Terms of Service

1. Eligibility

You must be at least 18 years old (or the age of majority in your jurisdiction) to use FXI Studio. By using the Service, you represent and warrant that you meet this requirement. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

Some features, including adjusting the safety filter on a paid plan, require you to confirm again that you are 18 or older. We may ask for additional age verification, and we may close any account we reasonably believe belongs to someone under 18.

2. Accounts

You must create an account to access most features of the Service. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. You agree to:

• Provide accurate and complete registration information
• Keep your password secure and not share it with others
• Notify us immediately of any unauthorized use of your account
• Not create multiple accounts to circumvent limitations or bans

We reserve the right to suspend or terminate accounts that violate these Terms.

3. The Service

FXI Studio is an AI-powered creative production suite that enables users to generate, edit, and manage images, videos, and other media using artificial intelligence models. The Service includes:

• AI-powered image and video generation via third-party model providers
• A creative director AI agent ("Bezaleel") for guided content creation
• Media library, project management, and editing tools
• A credit-based usage system for AI generation, with included still images on paid plans (see 4.2A)

We may modify, suspend, or discontinue any aspect of the Service at any time without prior notice. Available AI models, features, and pricing are subject to change.

3.1 Support Response Times

Support is by email at support@fxi.studio. On the Studio plan, we reply to support email within 1 business day ("Priority email support"). A "business day" means Monday through Friday, US Eastern Time, excluding US federal holidays. During an announced break, an automatic reply will tell you the date you can expect a response. A reply means a response from a person on our team; it does not guarantee that the issue is resolved within that time.

4. Credits and Payments

4.1 Credit System

AI generations consume credits, except included still images (see 4.2A). The credit cost varies by model, resolution, and duration. Credit balances are displayed in your account. Credits are non-transferable between accounts.

4.2 Purchases

You may purchase credits or subscriptions through the Service. All purchases are processed by Stripe, Inc. and are subject to Stripe's terms of service. By making a purchase, you authorize us to charge your payment method for the amount specified.

4.2A Included Still Images

Paid plans include a monthly allowance of still-image generations that do not use credits: Creator 1,000 stills, Visionary 2,000 stills, and Studio 8,000 units, which is up to 8,000 stills (see below for how Studio units are counted). Included stills are available on Z-Image Turbo when you generate images directly in Create; Director Mode, other image models, upscales and all video use credits as normal. Included stills reset at the start of each monthly period (each month on annual plans) and do not roll over, do not carry over after you cancel, pause or downgrade, and have no cash value. If an included still fails because of a problem on our side, the still is returned to your monthly count. Content rules and moderation apply to included stills exactly as to any other generation. To protect the Service we may apply reasonable rate limits, and we will give you notice before reducing your plan's included amount, which takes effect no earlier than your next renewal.

Included stills run on FXI's own compute and depend on its availability. There is no substitute provider: while that compute is unavailable, included stills are unavailable, and other image models remain available for credits. If included stills are unavailable on your plan for more than 72 hours in total during a monthly period, contact support@fxi.studio and we will add credits to your account in proportion to the time they were unavailable. This does not limit any rights you have under applicable consumer law.

On the Studio plan, included stills are counted in units: a standard 4-step still counts as 1 unit, an 8-step still as 2 units, and a 1080p still as 5 units at 8 steps, with higher step counts counting proportionally more. Studio included stills run in a fair-use queue behind credit-paid jobs, so they may take longer to start, and up to 8 can be in progress at once. After you use 600 units in a calendar day (UTC), further stills that day use credits as normal, and we show the credit cost before you generate. For anyone already subscribed to Studio before these limits were introduced, they apply from your first renewal at least 30 days after we email you about them.

4.3 Subscriptions and Credits

Subscription plans renew automatically at the end of each billing period until cancelled. You can cancel at any time in Settings → Subscription, and cancellation takes effect at the end of the period you have paid for.

Monthly credits. Each paid month adds your plan's monthly credit allowance to your balance, including on annual plans. Unused subscription credits roll over while you are subscribed, up to a maximum of Creator 1,200; Visionary 5,000; Studio 19,400 subscription credits. At each renewal your allowance is added only up to that maximum; any part of the allowance that would take your subscription credits above it is not added. We use your subscription credits first, then pack credits, then free credits.

Changing plans. If you upgrade, the difference in monthly credits is added right away and Stripe charges a prorated amount. Within one billing period, credits are added only up to the highest plan you have been on in that period, so switching down and back up again does not add the difference a second time. If you downgrade, nothing is removed: your existing credits stay on your account, and the lower plan's monthly allowance and rollover maximum apply from your next credit grant (your next renewal, or on an annual plan, your next monthly grant).

If you cancel. Your plan continues until the end of the paid period. Remaining subscription credits stay usable for 12 months after that date and then lapse.

Credit packs. Credits bought as one-time packs never expire and do not count toward the rollover maximum. They stay on your account until you use them or your account is closed (see Section 13). Before you delete your account, we tell you how many unused credits will be lost.

Free credits. Free, signup and promotional credits have no cash value and cannot be transferred or exchanged for money. They never convert into subscription or pack credits. We may change or end them with notice.

Credits are not transferable and have no cash value except where the law requires otherwise.

4.3A Founding Member Price

The first 100 people to start a Creator subscription under the Founding Member offer pay $12 per month instead of the standard $15 per month, for as long as that Creator subscription stays active. The Founding Member price applies to monthly Creator billing only.

The Founding Member price ends, and cannot be restored, if you cancel and your paid period ends, if your subscription ends because a payment could not be collected after our retry period, if your account is closed, or if you move to a different plan, including an upgrade or a switch to annual billing.

The Founding Member price is not affected by later changes to our standard prices, even where other parts of these Terms say pricing may change. It is limited to one per person and cannot be transferred or combined with other discounts unless we say so. We count the 100 places in the order subscriptions are successfully paid, and a place stays counted after the subscription ends.

4.4 Refunds

Credit purchases and subscription payments are generally non-refundable. We may, at our sole discretion, issue refunds for unused credits or in cases of Service malfunction. If you believe you are entitled to a refund, contact support@fxi.studio. If you are a consumer in the European Union, the EEA, or the United Kingdom, you also have the right of withdrawal described in Section 4.5, which this section does not limit.

First credit pack guarantee. If your first credit pack is not for you, you can ask for a refund of its unused credits within 14 days of purchase by emailing support@fxi.studio. We refund the share of the price that matches the credits from that pack you have not used, to your original payment method. Credits already spent are not refunded, and refunded credits are removed from your account. This applies once per account, to your first credit pack only, and does not apply to subscriptions.

4.5 Right of Withdrawal (EU and UK Consumers)

If you are a consumer in the European Union, the European Economic Area, or the United Kingdom, you have the right to withdraw from a subscription or credit-pack purchase within 14 days of the day that purchase is concluded, without giving any reason. This right comes from the Consumer Rights Directive 2011/83/EU and, in the United Kingdom, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

How to withdraw. Before the 14-day period ends, use the "Withdraw from contract" button in Settings → Subscription or on our withdrawal page (for a subscription or a credit pack), or tell us clearly that you are withdrawing by emailing support@fxi.studio. We confirm that we received your request by email, with the date and time we received it. You do not have to use a particular form, but you may use the model withdrawal form below.

Digital content and services you asked us to start right away. When you accept these Terms in your account, which you do before your first purchase and again whenever we update them, you expressly ask us to start providing any subscription or credit pack you buy immediately, rather than waiting out the 14 days, so you are not blocked from using the Service you just paid for. By doing so, you acknowledge that:

• if you withdraw after we have started providing the Service, you lose the right of withdrawal for the portion already provided, meaning the credits you have already used or the content you have already generated before you told us you were withdrawing, and you pay a proportionate amount for that used portion, calculated as your used credits' share of the total credits included in the purchase; and
• once you have used all of the credits or included still images from a purchase, the Service has been fully performed and you no longer have a right of withdrawal for that purchase.

We confirm each purchase by email, and that email records when you gave this request and acknowledgment (the date and version of the Terms you accepted).

What you get back. If you withdraw within the 14-day period, we refund the unused portion of your purchase to the payment method you used, within 14 days of the day you told us you are withdrawing.

This right of withdrawal is separate from, and does not replace or limit, any other refund or guarantee described elsewhere in these Terms or offered at checkout. Whichever gives you more is the one that applies.

Model withdrawal form. To exercise your right of withdrawal, you may complete and email this form to support@fxi.studio:

To Fueled by Imagination, LLC, operating FXI Studio (support@fxi.studio): I/We hereby give notice that I/We withdraw from my/our contract for the supply of the following service: [subscription plan or credit pack]
Ordered on: [date]
Name of consumer(s): [name]
Address of consumer(s): [address]
Date: [date]
(This form is only necessary if you wish to withdraw from the contract.)

5. User Content and Generated Content

5.1 Your Inputs

You retain ownership of the text prompts, reference images, and other inputs ("User Content") you provide to the Service. By submitting User Content, you grant FXI a non-exclusive, worldwide, royalty-free license to use, process, and transmit your User Content solely for the purpose of operating and providing the Service to you. This license does not permit FXI to display your User Content or your Generated Content publicly; public display happens only under Section 5.5, when you choose to publish.

You are solely responsible for your User Content, your prompts, and the Generated Content you create, download, publish, or share. You represent and warrant that: (a) you own or have all rights, licenses, and permissions needed to upload and use your User Content; (b) for every real, identifiable person whose face, body, voice, name, or likeness appears in your User Content or that you ask the Service to depict, you have that person's consent (or, for a minor, the consent of a parent or guardian, and never for sexual or intimate content) or another lawful basis for the use; and (c) your User Content and your use of Generated Content do not violate any law or any person's rights, including privacy and publicity rights.

5.2 AI-Generated Output

Subject to these Terms and applicable law, you own the output generated by the Service using your inputs ("Generated Content"). You may use Generated Content for personal or commercial purposes. However, you acknowledge that:

• AI-generated content may not be eligible for copyright protection in all jurisdictions
• Other users submitting similar prompts may receive similar or identical outputs
• We do not guarantee exclusivity of any Generated Content
• The underlying AI models are owned by their respective providers
• AI output can be inaccurate, unexpected, or resemble existing people, works, or brands; you are responsible for reviewing it before you use or share it
• FXI does not create, endorse, or verify Generated Content, and a completed generation does not mean the content or your intended use of it is permitted

5.2A AI Content Labels

Images, video, and audio generated through the Service are marked as AI-generated. We embed machine-readable metadata in the file (the IPTC "digital source type" value for media created by a trained algorithm, plus the tool name "FXI Studio"). Some files may also carry a Content Credentials (C2PA) record added by the underlying model. Where we show Generated Content on public or shared pages, we may display a visible "AI-generated" indicator.

These labels help people and platforms recognize synthetic media, and some laws (including the EU AI Act) require them. Do not remove, alter, or obscure them in order to present Generated Content as authentic or human-made. If you publish Generated Content that depicts real people, places, or events in a way that could be mistaken for real, you are responsible for any disclosure the law requires of you. Editing or re-encoding a file with other software may strip its metadata.

5.3 Content Restrictions

Your use of the Service is subject to our Acceptable Use Policy, which is incorporated into these Terms. Without limiting it, you agree not to use the Service to generate, upload, request, or distribute content that:

• Depicts, promotes, or facilitates child sexual abuse material (CSAM) or sexualizes a minor in any form, including drawn, animated, or AI-generated depictions. We have zero tolerance for this content: we terminate the account, report apparent CSAM to the National Center for Missing & Exploited Children (NCMEC) as required by 18 U.S.C. § 2258A, and preserve records as the law requires
• Is non-consensual intimate imagery, or any sexual, nude, or intimate depiction of a real or identifiable person (including a public figure), whether authentic or synthetic
• Impersonates a real person, or is a deepfake or other synthetic media of a real person that is intended to, or is likely to, deceive, defraud, or defame
• Harasses, threatens, bullies, or targets any person, or exposes their private information
• Infringes the intellectual property, publicity, or privacy rights of others
• Promotes violence, terrorism, hate, or self-harm, or facilitates illegal activity
• Violates any applicable law or regulation

5.4 Safety Filter and Moderation

We use automated moderation and, where available, model-level safety filters. On free accounts the safety filter is always on. Paid accounts may be offered a setting to adjust the safety filter for their private generations; using it requires confirming that you are 18 or older and that you have the rights and consent for anyone depicted. No setting permits content prohibited by Section 5.3 or the Acceptable Use Policy, sexual or nude content is not permitted on any plan, and our moderation continues to apply at every setting. We may change, limit, or withdraw the setting for any account or model at any time.

We may, without prior notice and at our discretion: review, block, or remove any User Content or Generated Content (including private content flagged by our systems); suspend or terminate your account; preserve content, prompts, and account records; and report content or activity to NCMEC, law enforcement, or other authorities where required or permitted by law. We are not obligated to monitor the Service and are not responsible for content created by users.

5.5 Publishing and Showcase

Your Generated Content is private by default on every plan. You decide whether your Generated Content is published. By publishing an item you grant FXI a non-exclusive, worldwide, royalty-free licence to host, display and distribute it on the Service for as long as it remains published. By opting in to Featured, you additionally grant FXI a licence to display the selected item, with your chosen credit, on FXI's websites and marketing channels. You may revoke this for future uses by opting out, though uses already made may continue. You represent that you have all rights needed to publish, including the consent of every identifiable person depicted. See our Privacy Policy for how published content is shown.

If FXI selects an item you opted in for Featured, we may, at our discretion and while the program is running, thank you with a small credit grant (currently up to 25 credits per item, up to 3 a month). Credits have no cash value.

5.6 Takedown Requests

If intimate or sexual imagery of you (authentic or AI-generated) appears on the Service without your consent, you or someone authorized to act for you may request removal at legal@fxi.studio. We remove content covered by a valid request within 48 hours, as described in Section 7 of the Acceptable Use Policy. Copyright notices go to our designated agent (Section 9).

6. Acceptable Use

You agree to follow our Acceptable Use Policy. In addition, you agree not to:

• Reverse-engineer, decompile, or attempt to extract source code from the Service
• Use automated scripts, bots, or scrapers to access the Service
• Circumvent rate limits, credit systems, or access controls
• Resell, sublicense, or redistribute the Service without authorization
• Interfere with or disrupt the Service or its infrastructure
• Impersonate another person or entity
• Use the Service to train competing AI models without permission
• Upload or submit content that infringes the copyright, trademark, trade dress, or other intellectual property rights of any third party
• Upload photographs, video, or audio of any real, identifiable person without that person's documented consent
• Generate, upload, or distribute deepfakes or other synthetic media depicting real people without verified, documented consent from those individuals
• Use the Service to generate content that violates any person's right of publicity, personality rights, or right of privacy
• Upload logos, brand assets, or registered trademarks of third parties for the purpose of generating confusingly similar or infringing output
• Upload music recordings, audio samples, or soundtracks owned by third parties without appropriate synchronization or master-use licenses

6.1 Voices and Audio Uploads

Some features use audio you upload or record to drive a voice or lip movement, including lip-sync, reference audio for video, Director Mode audio references, and narration tools. Each time you use one of these features with your own audio, you must confirm that you own the audio or have the rights to use it for that purpose, including any voice, music, or lyrics in it. We keep a record of each confirmation (the time, the feature, the audio file, a one-way hash of your network address, and your browser's user agent) so we can respond to complaints.

You agree not to:

• Upload, record, or use anyone's voice without that person's permission
• Clone, imitate, or impersonate the voice of a real person, including a public figure, without their permission
• Make a real person's voice say something they did not say in a way that could mislead a listener

Music, ambient sound, and any other audio you upload must be content you own or have the rights to use in this way, including permission from anyone whose voice is in it. If your voice was used on FXI Studio without your consent, report it to dmca@fxi.studio with the subject "Voice takedown" (see Acceptable Use Policy, Section 7). We may remove the content and suspend or terminate the account that uploaded it.

7. Third-Party Services

The Service relies on third-party AI model providers and upstream inference platforms for content generation. We are not responsible for the availability, accuracy, or output quality of these third-party services. Third-party providers may have their own terms of service and acceptable use policies that apply to the generated content.

8. Intellectual Property

The Service, including its design, code, branding, and documentation, is owned by FXI and protected by intellectual property laws. "FXI Studio," "Bezaleel," the FXI logo, and related marks are trademarks of Fueled by Imagination, LLC. Nothing in these Terms grants you any right to use our trademarks without prior written consent.

9. DMCA and Copyright Claims

If you believe content on FXI Studio infringes your copyright, you may submit a notice under the Digital Millennium Copyright Act (DMCA) to our designated copyright agent at dmca@fxi.studio. For our full policy — including the counter-notification process, response timelines, and repeat-infringer termination policy — see fxi.studio/dmca.

Your notice must include all six required elements (17 U.S.C. § 512(c)(3)):

1. Identification of the copyrighted work claimed to have been infringed
2. Identification of the infringing material and its location on the Service
3. Your contact information (name, address, telephone, email)
4. A statement of good-faith belief that the use is not authorized by the copyright owner, its agent, or the law
5. A statement, under penalty of perjury, that the information is accurate and that you are the owner or authorized to act on the owner's behalf
6. Your physical or electronic signature

Counter-notification: If you believe material was removed by mistake, you may submit a counter-notification to dmca@fxi.studio with the information required by 17 U.S.C. § 512(g)(3). If we receive a valid counter-notification, we will restore the material within 10–14 business days unless the original complainant files a court action. See our full counter-notification process.

Repeat-infringer policy (17 U.S.C. § 512(i)): FXI maintains and enforces a repeat-infringer termination policy. Users who receive three or more valid copyright infringement notices, or two or more within 6 months, will have their accounts permanently terminated. See our full repeat-infringer policy for the complete strike system.

§ 512(f) Warning: Any person who knowingly materially misrepresents that material is infringing, or that material was removed by mistake, may be liable for damages including costs and attorneys' fees (17 U.S.C. § 512(f)).

10. Disclaimer of Warranties

The Service is provided "as is" and "as available" without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or free of harmful components. We do not warrant the accuracy, completeness, or usefulness of any AI-generated content.

WITHOUT LIMITING THE FOREGOING, FXI EXPRESSLY DISCLAIMS ALL WARRANTIES WITH RESPECT TO AI-GENERATED OUTPUTS, INCLUDING BUT NOT LIMITED TO: (A) ACCURACY, TRUTHFULNESS, FACTUAL CORRECTNESS, OR FITNESS FOR ANY PARTICULAR PURPOSE; (B) ABSENCE OF BIAS, HALLUCINATION, OR UNINTENDED OUTPUTS; (C) ORIGINALITY OR NON-INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS IN ANY OUTPUT; (D) SUITABILITY OF OUTPUTS FOR COMMERCIAL USE, PUBLICATION, LEGAL PROCEEDINGS, MEDICAL, FINANCIAL, OR PROFESSIONAL ADVICE; AND (E) COMPLIANCE OF OUTPUTS WITH ANY APPLICABLE LAWS OR REGULATIONS. AI-GENERATED CONTENT IS PROVIDED SOLELY AS A CREATIVE TOOL. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING, REVIEWING, AND DETERMINING THE SUITABILITY OF ANY OUTPUT BEFORE USE. FXI IS NOT RESPONSIBLE FOR ANY RELIANCE ON AI-GENERATED CONTENT.

11. Limitation of Liability

To the maximum extent permitted by applicable law, FXI and its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising out of or related to your use of the Service, regardless of the theory of liability. Our total aggregate liability shall not exceed the GREATER of (a) the amounts you paid to FXI in the twelve months preceding the claim, or (b) one hundred US dollars ($100).

SPECIFICALLY WITH RESPECT TO AI-GENERATED OUTPUTS, FXI SHALL HAVE NO LIABILITY FOR: (A) OUTPUTS THAT ARE INACCURATE, OFFENSIVE, DEFAMATORY, OR OTHERWISE OBJECTIONABLE; (B) THIRD-PARTY CLAIMS ARISING FROM YOUR USE OR DISTRIBUTION OF GENERATED CONTENT; (C) REGULATORY OR LEGAL ACTIONS RESULTING FROM YOUR USE OF GENERATED CONTENT; OR (D) ANY HARM CAUSED BY RELIANCE ON AI-GENERATED CONTENT FOR PROFESSIONAL, MEDICAL, LEGAL, FINANCIAL, OR OTHER CONSEQUENTIAL DECISIONS.

12. Indemnification

You agree to indemnify, defend, and hold harmless FXI and its affiliates from any claims, damages, losses, and expenses (including reasonable attorney's fees) arising from your use of the Service, your User Content, your Generated Content, or your violation of these Terms.

Your indemnification obligations expressly include claims arising from: (a) your use, reproduction, distribution, or publication of AI-generated outputs; (b) third-party intellectual property infringement claims related to your prompts, input materials, or generated outputs; (c) your violation of any applicable law in connection with generated content, including privacy, defamation, obscenity, or consumer protection laws; (d) any representations you make to third parties about the accuracy, authorship, or nature of AI-generated content; and (e) claims by any person depicted in, or whose likeness, voice, or name is used in, your User Content or Generated Content, including claims for violation of the right of publicity, privacy, or laws governing intimate imagery or synthetic media, and any breach of the warranties in Section 5.1.

13. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, and with or without notice. We permanently terminate accounts involved in child sexual exploitation or non-consensual intimate imagery, and we terminate repeat or serious violators of the Acceptable Use Policy and repeat copyright infringers (Section 9). If your account is terminated for a violation, you may not create a new account, and unused credits are forfeited except where the law requires otherwise. Upon termination, your right to use the Service ceases immediately. You may delete your account at any time through your account settings. Provisions that by their nature should survive termination shall survive, including ownership, warranty disclaimers, indemnification, and limitations of liability.

14. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on the Service and updating the "Last updated" date. Your continued use of the Service after changes become effective constitutes acceptance of the revised Terms.

15. Dispute Resolution and Arbitration Agreement

15.1 Agreement to Arbitrate — Please Read Carefully

EXCEPT AS PROVIDED IN §15.4 (SMALL CLAIMS) AND §15.5 (INJUNCTIVE RELIEF), YOU AND FXI AGREE THAT ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES BETWEEN YOU AND FXI ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICE, AI-GENERATED OUTPUTS, CREDITS, BILLING, OR ANY ASPECT OF YOUR RELATIONSHIP WITH FXI — WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY — SHALL BE RESOLVED EXCLUSIVELY THROUGH BINDING INDIVIDUAL ARBITRATION, NOT IN COURT. BY USING THE SERVICE, YOU WAIVE YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING OF ANY KIND.

15.2 Informal Dispute Resolution — Required Pre-Condition

Before initiating arbitration, the claimant must provide the other party with written notice of the dispute ("Dispute Notice") sent to legal@fxi.studio (for notices to FXI) or to the email address on your account (for notices to you). The Dispute Notice must include: (a) the claimant's name and contact information; (b) a description of the dispute and the relief sought; and (c) the claimant's account identifier or email.

The parties shall negotiate in good faith for sixty (60) days following delivery of the Dispute Notice (the "Informal Resolution Period"). The Informal Resolution Period may be extended by mutual written agreement. Arbitration may not be initiated until the Informal Resolution Period has expired without resolution. Filing a demand before the period expires is grounds for dismissal of the arbitration.

15.3 Right to Opt Out of Arbitration

You may opt out of this Arbitration Agreement by sending written notice to legal@fxi.studio with subject line "ARBITRATION OPT-OUT" within thirty (30) days of the date you first accepted these Terms (or, if these Terms were updated to add this arbitration provision, within thirty (30) days of the date you received notice of the update). Your opt-out notice must include your full name, email address associated with your FXI account, and a statement that you elect to opt out of binding arbitration. Opting out does not affect any other provision of these Terms. If you opt out, disputes will be resolved as provided in §15.9 (Governing Law and Venue). FXI will not retaliate against you for exercising this right.

15.4 Small Claims Court Carve-Out

Notwithstanding §15.1, either party may bring an individual claim in a small claims court of competent jurisdiction, provided the claim qualifies for small claims court under that court's jurisdictional and procedural rules and is brought on an individual (non-class) basis. If a party files a small claims court action, the other party may remove the case to arbitration if it no longer qualifies for small claims court at any point during the proceeding.

15.5 Injunctive Relief / Intellectual Property

Notwithstanding §15.1, either party may seek emergency injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened: (a) infringement of intellectual property rights; (b) unauthorized access to or disclosure of confidential information; or (c) irreparable harm for which monetary damages are inadequate. Seeking such relief shall not constitute a waiver of the right to arbitrate other claims.

15.6 Arbitration Rules and Procedure

Arbitration shall be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (for disputes by individual consumers) or Commercial Arbitration Rules (for disputes by businesses), as applicable and in effect at the time the demand is filed, available at www.adr.org. If the AAA is unavailable or declines to administer the arbitration, the parties shall mutually select JAMS (under its Streamlined Arbitration Rules or Comprehensive Arbitration Rules, as applicable) or another nationally recognized arbitration provider. In the event of any conflict between the arbitration provider's rules and this section, this section controls.

The arbitration shall be conducted by a single neutral arbitrator. Unless the parties agree otherwise: (a) if all claims total $25,000 or less, the arbitration shall be conducted solely on the basis of written submissions; (b) if claims total more than $25,000, either party may request a telephonic or video hearing; (c) if claims total more than $75,000, either party may request an in-person hearing in the county of your residence or, at FXI's option, Newark, New Jersey. The arbitrator shall apply New Jersey substantive law and the Federal Arbitration Act ("FAA") governs the enforceability of this agreement to arbitrate. The arbitrator may award any relief that a court could award on an individual basis. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Fees. The AAA's Consumer Arbitration Rules govern filing fees for consumer disputes. For disputes that qualify as consumer arbitrations under AAA rules, FXI will pay AAA filing, administration, and arbitrator fees for claims of $10,000 or less, unless the arbitrator finds the claim frivolous or brought in bad faith. For claims above $10,000, fees are allocated per AAA rules. FXI will not seek attorney's fees against you unless the arbitrator finds your claim frivolous or brought for an improper purpose.

15.7 Class Action and Class Arbitration Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND FXI EACH WAIVE THE RIGHT TO BRING OR PARTICIPATE IN: (A) A CLASS ACTION; (B) A COLLECTIVE OR CONSOLIDATED ACTION; (C) A PRIVATE ATTORNEY GENERAL ACTION; OR (D) ANY OTHER REPRESENTATIVE PROCEEDING, WHETHER IN COURT OR IN ARBITRATION. THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONSOLIDATE CLAIMS OR TO CONDUCT CLASS OR COLLECTIVE ARBITRATION. EACH PARTY MAY BRING CLAIMS ONLY IN ITS INDIVIDUAL CAPACITY. IF THIS CLASS ACTION WAIVER IS FOUND UNENFORCEABLE WITH RESPECT TO ANY CLAIM, THAT CLAIM SHALL BE SEVERED AND LITIGATED IN COURT, AND ALL OTHER CLAIMS SHALL REMAIN IN ARBITRATION ON AN INDIVIDUAL BASIS.

15.8 Jury Trial Waiver

IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION — INCLUDING BECAUSE YOU OPT OUT UNDER §15.3, OR BECAUSE THE ARBITRATION AGREEMENT IS FOUND UNENFORCEABLE — YOU AND FXI EACH UNCONDITIONALLY WAIVE THE RIGHT TO A JURY TRIAL. ALL SUCH CLAIMS SHALL BE TRIED BEFORE A JUDGE SITTING WITHOUT A JURY.

15.9 Governing Law and Venue

These Terms and any dispute arising out of or related to them are governed by the laws of the State of New Jersey, United States, without regard to conflict of laws principles, except that the Federal Arbitration Act governs all arbitration-related matters. For any claim that is not subject to arbitration (including small claims actions under §15.4, injunctive relief under §15.5, or claims by users who have opted out under §15.3), the parties consent to exclusive jurisdiction and venue in the state courts located in Essex County, New Jersey, or the United States District Court for the District of New Jersey. Each party waives any objection to personal jurisdiction or venue in those courts.

15.10 Mass Arbitration Batching Protocol

If twenty-five (25) or more claimants submit demands for arbitration raising substantially similar claims ("Mass Filing"), the parties agree to the following coordinated procedure to promote efficiency and reduce costs:

(a) Bellwether Selection. The parties shall each select up to fifteen (15) bellwether cases from the Mass Filing (30 total) to proceed to individual arbitration first. The remaining demands shall be held in abeyance pending resolution of the bellwether cases.

(b) Mediation After Bellwethers. After the bellwether arbitrations conclude, the parties shall participate in a global mediation session before a mutually agreed mediator or one appointed by AAA. The parties shall act in good faith to resolve the remaining claims during mediation.

(c) Remaining Cases. If mediation does not resolve all remaining claims, arbitrations shall proceed in sequential batches of fifty (50) cases per batch, with each batch commencing after the prior batch concludes.

(d) No Consolidation. Nothing in this protocol authorizes consolidation, class treatment, or collective resolution of any claims. Each demand remains a separate individual arbitration.

(e) Fees in Mass Filings. For Mass Filings, the AAA Mass Arbitration Supplementary Rules shall apply to the extent not inconsistent with this section.

15.11 Severability of Arbitration Agreement

If any part of this Section 15 is found to be unenforceable, the remaining parts shall continue in full force and effect, except that: (a) if the class-action waiver in §15.7 is found unenforceable with respect to any claim, that claim shall proceed in court and not in arbitration; and (b) if the entirety of §15.1 is found unenforceable, any remaining dispute shall be resolved in the courts identified in §15.9.

15.12 Future Changes to This Arbitration Agreement

Notwithstanding §14 (Changes to Terms), FXI will provide at least thirty (30) days' prior written notice (via email to your registered address) before any material change to this Section 15 takes effect. If you do not agree to the change, you may opt out as provided in §15.3 within thirty (30) days of receiving notice of the change, and the prior version of this Section 15 will govern your claims.

16. Contact

For questions about these Terms of Service, contact us at:

Fueled by Imagination, LLC
PO Box 25553, Newark, NJ 07101
Email: legal@fxi.studio