Hoodinly Terms of Service

These Terms of Service (“Terms”) are a legally binding agreement between Voitrai Media, LLC, doing business as Hoodinly (“Hoodinly,” “Voitrai Media,” “we,” “us,” or “our”), and the individual or legal entity accessing or using Hoodinly (“Customer,” “you,” or “your”). Hoodinly provides neighborhood-intelligence, community-discovery, guest-management, scheduling, research, artificial-intelligence, and related workflow services for community media organizations. By creating an account, purchasing a subscription, accepting an invitation to a Hoodinly workspace, accessing the Hoodinly platform, or otherwise using the Services, you agree to these Terms.

If you do not agree to these Terms, do not access or use Hoodinly.

1. Important Definitions

For purposes of these Terms: “Account” An individual user account used to access Hoodinly. “Authorized User” An employee, contractor, volunteer, agent, contributor, host, producer, journalist, editor, administrator, or other person whom a Customer authorizes to use its Hoodinly organization. “Community” A geographic coverage area configured in Hoodinly, such as a neighborhood, municipality, township, borough, city, county, ZIP code, school district, campus, or other defined area.

“Customer Content” Any information, text, data, file, record, document, image, audio, video, recording, transcript, prompt, note, contact, guest record, source, calendar item, or other material submitted to or stored in Hoodinly by or on behalf of a Customer. “Guest” A person whose information is submitted, entered, stored, researched, contacted, scheduled, or otherwise managed through Hoodinly. “Hoodinly Content” The Services, software, interfaces, designs, databases, workflows, models, documentation, templates, trademarks, graphics, reports, and other material owned or licensed by Voitrai Media, LLC, excluding Customer Content.

“Organization” The legal entity, business, nonprofit, association, educational institution, media organization, or other customer account that purchases or controls a Hoodinly subscription. “Publication” A media outlet or editorial brand operated within an Organization, including a radio station, podcast, newspaper, television station, digital publication, newsletter, nonprofit newsroom, or similar outlet. “Services” The Hoodinly website, application, APIs, AI-assisted features, guest forms, scheduling tools, portals, discovery tools, subscription services, and related products provided by Voitrai Media, LLC.

“The Magpie” Hoodinly’s branded AI-assisted neighborhood-intelligence and search functionality, including Ask the Magpie and related research, classification, recommendation, summarization, and preparation features.

2. Eligibility and Authority

You must be at least 18 years old and legally capable of entering into a binding agreement to create a Hoodinly account or purchase a subscription. If you use Hoodinly on behalf of an Organization, you represent and warrant that: You have authority to bind that Organization to these Terms; The Organization is legally permitted to use the Services; All information you provide on behalf of the Organization is accurate; and The Organization is responsible for all use of Hoodinly by its Authorized Users. If you do not have this authority, you may not accept these Terms on behalf of the Organization.

Hoodinly is designed primarily for business and organizational use and is not intended as a consumer social-media service.

3. Accounts and Organization Administration

3.1 Account registration

You must provide accurate, current, and complete information when creating or maintaining an Account. You agree to keep your: Name; Email address; Organization information; Billing information; and Other account information accurate and up to date.

3.2 Account security

You are responsible for: Maintaining the confidentiality of your login credentials; Using a secure password; Preventing unauthorized access to your Account; Securing devices used to access Hoodinly; Promptly removing access for former personnel; and Promptly notifying us of suspected unauthorized activity. You may not: Share one Account among multiple people; Sell or transfer Account access; Allow unauthorized persons to use your Account; or Attempt to bypass authentication or permission controls. You are responsible for activity conducted through your Account unless the activity resulted directly from Hoodinly’s failure to use commercially reasonable security measures.

3.3 Organization administrators

Organization owners and administrators may: Invite or remove Authorized Users; Assign roles and permissions; Access Organization data; Configure Publications and Communities; Manage sources and integrations; View subscription and usage information; Manage billing where authorized; and Control other Organization settings. Your Organization, not Hoodinly, determines which individuals are authorized to access its workspace and Customer Content.

3.4 Authorized

Users An Organization is responsible for: All actions of its Authorized Users; Ensuring Authorized Users comply with these Terms; Assigning appropriate permissions; Monitoring user access; Obtaining necessary agreements from contractors or contributors; and Removing access when it is no longer required.

4. The Hoodinly Services

Subject to these Terms and payment of applicable fees, Hoodinly may provide access to features such as: Neighborhood and community-source monitoring; Story and opportunity discovery; Ask the Magpie; Guest and source records; Public guest-request forms; Guest-request evaluation; Interview booking; Guest scheduling pages; Guest portals; Email and calendar tools; Interview preparation; Research briefs; Suggested interview questions; Coverage areas; Recordings and transcription, where enabled; Content-generation tools, where enabled; Asset-library functions, where enabled; Analytics and reporting; Administrative tools; and Other features introduced over time. Features may vary by: Subscription plan; Usage allowance; Organization configuration; Availability; Geographic location; Feature flag; Third-party integration; or Beta status. Hoodinly may modify the Services as described in these Terms.

5. Subscription Plans and Entitlements

Hoodinly may offer subscription plans including: Neighborhood One Publication; One Community; A defined number of Authorized Users; A defined monthly Ask the Magpie allowance; and Other benefits displayed at purchase. Community One Publication; Up to five Communities; A defined number of Authorized Users; A larger monthly Ask the Magpie allowance; and Other benefits displayed at purchase. Regional Up to three Publications; Up to 25 Communities; A defined number of Authorized Users; A larger monthly Ask the Magpie allowance; and Other benefits displayed at purchase.

Network Unlimited or contractually defined Publications; Unlimited or contractually defined Communities; Custom user and usage allowances; Custom pricing; and Additional negotiated terms where applicable. Current limits, prices, benefits, and allowances will be displayed on Hoodinly’s pricing or purchase pages or stated in an applicable order form. Hoodinly may also offer: Trials; Promotional plans; Custom plans; Partner plans; Grandfathered plans; Additional usage; Manual plan assignments; or Temporary entitlement overrides.

The applicable checkout page, order form, or account billing page forms part of these Terms.

6. Fees, Billing, and Automatic Renewal

6.1 Fees

You agree to pay all fees associated with your selected plan, billing interval, additional usage, add-ons, taxes, and other purchased Services. Except where otherwise stated: Fees are charged in U.S. dollars; Fees are exclusive of applicable taxes; Fees are nonrefundable except as required by law or expressly stated in these Terms; You are responsible for providing valid payment information; and You authorize Hoodinly and its payment processor to charge the payment method associated with your Account.

6.2 Monthly and annual subscriptions

Hoodinly may offer monthly and annual billing. By purchasing an automatically renewing subscription, you authorize recurring charges at the interval and price shown during checkout until the subscription is cancelled. Before completing a purchase, Hoodinly will display or provide: The applicable plan; The amount charged; The billing frequency; Whether the subscription renews automatically; The trial terms, if any; The cancellation method; and Other material purchase terms.

6.3 Automatic renewal

Unless you cancel before the renewal date, your subscription will automatically renew for another period equal to the previous billing term, and the applicable fee will be charged to your payment method. For example: A monthly subscription generally renews monthly. An annual subscription generally renews annually.

Ask the Magpie usage allowances may reset monthly even when the subscription is billed annually.

6.4 Stripe

Hoodinly uses Stripe or another designated payment processor to process subscription payments. Your use of Stripe’s payment services may also be subject to Stripe’s own terms and privacy practices. Hoodinly does not intend to collect or store complete payment-card numbers.

6.5 Taxes

Fees do not include taxes unless expressly stated. You are responsible for applicable: Sales taxes; Use taxes; Value-added taxes; Goods and services taxes; Withholding taxes; and Similar governmental charges. Hoodinly may calculate and collect taxes where legally required.

6.6 Failed payments

If payment fails, Hoodinly may: Retry the charge; Notify the Organization owner or billing contact; Mark the subscription past due; Restrict metered or premium functionality; Suspend portions of the Services after a grace period; Require updated payment information; or Terminate the subscription. Where practical, Hoodinly may preserve access to existing guest and booking data during a temporary billing issue.

6.7 Price changes

Hoodinly may change subscription prices. Price changes will generally apply at the beginning of a future renewal period and will be communicated as required by applicable law. Continued use after the price change takes effect constitutes acceptance of the new price.

7. Trials and Promotions

Hoodinly may offer free or discounted trials. Trial terms may specify: Trial length; Features; Usage limits; Intended paid plan; Payment information requirements; Automatic conversion terms; and Expiration consequences. Unless otherwise disclosed, a trial does not guarantee permanent access to any feature.

When a trial expires, Hoodinly may: Convert the Account to a paid subscription if authorized during signup; Restrict paid functionality; Require a purchase; Preserve Customer Content for a limited period; or Terminate trial access. Promotional offers may be limited to new customers, one use per Organization, or other stated eligibility conditions.

8. Upgrades, Downgrades, and Plan Changes

8.1 Upgrades

An upgrade may take effect immediately. You authorize Hoodinly and Stripe to charge prorated or other applicable upgrade fees as disclosed during the change.

8.2 Downgrades

A downgrade may take effect at the end of the current billing period unless otherwise stated. Before a downgrade, you may be required to reduce: Publications; Communities; Authorized Users; Active resources; or Other usage to comply with the lower plan.

8.3 Existing data after downgrade

Hoodinly will not intentionally delete Customer Content solely because an Organization exceeds a new lower limit. However, Hoodinly may: Prevent creation of additional resources; Prevent reactivation of archived resources; Restrict editing of excess resources; Require the Organization to archive resources; Restrict new Ask the Magpie requests; or Display an over-limit notice.

8.4 Manual and custom plans

A Hoodinly administrator may manually assign, modify, extend, or override an Organization’s plan or limits for: Customer service; Trials; Promotions; Partnerships; Grandfathered pricing; Custom contracts; or Other legitimate business reasons. A manual entitlement override does not automatically cancel an existing Stripe subscription unless expressly confirmed.

9. Cancellation

You may cancel an automatically renewing subscription through: The Hoodinly billing page; The Stripe customer portal, where available; A method identified during checkout; or Hoodinly support where account circumstances require assistance. Unless otherwise stated: Cancellation becomes effective at the end of the current paid billing period; You may continue using paid Services until that date; No further renewal charge will be made after cancellation is effective; and Prior charges are not refunded. Deleting an Account, removing the application, or ceasing use does not necessarily cancel an active subscription.

If you purchased under a separate order form or enterprise agreement, that agreement may contain additional cancellation provisions.

10. Refunds

Except where required by law or expressly stated in writing: Subscription fees are nonrefundable; Partial billing periods are not refunded; Unused Ask the Magpie allowances are not refunded; Unused allowances do not roll over unless Hoodinly expressly states otherwise; and Downgrades do not produce retroactive refunds. Hoodinly may provide discretionary credits or refunds on a case-by-case basis. Providing a discretionary refund once does not obligate Hoodinly to provide another refund.

11. Usage Limits and Fair Use

Hoodinly may enforce plan limits concerning: Publications; Communities; Authorized Users; Ask the Magpie usage; Source searches; File storage; Recording size; Transcription; AI generation; API calls; Email delivery; Background processing; and Other resource-intensive activity.

11.1 Ask the

Magpie usage One Ask the Magpie use may be counted when a user initiates an AI-backed question, search, generation, or similar request. Hoodinly generally will not count: Viewing an existing result; Page loads; Cached-result views; Internal health checks; Requests that fail because of a Hoodinly server error; or Other activity that Hoodinly has designated as non-billable. Hoodinly may use idempotency, logging, or other technical methods to prevent duplicate usage charges.

11.2 Limit enforcement

When a limit is reached, Hoodinly may: Disable additional requests; Require an upgrade; Offer additional usage; Delay processing; Restrict resource creation; or Apply fair-use protections. Reaching an AI usage limit does not ordinarily remove access to previously created guest, booking, or historical records.

11.3 Abuse and excessive use

Even an “unlimited” plan is subject to reasonable use. Hoodinly may restrict usage that: Materially degrades the Services; Creates disproportionate infrastructure cost; Appears automated or abusive; Circumvents normal product interfaces; Violates provider limits; Is unrelated to the Organization’s legitimate media operations; or Is resold without authorization. Before restricting legitimate high-volume use, Hoodinly will make reasonable efforts to contact the Customer where circumstances permit.

12. Customer Content

12.1 Ownership

As between the parties, the Customer retains its ownership rights in Customer Content. These Terms do not transfer ownership of Customer Content to Hoodinly.

12.2 License to operate the

Services The Customer grants Voitrai Media, LLC a worldwide, nonexclusive, royalty-free license to host, copy, transmit, display, process, modify, index, analyze, and otherwise use Customer Content only as reasonably necessary to: Provide the Services; Perform requested actions; Maintain security; Prevent abuse; Provide support; Comply with law; Enforce these Terms; and Improve Hoodinly as permitted by the Privacy Policy and applicable agreements. This license continues only for as long as reasonably necessary to perform those purposes, subject to backup, retention, and legal obligations.

12.3 Customer responsibility

The Customer represents and warrants that: It owns Customer Content or has all necessary permissions; Its collection and use of Customer Content is lawful; It has provided required notices; It has obtained required consents; Its instructions do not violate third-party rights; Its content does not violate these Terms; and It is authorized to direct Hoodinly to process that content.

12.4 Sensitive information

Hoodinly is not designed as a dedicated system for storing highly regulated or highly sensitive data. Unless expressly agreed in writing, you must not use Hoodinly to store: Complete payment-card numbers; Financial-account credentials; Social Security numbers; Government identification numbers; Passwords belonging to third parties; Protected health information subject to HIPAA; Biometric templates; Classified information; Confidential law-enforcement information; Highly sensitive student records; Trade secrets you are not authorized to disclose; or Other information requiring specialized regulatory safeguards.

13. Guest Information and Public Forms

Hoodinly allows Customers to create public forms through which people may: Request an interview; Submit a story idea; Provide contact details; Upload materials; Select scheduling preferences; or Communicate with a media organization. The Customer, not Hoodinly, is responsible for: The wording and placement of its form; Providing any required privacy notice; Obtaining consent; Responding to submissions; Determining whether to approve or reject a guest; Using submitted information lawfully; and Complying with applicable recording, publicity, employment, child-privacy, and communications laws. Submitting a form does not guarantee: An interview; Publication; Coverage; Approval; A response; or Any editorial result.

Hoodinly may use AI-assisted tools to summarize or evaluate a submission, but the Customer remains responsible for all decisions.

14. Public Sources and Neighborhood Intelligence

Hoodinly may monitor or process information from: Public websites; RSS and Atom feeds; Public calendars; Government sources; School or library websites; Business and nonprofit websites; Public directories; Press releases; Public social-media pages; Customer-connected sources; and Other publicly accessible material.

14.1 Customer-selected sources

Customers are responsible for choosing sources they are legally permitted to monitor or submit.

14.2 Source limitations

Hoodinly does not guarantee: Continuous access to a source; Accuracy of source information; Timeliness; Completeness; Availability of an RSS feed or calendar; Access to private groups; Access to password-protected material; Continued compatibility with a third-party website; or That a source permits every proposed use.

14.3 Verification

Customers must independently verify facts before: Broadcasting; Publishing; Contacting a person; Making an accusation; Reporting breaking news; Making a legal claim; or Relying on information operationally.

14.4 Platform and copyright compliance

Customers are responsible for: Respecting copyright; Following website and platform terms; Providing attribution where required; Using excerpts lawfully; Avoiding improper republication; Respecting privacy and publicity rights; and Avoiding unauthorized scraping or circumvention.

15. Artificial Intelligence and The Magpie

15.1 Nature of

AI output The Magpie and other AI-assisted features may generate: Search results; Summaries; Scores; Classifications; Research briefs; Suggested guests; Suggested interview questions; Recommendations; Draft emails; Draft articles; Transcripts; Tags; Relationship suggestions; or Other output. AI output may be: Incorrect; Incomplete; Misleading; Biased; Outdated; Duplicative; Offensive; or Unsuitable for a particular purpose.

15.2 Human review required

You are responsible for reviewing and validating all AI output before: Sending it; Publishing it; Broadcasting it; Relying on it; Contacting a subject; Making an editorial decision; Making an employment decision; Taking legal action; or Using it in a high-impact context. The Magpie recommends. Humans decide.

15.3 No professional advice

AI output is not: Legal advice; Medical advice; Financial advice; Accounting advice; Emergency guidance; Professional fact-checking; or A substitute for qualified judgment.

15.4 Prohibited high-impact reliance

You may not use Hoodinly as the sole basis for a decision that determines or materially affects a person’s: Employment; Housing; Credit; Insurance; Education; Healthcare; Legal rights; Government benefits; or Access to essential services.

15.5 Third-party

AI providers Hoodinly may use third-party providers, including OpenAI, to provide AI-assisted functions. Relevant Customer Content may be transmitted to those providers as necessary to perform a requested function. Use of AI features is also subject to technical limitations, availability, and provider policies.

15.6 Model training

Hoodinly does not use Customer Content to train publicly available artificial-intelligence models. Hoodinly may use limited aggregated, de-identified, or Customer-authorized information to: Improve Hoodinly; Diagnose errors; Evaluate search quality; Prevent misuse; and Develop new features. This commitment is subject to the current technical configurations and contractual terms of Hoodinly’s providers.

15.7 Generated-content ownership

As between Hoodinly and the Customer, and to the extent permitted by law, the Customer may use AI-generated output created specifically through its Account. Hoodinly does not represent or warrant that: AI output qualifies for copyright protection; The Customer will own exclusive rights; Similar output will not be generated for another user; AI output is free from third-party rights; or AI output is suitable for publication.

16. Acceptable Use

You may use Hoodinly only for lawful purposes consistent with these Terms. You may not use the Services to:

16.1 Violate law or rights

Violate any law or regulation; Infringe intellectual-property rights; Violate privacy, publicity, confidentiality, or contractual rights; Defame or unlawfully harass anyone; Violate recording-consent laws; Circumvent access restrictions; or Collect information unlawfully.

16.2 Harm or exploit people

Threaten, stalk, intimidate, or harass; Exploit children; Facilitate discrimination; Create unlawful profiles; Conduct unlawful surveillance; Publish intimate content without consent; Impersonate another person deceptively; or Encourage violence or illegal conduct.

16.3 Abuse the

Services Introduce malware; Probe or exploit security vulnerabilities; Attempt unauthorized access; Interfere with service availability; Overload infrastructure; Bypass plan limits; Avoid usage metering; Reverse engineer except where law expressly permits; Scrape Hoodinly itself without authorization; Resell access without permission; Use automated agents outside authorized APIs; Falsify usage or billing information; or Attempt to discover source code or proprietary model instructions.

16.4 Misuse communications

Send spam; Send unlawful marketing communications; Send deceptive messages; Forge sender information; Send communications without appropriate consent; or Use guest information for unrelated mass marketing without authorization.

16.5 Misuse

AI Generate knowingly false accusations; Fabricate quotations and present them as genuine; Create deceptive news reports; Misrepresent AI output as verified reporting; Generate unlawful discriminatory profiles; Produce content intended to manipulate or deceive voters unlawfully; Generate malicious code; Circumvent safety controls; or Use AI output without appropriate human review. Hoodinly may investigate suspected violations and take appropriate action.

17. Email, Calendar, and Communications

Hoodinly may enable Customers to send: Guest invitations; Scheduling confirmations; Reminder emails; Requests for information; Rescheduling notices; Follow-up communications; and Other transactional or editorial messages. Customers are responsible for: Recipient selection; Message content; Legal authority to communicate; Compliance with anti-spam laws; Honoring unsubscribe requests where applicable; Avoiding misleading sender information; and Maintaining accurate contact details. Hoodinly does not guarantee delivery, receipt, inbox placement, or availability of third-party email services.

Calendar files and links are provided for convenience. Customers and guests should independently confirm scheduling details.

18. Recordings, Transcripts, and Uploaded Media

Where recording or transcription features are enabled: Customers are responsible for obtaining all legally required recording consents; Customers must inform participants when required; Customers must comply with applicable one-party or all-party consent laws; Customers are responsible for rights in uploaded media; Transcriptions may contain errors; Speaker labels may be inaccurate; and Customers must verify transcripts before publication. Hoodinly is not responsible for a Customer’s failure to obtain consent or permission.

19. Intellectual Property

19.1 Hoodinly ownership

Voitrai Media, LLC and its licensors retain all rights, title, and interest in: Hoodinly; The Magpie branding and character; The software; Source code; User interfaces; Workflows; Databases; Documentation; Templates; Algorithms; Trademarks; Logos; Designs; and Other Hoodinly Content. No rights are granted except as expressly stated.

19.2 Limited license

Subject to these Terms and payment of applicable fees, Hoodinly grants the Customer a limited, nonexclusive, nontransferable, non-sublicensable right to access and use the Services during the subscription term for its internal business and editorial operations.

19.3 Restrictions

You may not: Copy or modify Hoodinly software; Create derivative software from Hoodinly; Rent, lease, sublicense, or resell Hoodinly; Remove proprietary notices; Use Hoodinly to build a competing service through systematic extraction; Access Hoodinly to benchmark it publicly without permission; Use Hoodinly trademarks without authorization; or Claim ownership of Hoodinly Content.

19.4 Feedback

If you provide feedback, suggestions, ideas, or feature requests, you grant Voitrai Media, LLC a perpetual, irrevocable, worldwide, royalty-free right to use that feedback without restriction or compensation. This does not grant Hoodinly ownership of Customer Content.

20. Copyright Complaints and DMCA Process

Hoodinly respects intellectual-property rights. If you believe content available through Hoodinly infringes your copyright, send a written notice containing: Identification of the copyrighted work; Identification and location of the allegedly infringing material; Your contact information; A statement that you have a good-faith belief the use is unauthorized; A statement, under penalty of perjury, that the notice is accurate and that you are authorized to act; and Your physical or electronic signature. Send notices to: DMCA Agent Voitrai Media, LLC Doing business as Hoodinly 259 S.

Main Street Barnegat, NJ 08005 Email: info@hoodinly.com Hoodinly may: Remove or disable access to disputed material; Notify the Customer; Process counter-notices; Restore material where legally appropriate; and Terminate repeat infringers. This section should not be treated as fully operational until Voitrai Media, LLC has properly designated and maintained a DMCA agent with the U.S. Copyright Office.

21. Confidentiality

21.1 Confidential information

“Confidential Information” means nonpublic information disclosed by one party to the other that is identified as confidential or that reasonably should be understood as confidential. Customer Content may constitute Customer Confidential Information. Hoodinly’s source code, security information, nonpublic pricing, product plans, and technical architecture may constitute Hoodinly Confidential Information.

21.2 Duties

The receiving party will: Use Confidential Information only to perform or receive the Services; Protect it using reasonable care; Limit access to persons with a need to know; and Not disclose it except as authorized.

21.3 Exclusions

Confidential Information does not include information that: Is publicly available without breach; Was lawfully known before disclosure; Is received lawfully from another source; Is independently developed without use of Confidential Information; or Is approved for release.

21.4 Required disclosure

A party may disclose Confidential Information when legally required, provided it gives notice where legally permitted and reasonably assists in seeking protection.

22. Privacy and Data Protection

Hoodinly’s collection and use of personal information are described in the Hoodinly Privacy Policy. The Privacy Policy is incorporated into these Terms. Where Hoodinly processes personal information on a Customer’s behalf, the parties may also enter into a Data Processing Addendum.

Customers are responsible for: Determining lawful bases for processing; Providing required notices; Obtaining required permissions; Responding to data-subject requests; Maintaining accurate data; Configuring appropriate retention; and Complying with laws applicable to their use.

23. Third-Party Services and Integrations

Hoodinly may depend on or integrate with third-party services such as: Supabase; OpenAI; Stripe; Resend; Brave Search; SerpAPI; Calendar providers; Video-conferencing platforms; Social networks; Website platforms; Podcast services; and Other external providers. Third-party services are governed by their own terms. Hoodinly does not control and is not responsible for: Third-party availability; Third-party outages; Changes to external APIs; Third-party data practices; Account suspension by a third party; Changes in pricing; Third-party content; Third-party terms; or Loss of access caused by a third-party decision.

Hoodinly may modify or discontinue an integration if the provider changes or withdraws access.

24. Beta and Preview Features

Hoodinly may offer features labeled: Beta; Preview; Experimental; Early access; Test; or Similar language. Beta features may: Contain defects; Change without notice; Be less secure or reliable; Produce incomplete results; Have limited support; Be discontinued; or Be subject to additional terms. You use Beta features at your own risk.

Hoodinly may request feedback and may limit access at any time.

25. Service Availability and Modifications

Hoodinly seeks to provide reliable Services but does not guarantee uninterrupted availability. The Services may be unavailable because of: Maintenance; Updates; Security incidents; Internet failures; Third-party outages; Infrastructure problems; Legal restrictions; Force-majeure events; or Other circumstances. Hoodinly may: Add features; Remove features; Modify workflows; Update interfaces; Change providers; Impose reasonable limits; Deprecate integrations; or Discontinue a feature.

If a change materially reduces the core functionality of a paid plan, Hoodinly will make reasonable efforts to provide advance notice where practicable.

26. Support

Support availability depends on the Customer’s plan. Hoodinly may provide support through: Email; In-app tools; Documentation; Scheduled sessions; Remote meetings; or Other channels. Unless a separate service-level agreement applies: Hoodinly does not guarantee a particular response time; Support hours may be limited; Support does not include custom development; Hoodinly may prioritize security and service-wide incidents; and The Customer must reasonably cooperate in troubleshooting.

27. Suspension and Termination by Hoodinly

Hoodinly may suspend or terminate access if: Fees are unpaid; The Customer violates these Terms; Use creates security or legal risk; Use harms Hoodinly or another customer; The Account is fraudulent; The Customer bypasses limits; The Customer engages in prohibited conduct; A governmental authority requires action; or Suspension is reasonably necessary to protect the Services. Where appropriate, Hoodinly will attempt to provide notice and an opportunity to cure. Immediate suspension may occur when necessary to address: Security incidents; Fraud; Illegal activity; Serious abuse; Threats to others; Infrastructure harm; or Unauthorized access.

28. Effect of Termination

Upon termination or expiration: The Customer’s right to use paid Services ends; Hoodinly may restrict Account access; Unpaid amounts remain due; Customer Content may be retained for a limited period; The Customer may lose access after the retention period; Hoodinly may delete Customer Content according to its retention policy; and Provisions that should logically survive will remain effective. Sections concerning ownership, fees, confidentiality, disclaimers, limitation of liability, indemnification, dispute resolution, and general provisions survive termination. Customers should export important information before cancellation or termination.

Hoodinly does not guarantee indefinite retention after service ends.

29. Customer Data Export and Deletion

Hoodinly may provide tools allowing Customers to export certain data. Export availability, format, scope, and timing may depend on: Plan; Technical capability; Data volume; Subscription status; and Applicable law. A Customer may request deletion subject to: Legal obligations; Backup schedules; Security records; Billing records; Dispute preservation; Fraud prevention; and Other legitimate retention requirements.

Deletion may not be immediate across all backups.

30. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” VOITRAI MEDIA, LLC DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF: MERCHANTABILITY; FITNESS FOR A PARTICULAR PURPOSE; TITLE; NON-INFRINGEMENT; ACCURACY; RELIABILITY; QUIET ENJOYMENT; DATA PRESERVATION; AND RESULTS. HOODINLY DOES NOT WARRANT THAT: THE SERVICES WILL BE UNINTERRUPTED; THE SERVICES WILL BE ERROR-FREE; AI OUTPUT WILL BE ACCURATE; SOURCE INFORMATION WILL BE CORRECT; A GUEST WILL RESPOND; A STORY WILL BE NEWSWORTHY; AN INTERVIEW WILL BE SUCCESSFUL; CONTENT WILL BE LEGALLY SAFE TO PUBLISH; EMAILS WILL BE DELIVERED; THIRD-PARTY SERVICES WILL REMAIN AVAILABLE; OR THE SERVICES WILL MEET EVERY CUSTOMER REQUIREMENT. YOU ARE RESPONSIBLE FOR EDITORIAL REVIEW, FACT-CHECKING, LEGAL REVIEW, AND FINAL PUBLICATION DECISIONS.

Some jurisdictions do not allow certain warranty exclusions, so some exclusions may not apply.

31. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOITRAI MEDIA, LLC AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR: INDIRECT DAMAGES; INCIDENTAL DAMAGES; SPECIAL DAMAGES; CONSEQUENTIAL DAMAGES; EXEMPLARY DAMAGES; PUNITIVE DAMAGES; LOST PROFITS; LOST REVENUE; LOST BUSINESS; LOST GOODWILL; LOST DATA; BUSINESS INTERRUPTION; COST OF SUBSTITUTE SERVICES; OR DAMAGES ARISING FROM AI OUTPUT, THIRD-PARTY CONTENT, SOURCE INFORMATION, OR PUBLICATION DECISIONS, EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF VOITRAI MEDIA, LLC ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF: THE AMOUNT PAID OR PAYABLE BY THE CUSTOMER TO HOODINLY DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY; OR ONE HUNDRED U.S. DOLLARS.

The limitations apply regardless of the legal theory. The limitations do not apply where prohibited by law or to liability that cannot lawfully be limited. Counsel should review whether the $100 alternative and 12-month fee cap are appropriate for Hoodinly’s risk profile.

32. Indemnification

To the maximum extent permitted by law, the Customer will defend, indemnify, and hold harmless Voitrai Media, LLC and its affiliates, officers, directors, employees, contractors, licensors, and service providers from claims, liabilities, damages, judgments, losses, costs, and reasonable attorneys’ fees arising from or relating to: Customer Content; The Customer’s use of Hoodinly; An Authorized User’s conduct; A violation of these Terms; A violation of law; A violation of third-party rights; Publication or broadcast of AI-generated material; Failure to obtain recording consent; Guest or source communications; Defamatory, infringing, or unlawful content; Misuse of public-source information; or A dispute between the Customer and a guest, source, employee, contractor, advertiser, or other third party. Hoodinly will provide reasonable notice of an indemnified claim and reasonable cooperation at the Customer’s expense. The Customer may not settle a claim in a manner that imposes liability, admission, or obligation on Hoodinly without written consent.

33. Governing Law

These Terms are governed by the laws of the State of [STATE], without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Replace [STATE] after confirming the state in which Voitrai Media, LLC is organized and the preferred legal venue.

34. Dispute Resolution

Select one of the two options below with counsel and remove the unused option. Option A — Court venue Any dispute arising from or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in [COUNTY, STATE]. Each party consents to personal jurisdiction and venue in those courts.

Option B — Binding arbitration Any dispute arising from or relating to these Terms or the Services will be resolved by binding individual arbitration administered by [AAA/JAMS] under its applicable commercial arbitration rules. The arbitration will occur in [COUNTY, STATE], unless the parties agree otherwise. The arbitrator may award any remedy available in court, subject to these Terms.

Either party may seek temporary or emergency injunctive relief in a court of competent jurisdiction to protect: Intellectual property; Confidential information; Security; Access controls; or The integrity of the Services. Class-action waiver TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY AGREES TO BRING CLAIMS ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. Jury-trial waiver TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL.

Arbitration and class-action provisions should not be published without legal review.

35. Export Controls and Sanctions

You may not use, export, reexport, transfer, or provide access to Hoodinly in violation of: U.S. export-control laws; U.S. sanctions; Applicable import laws; Applicable trade restrictions; or Other relevant laws. You represent that you are not: Located in a comprehensively sanctioned jurisdiction; Identified on a prohibited-party list; or Acting for a prohibited person. You may not use Hoodinly for prohibited military, weapons, surveillance, or other restricted end uses.

36. U.S. Government Use

If the Services are used by or on behalf of the United States government, the Services and documentation are “commercial products,” “commercial computer software,” and “commercial computer software documentation,” as applicable. Government users receive only the rights provided under these Terms and applicable procurement law.

37. Force Majeure

Neither party is liable for delay or failure caused by circumstances beyond its reasonable control, including: Natural disasters; Severe weather; Fire; Flood; War; Terrorism; Civil unrest; Labor disputes; Utility failure; Internet failure; Cloud-provider outage; Government action; Epidemic; Pandemic; Cyberattack by a third party; or Failure of a critical supplier. This section does not excuse payment obligations for Services already provided.

38. Changes to These Terms

Hoodinly may update these Terms to reflect: Changes to the Services; New features; Legal requirements; Security needs; Billing changes; Provider changes; or Business developments. The “Last Updated” date will identify the latest revision. If a change is material, Hoodinly may provide notice through: Email; The Hoodinly application; The website; A billing notice; or Another reasonable method.

Unless a different effective date is stated, updated Terms become effective when posted. If you do not agree to a material change, you must stop using the Services and cancel the subscription before the change becomes effective. Continued use after the effective date constitutes acceptance to the extent permitted by law.

39. Notices

Hoodinly may provide notices by: Email to the address associated with the Account; In-app notification; Posting within the Services; Posting on the Hoodinly website; or Other reasonable electronic means. You are responsible for maintaining a current email address. Legal notices to Voitrai Media, LLC must be sent to: Voitrai Media, LLC Doing business as Hoodinly 259 S.

Main Street Barnegat, NJ 08005 United States Email: info@hoodinly.com A notice is not effective merely because it was sent through social media.

40. Assignment

You may not assign or transfer these Terms, an Account, or a subscription without Hoodinly’s prior written consent. Hoodinly may assign these Terms: To an affiliate; In connection with a merger; In connection with an acquisition; In connection with a financing; In connection with a sale of assets; or As part of a corporate reorganization. Any prohibited assignment is void.

41. Relationship of the Parties

The parties are independent contractors. These Terms do not create: A partnership; Joint venture; Employment relationship; Franchise; Fiduciary relationship; Agency; or Exclusive relationship. Neither party may bind the other except as expressly authorized.

42. No Third-Party Beneficiaries

Except for parties expressly entitled to indemnification or liability protection under these Terms, no third party is intended to benefit from or enforce these Terms.

43. Waiver

A party’s failure to enforce a provision is not a waiver of future enforcement. A waiver must be in writing and signed by an authorized representative.

44. Severability

If a provision is held invalid or unenforceable, the remaining provisions remain in effect. The invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving its purpose where legally permitted.

45. Order of Precedence

If there is a conflict among governing documents, the following order generally applies: A signed enterprise agreement or order form; A Data Processing Addendum for data-processing matters; These Terms; The Privacy Policy; Product documentation and website copy. A later document controls over an earlier document only where it expressly states that it modifies the earlier document.

46. Entire Agreement

These Terms, together with: The Privacy Policy; An applicable order form; A Data Processing Addendum; An Acceptable Use Policy; A subscription agreement; Incorporated purchase terms; and Other expressly incorporated documents constitute the entire agreement concerning the Services and supersede prior discussions and agreements on the same subject.

47. Headings and Interpretation

Headings are for convenience only. “Including” means “including without limitation.” Singular terms include the plural where appropriate. Electronic acceptance has the same effect as a handwritten signature to the extent permitted by law.

48. Contact Information

Questions regarding these Terms may be sent to: Voitrai Media, LLC Doing business as Hoodinly 259 S. Main Street Barnegat, NJ 08005 United States