Legal Agreement

Version v1.2 · Effective December 5, 2026 · Last updated December 5, 2026

Questions: info@setclipper.com.

Terms of Service

1. Agreement. These Terms form a binding contract between you and Clubwall LLC, a Florida limited liability company doing business as Setclipper ("Setclipper", "we", "us"), covering setclipper.com, clip.setclipper.com, our desktop and web apps, APIs and related services (the "Service"). They include the Acceptable Use Policy, Subscription, Credits and Refund Policy, Privacy Policy, Cookie Notice, DMCA and Content License and Referral and Creator Code Terms (together the "Policies"), all incorporated here. By checking the box at sign-up or checkout, creating an account, or using the Service, you accept them. If you do not agree, do not use the Service.

2. Eligibility. You must be 18 or older and able to form a binding contract. If you sign up for an organization, you confirm you have authority to bind it. You are responsible for all activity on your account and for keeping credentials secure. Provide accurate information and keep your account email current; it is where we send notices.

3. Changes to the Terms and Policies; notice by email. We may update these Terms and any Policy. We will post the new version with a new effective date. For material changes we will also email the address on your account, or notify you in the app, at least 7 days before they take effect, unless the change is required by law, addresses security or abuse, or does not reduce your rights. A change that adds a right for us or removes a protection for you is a material change. Notice is complete when the email is sent. If you continue to use the Service after the effective date, you accept the updated Terms. If you do not agree, stop using the Service and cancel your plan before the effective date; if you are on a paid plan and the change is adverse to you, you may cancel and receive a refund of the unused part of the current paid period (for an annual plan, the unused full months). Changes do not apply to a dispute that began before the change. The most current version is always at setclipper.com/terms, and we keep prior versions.

4. Accounts, waitlist, plans and pricing changes. Access may be waitlisted. We decide who is admitted, when, and in what order, and may refuse service to anyone. Waitlist position and access are at our discretion. Friends who count can move you up or give you access, but we do not promise a date. We offer a free editor and paid plans and credits. Current plans, prices and credit amounts are shown on our pricing page. If you subscribed before December 5, 2026, you keep your current plan terms, price and credits until your next renewal after that date, unless we give you at least 30 days' email notice of a change. If a change is adverse to you, you may cancel before it takes effect and we will refund the unused part of the period you already paid for. We may change our prices, plan contents, credit allowances, credit pack sizes and the number of credits an action uses. A change applies to purchases made, and renewals starting, after the change takes effect. Credits you already hold keep their balance, but the number of credits an action uses may change. We may post changes to credit pack prices, pack sizes and credit usage on our website or in the app without individual notice. For a change that increases the recurring price of a subscription plan you have already purchased, we will email you (and may also notify you in the app) at least 30 days before the new price first applies, state the new price and the date, and explain how to cancel before that date. If you do not cancel before the date, the new price applies to the renewal. If we remove a feature you paid for from your plan during a paid period, you may cancel and we will refund the unused part of that period. Studio support is described on our pricing page and may change on 30 days' email notice.

4A. Free editor. The free editor requires a confirmed account (verified email). Paid actions use credits. The free editor is provided as is. We may change or end free features on 30 days' notice, but we will not remove access to projects you created or the ability to export your own work during that period. Free credits have no cash value, are not transferable, and may be changed as described in these Terms.

4B. Extra credits. When your monthly plan credits run out, you may buy extra credits. Subscribers on the top tier (Studio) buy extra credits at the discounted per-credit rate shown in their account. Subscribers on other tiers buy extra credit packs at the standard pack rate. The per-credit rate that applies to you, and the total price, are shown before you confirm each purchase. We will not change the rate on a purchase after you confirm it. If we change rates or eligibility, the change applies only to later purchases, and a reduction in your tier's discounted rate needs 30 days' email notice.

4C. Tracklist. Tracklist identification uses credits. Subscribers to the Studio plan before December 5, 2026 are not charged credits for tracklists until their next renewal after that date.

5. Payments; auto-renewal. Payments are processed by Stripe. We do not store your full card number or security code. Paid plans renew automatically for successive periods (monthly or annual) at the price and interval shown, as changed under section 4, until you cancel. You authorize us and our payment processor to charge your payment method for the plan, credit packs, taxes and any amounts due. After a free trial, your card is charged unless you cancel before the trial ends. You can cancel in Account any time, effective at the end of the paid period unless stated otherwise. Prices exclude taxes where applicable; we may collect them. We are not a bank, money transmitter or financial institution, and we do not hold deposits, balances or stored value for you; credits are a service entitlement, not an account of funds. If you file a chargeback or payment dispute, we may suspend your account while it is reviewed and may give Stripe and the card network records about your use. We ask you to contact info@setclipper.com first so we can fix the problem, but this does not limit any right you have with your card issuer. If a dispute is decided against us after we refunded or credited you, we may recover the amount that we have already given you. See the Subscription, Credits and Refund Policy.

5A. Free trial. Paid plans may start with a 7-day free trial. A card is required. Unless you cancel before the trial ends, your plan renews at the price and on the date shown at checkout, and we send a reminder 3 days before. Trial credits expire when the trial ends and have no cash value.

6. Your content. "Your Content" is footage, audio, images, text, metadata and anything else you upload or create with the Service. You keep ownership of Your Content and your Output. You grant Setclipper a worldwide, non-exclusive, royalty-free license to host, store, copy, process, analyze, transcode, edit, display and create derivative clips from Your Content, and to send it to our service providers (including Google), to provide, secure and support the Service for you, to enforce these Terms and respond to legal claims, and, in de-identified or aggregated form only, to develop and improve our own tools. We do not use Your Content to train our own or third-party public AI models. Google handles what it receives under its own terms for the service we use. We do not use Your Content or your Output to promote Setclipper without your separate permission. If you choose "Feature my clip" in the app or tell us by email that we may feature a clip, you give Clubwall LLC a free, non-exclusive license to display that clip to promote Setclipper until you withdraw it. You can withdraw by emailing info@setclipper.com; we stop new uses and remove existing ones where reasonably practicable. We will not name you or show other identifiable people or third-party music in a clip unless we have their written permission. Music and DJ sets. Footage and mixes often contain music owned by others. Setclipper does not license music to you or clear it for you. You are responsible for having the rights to upload a file and to publish any clip or Output made from it, including on third-party platforms that may remove it or block it. We process your files only to provide the Service to you and do not publish them. If a rights holder sends a valid notice, we may remove content and, for repeat infringers, end the account. People in your footage. Do not upload or process footage of identifiable people unless you have the consents and permissions the law and the venue require. Do not use Setclipper to create content that falsely shows a real person saying or doing something they did not. You, not Setclipper, are responsible for getting those permissions. You represent and warrant that you own, or have all necessary rights, licenses, consents and clearances (including from performers, venues, event organizers, music rights holders, labels and people who appear in the footage) to upload, process and use Your Content with the Service, and that doing so does not infringe or violate any law or any third party's rights. You are solely responsible for what you upload, create and publish, and for any claims arising from it. We respond to notices of alleged copyright infringement under the Digital Millennium Copyright Act as set out in the DMCA Policy, and we may remove content and terminate repeat infringers.

7. Output. Clips and edits generated for you are "Output". As between you and us, you may use Output for your lawful purposes subject to full payment and these Terms. Output is generated automatically and may be inaccurate, incomplete or similar to other users' output. You are responsible for reviewing Output before use or publication. Outputs made on the free plan or trial carry a Setclipper watermark. Any payment to Setclipper, whether a subscription or a purchased credit pack, removes the watermark from outputs you make while you have an active paid plan or unexpired purchased credits. Outputs made earlier are not changed. You may not remove, crop out, cover or obscure the watermark on free or trial outputs, or use tools to do so. You keep ownership of your footage and of the clips you create; we do not own your output. Music, other people's content and third-party rights in your footage remain your responsibility. Timeline XML export is available to signed in accounts. We may change which plans include it. A change that removes it from a plan you have paid for follows sections 3 and 4.

8. Face and biometric features. Some features find faces in your footage to frame a close-up or follow the DJ you choose, and to tell which person in a project is the same person across cameras. Face boxes and numerical face templates are created on your Mac and saved in your project file on your Mac; we do not receive or store them. Some steps send face images and whole video frames from your Mac to our servers and on to Google (Gemini), our AI provider, to find or match people. Those frames can show other people in the shot, including audience members. Our servers use them only to return the answer and our code does not store them; Google handles what it receives under its own terms for the service we use. These features do not identify anyone by name, and we do not use them to identify people for third parties. You represent that you have obtained any consent required from people appearing in Your Content. You may not use these features in, or on footage captured in, Illinois, Texas, Washington or the EU/EEA.

9. Acceptable use; AI features. You must follow the Acceptable Use Policy. You may not use the Service unlawfully or to infringe rights; upload content you have no right to use; reverse engineer or bypass limits, plans, watermarks or credit metering; resell or share access or share an account with others; or use automated means to overload the Service. Some features use automated analysis and artificial intelligence, including drop detection, tracking, framing, tracklists and captions. They can be wrong. Treat their output as a draft; you are solely responsible for reviewing it and for how you use or publish it, including any rights in music or people shown. Tracklist features are experimental. We may investigate and remove content, suspend or terminate access, and report to authorities for violations.

9A. Tracklist services. Tracklist identification sends a short audio fingerprint and your internet address directly from your Mac to Apple's Shazam service (ShazamKit). Older versions of the app may also use AcoustID and AudD, as described in the Privacy Policy.

10. Our intellectual property. We own the Service, software, models, designs, marks, documentation, and all data and analytics derived from operating the Service (other than Your Content). We give you a limited, revocable, non-exclusive, non-transferable license to use the Service for your own internal business purposes while your account is in good standing. You may not copy, reverse engineer, scrape, resell, sublicense, benchmark for competitors, or build a competing product using the Service or its outputs. Feedback you give us is ours to use without payment.

11. Third-party services. The Service relies on third parties (for example Stripe, Google/Firebase, Google Gemini, hosting providers). Their terms may apply and we are not responsible for them.

11A. Cloud export. If you connect a cloud storage account, you authorize Setclipper to upload the files you choose to export to that account. You are responsible for your cloud account and its terms, and you can disconnect at any time in Settings.

12. Refusal, suspension and termination. We may refuse service to anyone, and may suspend, restrict or terminate your account or access to any feature at any time, with or without notice, for any reason, including: violation of these Terms or the Acceptable Use Policy; fraud or suspected fraud; a chargeback or payment dispute; infringement or suspected infringement of others' rights; risk to the Service, other users or us; legal or regulatory requirements; non-payment; or because we discontinue the Service. If we terminate your paid plan for reasons other than your breach, we will refund the unused portion of the current paid period. If we terminate for your breach, fraud or a chargeback, you are not entitled to a refund, and you remain responsible for amounts owed. You may stop using the Service and cancel at any time. On termination, your license ends, unused plan credits and discounts end, and unused purchased credit packs are refunded if we end your plan for a reason other than your breach, fraud or a chargeback, and we may delete Your Content after 30 days (earlier where required). Sections that by nature should survive do survive.

13. Disclaimers. THE SERVICE, THE APP AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT CONTENT WILL NOT BE LOST, OR THAT ANY EDIT, CUT, CROP, DROP DETECTION, TRACKLIST OR OTHER AI OR AUTOMATED OUTPUT WILL BE ACCURATE, COMPLETE OR SUITABLE FOR YOUR PURPOSE. YOU ARE RESPONSIBLE FOR REVIEWING ALL OUTPUT BEFORE USE. Some jurisdictions do not allow certain disclaimers; in those places the disclaimers apply to the fullest extent allowed.

14. Limitation of liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) WE ARE NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BOOKINGS, GOODWILL, DATA, FOOTAGE OR PROJECT FILES, EVEN IF ADVISED OF THEIR POSSIBILITY; AND (B) OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE IS LIMITED TO THE GREATER OF THE AMOUNT YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND US$50. You are responsible for keeping your own copies of all footage, audio and projects; the app works on your original files and we do not keep backups of them. These limits do not exclude or limit liability that cannot be excluded or limited under applicable law, including liability for our fraud, gross negligence or willful misconduct, or death or personal injury. Nothing in these Terms limits any right or remedy you have under consumer-protection or data-protection law that cannot be waived or limited by contract.

15. Indemnification. To the extent allowed by law, you will defend and indemnify Clubwall LLC and its members, managers, employees and contractors against third-party claims, and the resulting losses and reasonable attorneys' fees, that arise from Your Content, your Output or its publication, or your breach of these Terms or the law. We may assume control of any defense at your cost, and you will not settle without our written consent.

16. Governing law; informal resolution; arbitration; class waiver. 16.1 Governing law. These Terms and any dispute are governed by the laws of the State of Florida and applicable US federal law, without regard to conflict-of-law rules. Mandatory consumer-protection laws of the place where you live still apply to you. 16.2 Informal resolution first. Contact info@setclipper.com and give us 30 days to resolve a dispute before starting a claim. 16.3 Binding arbitration. Except as stated below, any dispute arising out of or relating to these Terms, the Policies or the Service, including its formation, scope and enforceability, will be resolved by final, binding arbitration on an individual basis, administered by the American Arbitration Association under its Consumer Arbitration Rules (or Commercial Rules where you are a business), before one arbitrator. The arbitration will be held by video or phone, or in person in the county where you live (or, if you are a business, Orange County, Florida), as the AAA rules provide. The Federal Arbitration Act governs this section. We will pay arbitration filing, administrative and arbitrator fees to the extent required by those rules for consumer claims. 16.4 Class action waiver. You and Setclipper waive the right to a jury trial and agree to bring claims only on an individual basis, not as plaintiff or class member in any class, collective, consolidated or representative proceeding. If this waiver is found unenforceable for a claim, that claim proceeds in court and not in arbitration. If you live in California, nothing in this section waives your right to seek public injunctive relief in court, and that claim is decided in court. 16.5 Exceptions. Either party may bring an individual claim in small claims court in Orange County, Florida, or the court where you live; either party may seek injunctive or equitable relief in court for intellectual property, security or confidentiality violations. 16.6 Opt out. You may opt out of arbitration and the class waiver by emailing info@setclipper.com within 30 days after you first accept these Terms, with the subject "Arbitration opt-out" and your account email. 16.7 Venue. For disputes not subject to arbitration, the state and federal courts located in Orange County, Florida have exclusive jurisdiction, and you consent to them, except where the law of your residence requires otherwise.

17. General. 17.1 Force majeure. We are not liable for delay or failure caused by events beyond our reasonable control, including natural events, outages of internet, power, hosting or payment providers, war, labor disputes, government action or malicious attacks. 17.2 Severability. If a provision is held unenforceable, it is enforced to the maximum extent allowed and the rest remains in effect. 17.3 Entire agreement. These Terms and the Policies are the entire agreement between you and us about the Service and replace earlier agreements. 17.4 No waiver. Failing to enforce a right is not a waiver. 17.5 Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or a successor to our business, including in a sale or reorganization. 17.6 Notices. We may notify you by email to your account address or in the app, effective when sent. Notices to us go to info@setclipper.com. You agree to receive all notices and records electronically (E-SIGN consent), and you may withdraw by closing your account. 17.7 Contact: Clubwall LLC, doing business as Setclipper, info@setclipper.com.

18. Credits. AI features, including Drop Finder, tracklist identification and Auto Edit, use credits. The credit cost of each action is shown before you run it. Drop Finder costs 1 credit for each 3 minutes, or part of 3 minutes, of audio that you have not run through it before, with a minimum of 1 credit; if all of the audio has been run before, it costs no credits. If a Drop Finder run finds no drops, we restore the credits for that run. If an action fails on our side, we restore the credits. Credits are a limited, revocable license to use features of the Service. They are not money, are not a deposit or stored value, have no cash value, cannot be redeemed for cash, and cannot be sold, gifted or transferred. Plan credits do not expire. They roll over from one billing period to the next and stay in your balance until you use them, including after your plan ends or lapses. Credit packs bought on or after December 5, 2026 expire 12 months after purchase; earlier packs do not expire. Referral credits and credits paid as commission do not expire. Each credit keeps the expiry it had when we gave it to you or you bought it, and your balance shows the expiry of each kind. Credits you held, and packs you bought, before December 5, 2026 keep their existing terms: they appear as "Other credits" and do not expire under this section. Credits are not refundable except as stated in these Terms, the Subscription, Credits and Refund Policy, or required by law. If we end your account without cause, we will refund the unused value of paid, unexpired credits.

18A. Starter credits. Starter credits are free credits we give you when you verify your mobile phone, once per phone number. They expire 14 days after we grant them, and the expiry date is shown next to your balance. They have no cash value, cannot be transferred and are not refundable. Credits you buy are separate and do not expire early; they last as stated for the pack you bought. When you run an action, we use starter credits first. This applies only to starter credits granted on or after December 5, 2026. Credits granted earlier are not changed by this clause.

18B. Two kinds of credits. Your balance shows the kinds of credits you hold: starter credits, with their expiry date; pack credits, with the expiry that applied when you bought them; and plan credits, referral credits and other credits, which do not expire. Starter credits expiring never reduces your other credits. Buying a pack does not shorten the life of your starter credits. An action you start before your starter credits expire is completed and charged to them. If we restore credits after a failed action, they return to the kind they came from, and if starter credits expired in the meantime we keep the restored credits available for 24 hours.

19. Security and third-party processors. We use reasonable administrative, technical and physical safeguards appropriate to the nature of the Service, and reputable third-party processors (including Stripe for payments, our hosting providers, and Google for AI processing). No system is completely secure and we do not guarantee that data will never be accessed, lost or disclosed. To the maximum extent permitted by law, we are not liable for the acts, omissions or security failures of third-party processors acting independently of us, or for losses caused by factors on your side, including compromised passwords, devices or networks, sharing your account, or failing to keep your software updated. We will give any notice of a data security incident that the law requires. Nothing in these Terms waives any right you have under data protection or breach notification laws, limits our liability for our own gross negligence or willful misconduct, or relieves us of obligations we cannot lawfully disclaim.

20. Early access and beta software. The Mac app and some features are early access or beta. They may contain errors, change, or be withdrawn, and are provided without any commitment to a release date or feature. We may release updates and may stop supporting, or require you to update from, older versions at any time, including by disabling a version that no longer works with the Service. The app is not yet notarized by Apple; macOS will ask you to approve it once. Use early-access features at your own risk and keep backups.

21. Sanctions. You may not use the Service if you are in, or ordinarily resident in, a country or region under comprehensive U.S. sanctions, or if you are on a U.S. restricted-party list.

22. Referral rewards. Referral rewards are credits only. If you invite a friend and your friend creates a new account and makes a first qualifying payment (a paid plan invoice or a credit pack of $20 or more), we give you and your friend the number of bonus credits shown on the referral page when your friend pays. Changes to that number apply to later payments only, and no price discount is part of the program. Referral rewards are not given to someone who was an approved affiliate when the friend joined; affiliates are paid under the Creator Program Agreement instead, and one friend never earns both referral credits and commission. When phone verification is on, a friend counts toward the waitlist and the reward only after the friend verifies a phone number and passes our card checks. Referral credits are promotional credits: they have no cash value, cannot be transferred or sold, are not refundable, and do not expire. One reward per new person and one per verified phone number. You may not refer yourself, create accounts or phone numbers to collect rewards, use bots, paid traffic that pretends to be personal, or any method that misleads people. We may withhold, cancel or take back rewards (and any output made with them) that come from self referral, duplicate or fake accounts, refunds or chargebacks by the referred account within 30 days of the reward (a partial refund keeps the credits), or breach of these Terms, and we may close accounts for abuse. If you share your referral link publicly, you must say clearly that you get a reward when someone signs up. Do not send unwanted messages, and follow the law on email and texts. We may change or end the referral program for new referrals at any time; rewards already granted are kept unless the abuse rules apply. Cash payments are not part of this program. See also the Referral and Creator Code Terms.

23. Mac updates and crash reports. Setclipper for Mac checks for updates automatically, downloads them in the background, and installs them the next time you quit the app. In Settings > General > Updates you can turn off automatic installation; the app then asks before it installs. Versions before 50 have no such setting. Updates may add, change or remove features. A change that is material to a paid feature or to your price follows sections 3 and 4. The app sends crash reports to us as described in the Privacy Policy, and this is a condition of using the app. If you do not agree, you may stop using the app, and if you are on a paid plan you may cancel and receive a refund of the unused part of the period you paid for.

All legal documents

Earlier versions are kept at /legal/versions/. Questions: info@setclipper.com.