Version 2.0.0 · Effective November 9, 2026
These Terms of Use (“Terms”) are a contract between Uthana, Inc. (“Uthana,” “we,” or “us”) and the individual or organization accepting them (“Customer,” “you,” or “your”). They govern access to and use of Uthana’s websites, hosted applications, APIs, integrations, and related motion, animation, rigging, retargeting, embodiment, and data-processing services (collectively, the “Services”). If you act for an organization, you represent that you have authority to bind that organization.
By accepting these Terms or using the Services after receiving notice of them, you agree to these Terms. Our Privacy Policy explains our handling of personal information. A separate written agreement with Uthana controls any conflicting provision of these Terms for the services and data covered by that agreement. These Terms do not displace existing negotiated agreements or individually agreed legacy billing arrangements.
Account means an individual or organizational account used to access the Services. Authorized Users are individuals authorized by Customer to use its Account.
Customer Inputs means prompts, instructions, videos, images, audio, motion-capture recordings, animation assets, meshes, rigs, textures, and other content submitted by or on behalf of Customer, including through an integration or agent.
Customer Outputs means animations, motion sequences, poses, characters, renderings, or other content produced by the Services in response to Customer Inputs. Customer Data means Customer Inputs, Customer Outputs, and other content supplied by Customer through the Services; it excludes Usage Data.
Abstract Motion Data means motion-only numerical or kinematic representations, such as joint positions and rotations, velocities, trajectories, timing, phase, and contact information. It excludes source video and audio, images, meshes, textures, identifiable likenesses, personal information, and Customer Confidential Information. Removing names alone does not establish that data meets this definition.
Qualifying Synthetic Motion means Abstract Motion Data synthesized by Uthana’s models from text instructions or other generative controls, including through agent-driven creation and iteration. It excludes motion extracted from or materially derived from customer-provided videos, motion-capture recordings, or animation assets. Editing, cleaning, extending, retargeting, or otherwise transforming excluded motion does not by itself make it Qualifying Synthetic Motion. Applying independently synthesized motion to a customer character does not grant rights in that character or its assets. Mixed-source motion is excluded from dataset licensing unless it can be established to qualify or additional permission is obtained.
Usage Data means operational and statistical information about service use, performance, errors, and resource consumption. Usage Data does not include Customer Inputs or Customer Outputs merely because they have been processed or transformed. Personal information in operational records remains subject to the Privacy Policy and applicable law.
Uthana IP means the Services, software, models, model parameters, algorithms, documentation, Usage Data, and other technology owned by Uthana. It excludes Customer Data and Customer’s pre-existing intellectual property. Customer Data incorporated into a training collection remains subject to the permissions and restrictions applicable to that data.
Paying Customer means an Account that has completed a successful purchase of credits or a paid subscription, including a legacy subscription. A purchase by an organization qualifies that organization’s Account; it does not qualify unrelated Accounts.
You must be at least 18 to create an Account or act as an Authorized User. An authorized human must establish the Account and accept these Terms. Once authorized, automated API requests, integrations, and agent workflows are permitted.
Provide accurate Account and billing information. Each individual login is personal and must not be shared. Organizations may authorize multiple users and service credentials within the access controls provided by the Services. You are responsible for authorized access, API keys, and actions initiated through your Account, and must promptly notify support@uthana.com of suspected unauthorized access. Protect credentials and revoke access when no longer appropriate.
Subject to these Terms and payment of applicable fees, Uthana grants you a nonexclusive right to access and use the Services. You may use the Services in your own production workflows and embed supported functionality in your products to deliver Customer Outputs to your end users. A separate agreement is not required merely because an integration serves end users.
You must provide appropriate downstream notices and obtain the rights and permissions necessary for Customer Data to be processed, used for model improvement, and, where applicable, licensed as Qualifying Synthetic Motion under these Terms. You are responsible for your integration and end-user activities under your Account. If your commitments to an end user do not permit these uses, obtain a separate written agreement with Uthana before submitting that end user’s data.
You may not resell, sublicense, or provide stand-alone access to Uthana’s raw API or credentials without a separate written agreement. Delivering generated outputs and embedded product functionality is permitted and is not, by itself, raw API resale.
You may not use the Services unlawfully, infringe others’ rights, evade payment or access restrictions, compromise security, interfere with service operation, or reverse engineer the Services except to the extent a restriction is prohibited by law. Applicable rate limits and technical requirements may be used to maintain service stability. Customer AI-training and dataset-distribution restrictions are set out in Section 5.
As between you and Uthana, you retain your rights in Customer Inputs. Submitting content does not transfer ownership of it to Uthana. You represent that you have the rights and permissions necessary to submit the content and grant the licenses in these Terms, including permissions from relevant rights holders and depicted individuals where required.
As between you and Uthana, a Paying Customer owns Customer Outputs to the extent ownership rights exist and may be transferred. Uthana assigns to that Customer any rights Uthana holds in those outputs, excluding Uthana IP and third-party rights, and subject to the licenses retained under these Terms.
The first successful credit purchase or paid subscription applies this treatment retroactively to outputs previously generated under that Account with free or promotional credits, and to subsequent outputs, including outputs generated using promotional credits. No Uthana attribution is required for those outputs. These rights do not expire when a balance reaches zero, a subscription ends, or an Account closes.
You may reproduce, modify, display, distribute, and commercially use your outputs in games, films, videos, client deliverables, and other projects. You may sell or license them as animation assets or animation packs, subject to Section 5. Uthana grants you a worldwide, perpetual, royalty-free, nonexclusive license to its IP incorporated into an output solely as necessary to use and distribute that output. Third-party components remain subject to their applicable terms; Uthana grants third-party rights only to the extent authorized to do so.
Before an Account becomes a Paying Customer, Uthana retains any rights it holds in Customer Outputs, without taking ownership of Customer Inputs or other third-party materials. Subject to these Terms, Uthana grants you a worldwide, nonexclusive, royalty-free license to reproduce, modify, display, distribute, sell as animation assets, and otherwise commercially use those outputs, provided you give reasonably prominent attribution in project credits, accompanying documentation, or an asset listing, as appropriate: “Animation generated with Uthana (uthana.com).” Section 5 applies to this license.
This is a contractual attribution license for outputs governed by these Terms, not a new Creative Commons license. These Terms do not revoke or narrow rights previously granted under a Creative Commons license. Upon becoming a Paying Customer, Section 4.2 applies and the attribution requirement is removed for earlier outputs from the same Account.
Your output rights coexist with Uthana’s express licenses in Sections 6 and 7. They do not grant exclusivity against those uses, rights in underlying models, or ownership of another customer’s output. Outputs may be similar to other outputs and may not qualify for intellectual property protection. You remain responsible for reviewing outputs and obtaining any third-party rights needed for your intended use.
You may use Customer Outputs to train, test, and evaluate noncompeting AI systems, including robot-control, manipulation, and locomotion policies and simulation systems. A robot policy is not prohibited merely because it generates actions or controls movement.
Without a separate written agreement with Uthana, you may not use the Services or Customer Outputs to develop, train, fine-tune, or distill animation-generation, motion-generation, motion-extraction, or other models intended to reproduce or substitute for Uthana’s motion-generation or motion-processing capabilities. The express permission for robot-control policies above controls where these descriptions would otherwise overlap.
You may not sell, license, or distribute Customer Outputs as AI-training datasets without a separate written agreement with Uthana. This restriction is separate from the permission to sell ordinary animation assets and the permission to train your own permitted AI systems. You may not knowingly use an animation-asset sale to circumvent these restrictions. For distributions under these Terms, require recipients not to use the outputs for the prohibited model training or dataset redistribution described here; this does not require attributing paid outputs to Uthana.
These restrictions do not take away independent rights in your original Customer Inputs, or rights already granted under an applicable irrevocable third-party or Creative Commons license.
You grant Uthana a worldwide, nonexclusive, royalty-free license to host, store, reproduce, transmit, display, adapt, and otherwise process Customer Data as necessary to provide, support, secure, and operate the Services. Uthana may engage service providers acting on its behalf under appropriate confidentiality and data-use obligations. Third-party functionality may be subject to disclosed third-party terms; this operational license does not itself authorize a provider to train its own unrelated models on Customer Data.
Unless a separate written agreement with Uthana provides otherwise, you grant Uthana a worldwide, nonexclusive, royalty-free license to use eligible Customer Inputs and Customer Outputs to develop, train, fine-tune, validate, test, evaluate, and improve Uthana’s current and future machine-learning models, algorithms, and related products and services. This includes copying, preparing, annotating, labeling, normalizing, adapting, and combining eligible data for those purposes, directly or through providers acting on Uthana’s behalf.
This permission includes eligible source materials and outputs; it is not limited to Abstract Motion Data or synthetic motion. It excludes personal information and is subject to anonymization where applicable, applicable law, Section 9, and separately agreed restrictions. Uthana will not publicly disclose Customer Data in a form that identifies you without your permission, except as required by law.
A separate written agreement is required for a training opt-out while retaining content in the Services. Payment alone does not create a no-training arrangement. File and Account deletion rights under Section 9 apply regardless of whether you have a separate agreement.
Uthana retains its rights in models, model parameters, algorithms, and technology developed or improved through authorized training. This does not transfer ownership of your inputs or outputs to Uthana. Uthana may commercially provide access to those models and their capabilities, subject to its obligations under these Terms and applicable law.
Uthana will not sell or license customer-provided videos, motion-capture recordings, animation assets, or motion extracted from or materially derived from those materials to third parties as datasets without the customer’s additional permission. Editing, retargeting, or otherwise transforming such motion does not remove this restriction. This restriction concerns dataset distribution and does not prohibit the authorized model improvement described in Section 6.
Uthana develops and licenses motion datasets to customers. These datasets may include Qualifying Synthetic Motion created by Uthana’s models through text-to-motion generation or agent-driven creation and iteration, including during your use of the Services. You grant Uthana a worldwide, nonexclusive, royalty-free license to retain, reproduce, modify, annotate, combine, distribute, and license that Qualifying Synthetic Motion to dataset customers for training, evaluation, and other lawful uses.
This permission does not include the customer-provided content excluded in Section 7.1, customer characters, meshes or textures, customer-identifying information, personal information, or Customer Confidential Information. It does not authorize distribution of your original prompts. Motion embodying protected customer-supplied expressive content does not qualify merely because it was supplied through a text prompt. Third-party rights and separate written agreements continue to apply.
Within 30 days after you delete a file or request deletion of your Account and associated files, Uthana will stop including affected Qualifying Synthetic Motion in datasets newly delivered or licensed to third parties. This applies to new distributions from existing dataset collections as well as newly assembled datasets. Uthana may retain restricted records as necessary to administer existing licenses or comply with law, but will not use those retained copies for new dataset distribution after the deadline.
Deletion does not revoke licenses validly granted to recipients before that deadline or require recall of datasets already delivered. Those recipients may continue using previously licensed data under their existing licenses, subject to applicable law and any separate agreement requiring otherwise. Uthana's future training use remains governed separately by Section 9.
The standard billing model is pay-as-you-go. Purchased credits do not expire. Credits are nonrefundable and nontransferable, except where applicable law requires otherwise. Credits may be used by Authorized Users and permitted integrations within the purchasing organization’s Account but may not be transferred to another customer, resold, or redeemed for cash except as required by law.
Free promotional credits expire 90 days after issuance. Promotional balances already outstanding when this policy is introduced expire 90 days after Uthana notifies the affected customer, subject to prior commitments and applicable law. Uthana may issue new promotional credits at its discretion. Promotional credits have no cash refund value. Available promotional credits are applied before purchased credits, with earlier-expiring promotional credits used first. Expiration affects unused balances, not rights in outputs already generated.
Applicable charging units and rates are available before job submission through the pricing page, product interface, or API documentation. Units may differ by capability, including input-video duration, output-motion duration, or a completed operation.
A generation or operation is charged only if it completes and its output is made available to your Account. A completed output is billable even if you dislike its creative result. Technical failures and jobs that do not complete are not charged; any associated reservation is released or deducted credits are automatically restored. This rule also applies to cancellation requests: if an output completes, it is billable; if it does not complete, it is not billable. Restoring credits is not a cash refund.
For workflows containing multiple separately priced jobs, the completion rule applies to each job, including jobs initiated by an authorized agent. One completed job remains billable if a later job fails. Any workflow-level pricing must be disclosed before submission.
Uthana may change PAYG rates without a fixed advance-notice period. Updated rates apply to jobs submitted after the change and are made available before submission. A submitted job keeps the rate accepted at submission. Existing purchased balances do not expire, but future usage draws down at the applicable rate; purchasing credits does not lock future unit prices.
You authorize charges for purchases you initiate. Auto-top-up is optional and requires your authorization of the amount and trigger presented when enabled. You may disable future auto-top-ups through the available Account controls; doing so does not reverse completed purchases or charges already initiated. No recurring subscription is created merely by purchasing credits.
Payment processing may be provided by Stripe or another disclosed processor and is subject to the processor’s applicable terms. Keep payment information current. You are responsible for applicable taxes and valid fees incurred under your Account. Notify support@uthana.com of billing errors so we can investigate and correct them. Separate invoicing or individually agreed billing arrangements control where applicable.
You may delete individual files without closing your Account, or request deletion of your Account and its associated files through available controls or support@uthana.com. Within 30 days after the relevant deletion request, Uthana will exclude the deleted content and retained training copies of that content from future training datasets and training uses. This includes derived training representations that preserve the deleted content; copying, relabeling, or transforming it does not avoid the exclusion.
Uthana may continue using models already trained on the data before the exclusion takes effect; deletion does not require retraining or unlearning those models except where applicable law or a separate agreement requires otherwise. Retaining an already-trained model does not authorize reintroducing deleted training records into later training.
Backups and records retained for legal compliance, security, or dispute resolution are subject to a separately disclosed retention schedule and must not be used for future model training after the exclusion deadline. These Terms do not limit mandatory privacy or deletion rights.
Dataset distribution following deletion is governed by Section 7.3; the preservation of prior recipient licenses does not extend Uthana’s future training rights.
Purchasing a generation does not purchase indefinite hosting or archival storage. Download and maintain your own copies of outputs you wish to keep. Uthana may introduce storage or retention limits with advance notice and a reasonable opportunity to export affected content. Emergency security measures, lawful takedowns, and legally required deletion may require faster action. Ending hosting does not by itself revoke output ownership or valid output-use licenses.
“Confidential Information” means nonpublic information marked confidential or reasonably understood to be confidential from its nature or disclosure circumstances, including third-party confidential information. It excludes information lawfully public, independently developed without using the disclosing party’s information, already lawfully known, or rightfully obtained from an unrestricted third party. Personal information remains governed by applicable law regardless of these exceptions.
Each party will protect the other’s Confidential Information and use it only to exercise rights or perform obligations expressly provided in these Terms or a separate agreement. Authorized model improvement under Section 6 is a permitted use to the extent the data is eligible and no separate agreement restricts it; confidentiality does not silently create a training opt-out. Confidential Information must not be distributed as a synthetic dataset under Section 7.
Disclosure is limited to personnel, contractors, and agents who need access for authorized purposes and are subject to protective obligations. Each party is responsible for its representatives’ compliance. Legally compelled disclosure is permitted, with prior notice and reasonable protective measures where lawful. The existence and terms of the relationship may be disclosed to actual or potential investors, lenders, or acquirers under customary confidentiality obligations.
Uthana will maintain commercially reasonable administrative, physical, and technical safeguards to protect Customer Data. The Privacy Policy describes personal-information handling, applicable rights, and retention. A separate data-processing agreement may apply where required or agreed. Your content permissions do not substitute for a legally required basis for processing personal information.
Standard self-serve Services include no guaranteed uptime, support-response time, or service-credit remedy. SLAs and related remedies apply only if agreed separately in writing.
Uthana may suspend access where reasonably necessary to address security threats, unlawful activity, infringement claims, material breaches, nonpayment, service disruption, or loss of a necessary third-party service. Where practicable and lawful, Uthana will give notice and an opportunity to address the issue. Subject to applicable law, Uthana is not liable for consequences of a justified suspension.
You may stop using the Services or close your Account at any time. Uthana may terminate access for material breach or discontinue Services with appropriate notice where practicable. Existing rights and obligations under a separate agreement remain governed by that agreement. Account closure does not automatically entitle you to a credit refund except as required by law. The deletion provisions in Section 9 apply to deletion requests associated with closure.
Provisions that by their nature should survive termination do so, including accrued payment obligations, valid output rights and retained licenses subject to Section 9, confidentiality, restrictions on permitted use, limitations of liability, and dispute provisions.
You may provide suggestions or feedback about the Services. Uthana may use that feedback without compensation or restriction, but feedback does not transfer ownership of Customer Inputs or Outputs or override data-use restrictions.
Third-party products and integrations may have their own terms. You are responsible for reviewing applicable third-party terms and authorizing transmissions from services you connect. Uthana does not grant rights beyond those it has authority to grant and is not responsible for independent third-party services. Your use of a third-party service does not expand Uthana’s data permissions under these Terms.
Review outputs before use. Generated motion and retargeting results may contain errors, physical inconsistencies, collisions, or other limitations. You are responsible for validation appropriate to deployment, including simulation and safety controls for physical robots. An output is not a certification of physical safety or suitability for a particular task.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES AND UTHANA IP ARE PROVIDED “AS IS” AND “AS AVAILABLE.” UTHANA AND ITS LICENSORS, SUPPLIERS, AFFILIATES, AND THEIR REPRESENTATIVES (“UTHANA PARTIES”) DISCLAIM WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND UNINTERRUPTED OR ERROR-FREE OPERATION. UTHANA DOES NOT GUARANTEE A PARTICULAR CREATIVE RESULT, OUTPUT UNIQUENESS, OR INTELLECTUAL PROPERTY PROTECTION. THESE DISCLAIMERS DO NOT LIMIT NONWAIVABLE RIGHTS OR EXPRESS OBLIGATIONS IN A SEPARATE WRITTEN AGREEMENT.
You agree to indemnify and hold the Uthana Parties harmless against third-party claims, liabilities, losses, damages, and reasonable expenses, including attorneys’ fees, arising from your use of the Services or breach of these Terms, including your failure to obtain rights and permissions for Customer Data or end-user submissions. Uthana will seek to notify you promptly of a claim; failure to notify will not relieve your obligations except to the extent the delay materially prejudices you. This provision applies only to the extent permitted by law and is subject to any separate written agreement.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE UTHANA PARTIES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, BUSINESS INTERRUPTION, LOST DATA, LOST GOODWILL, SUBSTITUTE SERVICES, OR MATTERS BEYOND THEIR REASONABLE CONTROL. THEIR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF US$100 OR THE FEES PAID OR PAYABLE BY YOU TO UTHANA FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS APPLY REGARDLESS OF LEGAL THEORY BUT DO NOT EXCLUDE LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED. A SEPARATE WRITTEN AGREEMENT CONTROLS CONFLICTING LIABILITY TERMS FOR ITS COVERED SERVICES.
These Terms are governed by the Federal Arbitration Act, applicable federal law, and California law, without regard to conflict-of-law rules. You and Uthana will first seek in good faith to resolve disputes through direct discussions. Unresolved disputes arising out of or relating to these Terms will be submitted to binding arbitration in Los Angeles County, California, in English, before one arbitrator experienced in commercial and intellectual property disputes, under the applicable JAMS rules, including mandatory consumer protections where applicable. Judgment on the award may be entered in a court with jurisdiction. Either party may bring an eligible individual claim in small claims court. Nothing limits nonwaivable rights to a forum or remedy.
Uthana will pay arbitration fees for claims below US$75,000 and will not seek its attorneys’ fees or costs unless the arbitrator finds the claim frivolous, subject to applicable law. Otherwise, the applicable rules govern fees.
TO THE EXTENT PERMITTED BY LAW, YOU AND UTHANA WAIVE JURY TRIAL AND AGREE TO RESOLVE CLAIMS INDIVIDUALLY, NOT AS CLASS OR CONSOLIDATED ACTIONS. If the prohibition on class or representative claims is unenforceable, this arbitration agreement will not apply and claims will be resolved in court. The state and federal courts serving Los Angeles County have exclusive jurisdiction over court proceedings permitted by this section, except small claims proceedings and nonwaivable venue rights. This arbitration agreement survives termination. Uthana’s officers, directors, employees, and independent contractors are intended third-party beneficiaries of this arbitration agreement.
Uthana may update these Terms and will provide notice of material changes through the Services or Account contact information, identifying the effective date. Updated terms apply prospectively, with additional consent obtained where required. Uthana will not rely solely on posting revised terms to retroactively expand rights in previously submitted content or withdraw irrevocably granted rights. PAYG rate changes follow Section 8.3. Separate written agreements are amended according to their own terms.
You may not assign these Terms or transfer your Account without Uthana’s written consent. Uthana may assign these Terms, subject to applicable law and continuing obligations concerning Customer Data. No waiver is implied by a failure to enforce a provision. If a provision is invalid, the remaining provisions remain effective, subject to Section 16.1. These Terms, incorporated policies, and applicable separate written agreements comprise the agreement concerning their subject matter; separate agreements control conflicts for their covered services. The parties are independent contractors. Neither party can bind the other merely by using or providing the Services.
Contact: support@uthana.com.
