Privacy

Your use of Rough Cut may involve the collection, processing, storage, or transmission of certain information. Our handling of personal information is described in our Privacy Policy.

By using Rough Cut, you acknowledge that you have reviewed our Privacy Policy.

You should not upload, process, or provide sensitive personal information, confidential client files, private media, protected health information, financial information, legal materials, or regulated data unless you have confirmed that your use is lawful and appropriate.

30. Publicity

You may not use Rough Cut’s name, logo, trademarks, screenshots, beta materials, demos, or non-public product information in public posts, marketing materials, press releases, investor materials, websites, videos, case studies, social media, or promotional content without prior written permission from Rough Cut.

Rough Cut may not use your name, company name, logo, or public endorsement without your permission, except as necessary to operate the beta program or as otherwise permitted by law.

31. Communications

By signing up, downloading, or using Rough Cut, you agree that Rough Cut may contact you regarding your account, beta access, updates, security issues, legal notices, support, feedback, and product information.

You are responsible for keeping your contact information current.

32. Changes to These Terms

Rough Cut may update or modify these Terms from time to time.

If we make material changes, we may provide notice by posting the updated Terms on our website, updating the “Last Updated” date, sending an email, requiring renewed acceptance, or using another reasonable method.

Your continued use of Rough Cut after updated Terms become effective means you accept the updated Terms.

If you do not agree to the updated Terms, you must stop using Rough Cut and uninstall the app.

33. Export Compliance

You agree to comply with all applicable export control, sanctions, and trade laws. You may not use, download, export, re-export, transfer, or provide access to Rough Cut in violation of applicable laws or to any prohibited person, entity, country, or region.

34. Governing Law

These Terms are governed by the laws of the State of [State], without regard to conflict-of-law principles.

You agree that any dispute arising out of or relating to these Terms, Rough Cut, the website, the beta app, or related services will be resolved in the state or federal courts located in [County, State], unless otherwise required by applicable law.

You consent to the personal jurisdiction and venue of those courts.

35. Dispute Resolution

Before filing any legal claim, you agree to first contact Rough Cut at [Legal Contact Email] and attempt to resolve the dispute informally.

Your notice must include your name, contact information, a description of the dispute, and the relief you seek.

If the dispute is not resolved within 30 days after notice, either party may pursue available legal remedies.

36. No Class Actions

To the fullest extent permitted by law, you and Rough Cut agree that each may bring claims only in an individual capacity and not as a plaintiff, class member, representative, or participant in any class action, collective action, consolidated action, private attorney general action, or representative proceeding.

37. Assignment

You may not assign, transfer, delegate, or sublicense these Terms or any rights or obligations under these Terms without prior written permission from Rough Cut.

Rough Cut may assign, transfer, or delegate these Terms in connection with a merger, acquisition, financing, sale of assets, corporate transaction, restructuring, or by operation of law.

38. Severability

If any provision of these Terms is found invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

The invalid or unenforceable provision will be interpreted or replaced to achieve the original intent as closely as possible.

39. No Waiver

Rough Cut’s failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.

Any waiver must be in writing and signed by Rough Cut.

40. Entire Agreement

These Terms, together with any referenced policies, notices, or agreements, constitute the entire agreement between you and Rough Cut regarding your use of the website, beta app, software, and related services.

These Terms supersede all prior or contemporaneous agreements, understandings, statements, or communications regarding the same subject matter.

41. Contact Information

This website and beta app are owned and operated by:

[Legal Company Name]
Doing business as Rough Cut
[Business Address]
[City, State, ZIP]
[Country]
Email: [Legal Contact Email]
Website: [Website URL]

42. Beta Download Acceptance Statement

Before downloading the Rough Cut beta app, users must agree to the following:

Checkbox Text:

I have read, understood, and agree to the Rough Cut Terms and Conditions. I understand that the Rough Cut beta app will install software code on my machine. I agree that I will not sell, copy, share, redistribute, reverse engineer, replicate, disclose, misuse, or attempt to steal any Rough Cut software, codebase, intellectual property, trade secrets, product ideas, workflows, systems, or confidential materials.