Terms of Service

1. Acceptance of Terms

SHOUT! (the "Service"), including the game and music generation functionality, is provided and operated by Entient, Inc. (株式会社エンティエント) ("we", "us", or "our"). By accessing or using the Service, you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use the Service. These Terms apply to all users of the Service, including players who are also contributors of content, information, and other materials or services.

2. Service Description (Submissions and Output)

The Service processes input data, information, and content that you provide, including text, lyrics, audio, images, and other materials (collectively, "Submissions"), and generates audio or other media ("Output"). Submissions and Output together are referred to as "Content." Music generation features may be powered by third-party services, including Mureka.

You may only upload Submissions that you have the right to use and provide. You represent and warrant that your Submissions and their use by the Service will not violate any law or any third-party rights.

3. Rights to Submissions and License

You retain ownership of your Submissions and, to the extent permitted by law, your Output. By using the Service or transmitting Submissions, you grant us and our affiliates a worldwide, non-exclusive, fully paid-up, assignable, sublicensable, royalty-free, perpetual, irrevocable right and license to use, reproduce, store, modify, distribute, create derivative works based on, perform, display, communicate, transmit, and otherwise make available the Content in connection with providing, operating, improving, and promoting the Service, including developing, training, and improving the accuracy of the AI models used in the Service.

The license granted in this Section applies to all Output, including music generated through AI music generation features ("Generated Music"). The scope of this license includes use for marketing, advertising, promotional materials, social media posts, trailers, demos, collaboration assets, and other promotional purposes, both within and outside the Service.

In connection with use under this licence, you agree not to exercise your moral rights as an author against us or anyone we designate.

You assume all risk associated with Submissions and Output, including their transmission, legality, quality, and appropriateness. You are responsible for the content of your Submissions and Output. Where a claim arises from third-party rights or applicable law and the matter is attributable to us, our liability is governed by Section 17.

4. Eligibility and Account Rules

• You must be at least 13 years old to use the Service.
• If you are under the age of majority, you must have permission from a parent or legal guardian.
• You may not create multiple free accounts. Violations may result in suspension or termination.

We may suspend or terminate your account where there is a breach of these Terms, fraudulent use, prolonged inactivity, or another ground we reasonably judge necessary for operating the Service. Except in urgent cases, we will notify you beforehand by in-Service notice, a message to your registered contact details, or another means we consider appropriate.

If we terminate your account, your rights under applicable law regarding unused paid currency are unaffected. That balance is handled in accordance with the Payment Services Act and other applicable law.

5. Payments and Refunds

The Service sells digital products, including in-game currency, in-game items, digital content, additional features, event participation rights, and other goods offered within the Service. By making a purchase, you agree to:

• The price displayed at the checkout screen (tax-inclusive where applicable to your jurisdiction)
• The payment methods displayed at the checkout screen
• Any product- or checkout-screen-specific terms, which prevail over these Terms in case of conflict for that transaction

Refunds. Due to the nature of digital goods, refunds, returns, and cancellations are as a rule not available after a purchase is complete, except where required by applicable law, in cases of duplicate billing, system errors, or where we determine in our discretion that a refund is appropriate. For users in Japan, refund handling is also subject to the disclosure required by the Act on Specified Commercial Transactions, available on our website.

Chargebacks. If you initiate a chargeback or payment dispute that we reasonably determine to be without merit, we reserve the right to suspend or terminate your account, freeze associated digital content, and recover any owed amounts to the extent permitted by applicable law.

6. In-Game Currency and Items

The Service may issue in-game currency or items in three categories:

• Paid Currency / Items: Acquired by purchase with real money
• Free Currency / Items: Distributed at no cost (e.g., logins, missions, events)
• Bonus Currency / Items: Granted as a bonus to paid purchases without separate consideration

The following rules apply:

• All in-game currency and items have no monetary value outside the Service. Except where required by applicable law, they cannot be redeemed, exchanged, or refunded for cash or any equivalent.
• Resale, trade, or transfer of in-game currency, items, or accounts to other users or third parties (commonly known as "real-money trading") is strictly prohibited.
• Currency and items granted free of charge expire one year after they are acquired. Where a different period applies to a specific item, it is shown at the time of acquisition or on the relevant in-game screen and that display prevails. Expiry of paid currency follows our disclosure under the Payment Services Act.
• Sub-balances (paid, free, bonus) are tracked separately. Where consumption priority differs by sub-balance, it is displayed in-game.
• We may freeze or revoke any in-game currency or items obtained through fraud, exploits, or violations of these Terms.

7. Subscriptions and Auto-Renewal

Where the Service offers subscription products, the renewal cycle, fee, cancellation method, and effective date of cancellation are displayed at the purchase screen. Subscriptions auto-renew at the end of each cycle unless you cancel before the next renewal date. After cancellation, your paid access continues until the end of the current billing period.

8. Gacha and Random Rewards

If the Service offers gacha or other random-draw mechanics involving paid currency:

• The probability (drop rate) of each item or rarity tier is displayed in-game in line with industry practice and applicable Japanese consumer-protection guidelines.
• The Service does not offer "complete gacha" (kompu gacha) structures, in which collecting a specific set of randomly drawn paid items is required to obtain a separate prize.
• Random draw results are final and cannot be re-rolled, refunded, or exchanged.

9. Minors and Spending Controls

• Users under 13 years of age may not use the Service.
• Users under the age of majority must obtain consent from a parent or legal guardian before using paid features.
• We may set monthly spending limits depending on the registered age, in line with Japanese game-industry practice. Where applicable limits apply, they are displayed at the purchase screen or within the Service.
• A parent or legal guardian may contact us using the address in Section 22 to request information about a minor's purchase history or to request appropriate measures.

10. Service Modifications and Termination

We may modify, suspend, or discontinue the Service or any part of it at any time, including specific events, products, or features. Where we plan to discontinue paid digital content or in-game currency that has been purchased and not yet used, we will provide reasonable advance notice (typically at least 60 days where practicable). Treatment of unused paid balances upon discontinuation will follow applicable law (in Japan, the Payment Services Act and related regulations) and will be disclosed at the time.

11. Third-Party Services (Mureka)

Music generation features rely on Mureka. By using those features, you agree to abide by the Mureka Terms of Service and Privacy Policy:

• Mureka Terms of Service
• Mureka Privacy Policy

The music generation feature is operated under our paid arrangement with Mureka. Pursuant to that arrangement, Mureka retains a broad license to use, reproduce, distribute, publicly communicate, and create derivative works from music produced through the Service (the "Output" under Mureka's terms) for any purpose, including commercial use. Where you acquire ownership of Generated Music, that ownership is taken subject to Mureka's pre-existing license, which continues to attach to the Generated Music. See Section 3(e) of the Mureka Terms of Service for details.

We do not control third-party services. Their content and terms of provision are set by their providers, and we make no warranty as to them. Where a third-party service is suspended, changed, or fails, and all or part of the Service becomes unavailable as a result, any liability we bear is governed by Section 17.

12. User Conduct and Prohibited Activities

You agree not to:

• Use bots, scripts, or automated methods to interact with the Service
• Exploit bugs, glitches, or vulnerabilities in the Service
• Sell, transfer, lend, lease, or otherwise dispose of your account, in-game currency, or in-game items to other users or third parties (real-money trading)
• Impersonate others or create fake accounts
• Violate any applicable laws or regulations
• Attempt to hack, reverse engineer, or compromise Service security

12.1 Prohibition of Improper Use of AI Features

In connection with the use of AI features in the Service, you also agree not to engage in any of the following:

• (1) Inputting prompts to AI models used in the Service that attempt to bypass, disable, alter, or expose their configured parameters, system prompts, or safety measures (such as filtering functions). This includes, without limitation, "prompt injection", "jailbreak", or attempts to force a "developer mode".
• (2) Extracting or reproducing any content (illustrations, audio, etc.) included in the Service for use, where such content is owned by us or our licensors, including but not limited to use as AI training material. However, this provision does not prevent the user's own lawful use of Generated Music for which the user holds ownership under Section 3 of these Terms.
• (3) Uploading or distributing the Service's chat scenarios or gameplay videos on the internet with malicious intent (such as defamatory posts, interfering with our service operations, or unauthorized sale or redistribution of the Service's content as a standalone product). This provision does not apply to individuals sharing screenshots, gameplay videos, livestreams, or social media posts in good faith and for personal purposes, including those with ad monetization.

13. Intellectual Property Rights

All content in the Service, including but not limited to graphics, music, text, and code, is owned by us or our licensors. Use of any in-game items, characters, or other content granted to you under these Terms does not transfer any intellectual property rights in the underlying content beyond the limited usage rights expressly set out in these Terms.

14. Privacy and Data Collection

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your information, including account information, gameplay data, and payment-related information.

15. AI-Generated Content Disclaimer

The Service utilizes artificial intelligence technology, including third-party models, to generate content such as:

• Character visuals, voices, and personalities
• Dialogue and conversational responses
• Music and audio content
• Game scenarios and interactions

AI-generated content may be unpredictable, inaccurate, or potentially inappropriate. We do not guarantee the accuracy, reliability, or appropriateness of any AI-generated content. You acknowledge that:

• AI responses are generated algorithmically and do not reflect our views or opinions
• You use AI-generated content at your own risk
• Where we are liable for harm or offense caused by AI-generated content, that liability is governed by Section 17
• AI-generated content should not be relied upon for factual information or advice
• AI-generated content (including Generated Music) may share similarities with content generated by other users of the Service, and we do not guarantee its uniqueness or originality
• Due to the nature of AI generation, Generated Music may not qualify for protection as a copyrighted work. You assume all risks associated with this and any future changes in applicable laws or regulations

16. Health and Safety Warnings

Audio Warning: While we recommend using headphones for an optimal experience, prolonged use of headphones at high volumes may cause permanent hearing damage. Where we are liable for hearing loss, tinnitus, or other auditory damage resulting from headphone use, that liability is governed by Section 17. To listen safely, please:

• Keep volume at safe levels (below 85 decibels)
• Take regular breaks every hour
• Stop use immediately if you experience discomfort, pain, or ringing in your ears
• Consult a medical professional if you experience any hearing problems

Rhythm Game Warning: This Service contains flashing lights and rapid visual effects that may trigger seizures in individuals with photosensitive epilepsy. Player discretion is advised.

17. Disclaimers and Limitation of Liability

The Service is provided "as is". To the extent permitted by law, we make no warranty, express or implied, as to the completeness, accuracy, reliability, or fitness for a particular purpose of the Service, or that it will be uninterrupted or free of errors or defects.

Except where we have acted with intent or gross negligence, our liability to you in connection with the Service is limited to ordinary damages you actually incur, capped at whichever is greater of JPY 10,000 or the total amount you paid to use the Service during the twelve (12) months preceding the date the damage arose — including amounts paid through a distribution platform or payment provider, and amounts paid to buy platform currency or points for use within the Service. Except where we have acted with intent or gross negligence, we are not liable for lost profits or for damages arising from special circumstances.

The preceding paragraph does not apply where we have acted with intent or gross negligence, or where the Consumer Contract Act or another mandatory law does not permit such a limitation.

18. Indemnification

Where we incur loss in connection with your use of the Service or your breach of these Terms, and that loss is attributable to you — including loss we suffer through a third-party claim — you shall compensate us for it, including reasonable legal fees.

19. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of Japan. Any dispute arising out of or relating to these Terms or your use of the Service shall be submitted to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court as the court of first instance, according to the amount in dispute. This agreement does not displace any venue available to you by law in respect of a consumer contract, including bringing suit in the court for the place where you reside.

Authoritative text. The Japanese text of these Terms is authoritative. Translations, including this English version, are provided for reference only; if they differ from the Japanese text, the Japanese text prevails.

Mandatory consumer protection laws. These Terms do not override the Consumer Contract Act, the Act on Specified Commercial Transactions, the Payment Services Act, or any other mandatory law. To the extent any provision of these Terms conflicts with such a law, that provision does not apply to the extent of the conflict, and the remaining Terms stay in effect. Nothing in these Terms shall be construed to waive any non-waivable rights of consumers.

20. Severability

If any provision of these Terms is held to be invalid or unenforceable under applicable law, the remaining provisions shall remain in full force and effect.

21. Changes to Terms

We may amend these Terms. Where an amendment benefits users generally, or is consistent with the purpose of these Terms and reasonable in light of the need for it, the substance of the change, and the surrounding circumstances, the amended Terms apply without individual consent, as provided by Article 548-4 of the Civil Code of Japan.

Before an amendment takes effect, we will publish its content and effective date within the Service or on our website, or by another appropriate means. Except for amendments that benefit users generally, the effective date will fall a reasonable period after that notice. Where an amendment responds to new or revised legislation, regulatory guidance, or another matter requiring immediate action for your safety or our compliance, we may shorten that notice period to the extent permitted by law.

22. Contact Information

For questions about these Terms, please contact us at contact@entient.ai