Terms of Service

Last Updated: 03/18/2026

1. Acceptance of Terms

Welcome to RightsLoop (“RightsLoop,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your access to and use of the RightsLoop platform, including our website, applications, and services (collectively, the “Services”).

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not use the Services.

2. Description of Services

RightsLoop provides a platform for rights holders, licensors, buyers, and businesses to grant, request, manage, and document licenses for digital assets, including but not limited to images, videos, audio, graphics, illustrations, and other intellectual property (collectively, “Digital Assets”).

As part of the Services, RightsLoop facilitates the creation, review, acceptance, issuance, and recordkeeping of licenses for Digital Assets. Licenses are agreements entered into directly between the rights holder of the intellectual property (the “Licensor”) and the party obtaining rights to use such intellectual property (the “Licensee”).

RightsLoop may provide a standard template for licensing transactions that has been reviewed by legal counsel for general use within the United States. Such templates are provided for convenience and informational purposes only and do not constitute legal advice.

Users may modify these templates in whole or in part, or create and use their own custom agreements within the Services. You are solely responsible for ensuring that any agreement used—whether a RightsLoop-provided template or a custom agreement—meets your specific needs and is valid, enforceable, and compliant with applicable laws.

RightsLoop is not a party to any license agreement unless explicitly stated otherwise. RightsLoop provides the technology platform that enables such transactions and maintains associated records, but does not independently verify the validity, ownership, or enforceability of any Digital Asset or license.

Additionally, as part of the Services, RightsLoop facilitates payment processing for license transactions and the distribution of funds to applicable parties following successful authorization, capture, and settlement of payments.

RightsLoop partners with Stripe and other third-party payment processors to provide these payment and payout services. By using these features, you agree to comply with all applicable terms and conditions of such third-party providers.

In connection with payment processing and payouts, you may be required to provide certain personal or business information, including personally identifiable information (“PII”), to satisfy applicable Know Your Customer (“KYC”), anti-money laundering (“AML”), and other regulatory requirements. You authorize RightsLoop and its payment partners to collect, use, and share such information as necessary to facilitate transactions and comply with applicable laws.

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Services. By using RightsLoop, you represent and warrant that you meet these requirements.

4. Accounts

You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account. You agree to notify us immediately of any unauthorized use.

We reserve the right to suspend or terminate accounts at our discretion for violations of these Terms.

5. User Content & Ownership

5.1. Ownership

You retain all ownership rights to the content you upload (“User Content”).

5.2. License to RightsLoop

By uploading content, you grant RightsLoop a non-exclusive, worldwide, royalty-free license to host, store, process, display, and distribute your User Content solely for the purpose of operating, maintaining, securing, improving, and providing the Services. This license shall not include any right for RightsLoop to use User Content for public display except as necessary to provide the Services to the applicable users and parties to a License.

5.3. Representations

You represent and warrant that:

  • you own or have the necessary rights to upload, display, license, and otherwise use the content through the Services;
  • the content does not infringe, misappropriate, or otherwise violate any third-party rights;
  • all required releases, consents, permissions, and authorizations (including model, property, trademark, publicity, privacy, or similar releases) have been obtained where necessary; and
  • all information, representations, and warranties you provide in connection with any Digital Asset or License are true, accurate, and complete.

You acknowledge and agree that Licensees, counterparties, and RightsLoop may rely on the foregoing representations and warranties. You bear sole responsibility for any failure to obtain required releases, permissions, or other rights necessary for the use or licensing of any Digital Asset.

6. Licensing Transactions

RightsLoop provides tools to facilitate licensing transactions between parties but is not a party to the agreements unless explicitly stated otherwise.

  • Licensors are responsible for the accuracy, completeness, and legality of their licenses and Digital Assets.
  • Licensees are responsible for reviewing and complying with license terms and for ensuring their intended use is authorized.
  • RightsLoop does not guarantee the validity, enforceability, or legal sufficiency of any license.

7. System Records and Chain of Custody

RightsLoop may generate, maintain, and display certain system records relating to user activity, license creation, revisions, acceptance, payment events, communications, and other transaction-related activity (collectively, “System Records”). These System Records are intended to support transparency, traceability, and internal recordkeeping within the Services.

System Records are provided on an “as available” basis and may include automated logs, timestamps, user-submitted information, or data received from third-party providers. RightsLoop does not warrant that any System Record is complete, error-free, admissible in evidence, or legally determinative of ownership, authorization, infringement, formation, or enforceability of any agreement or transaction.

System Records do not constitute legal advice, legal conclusions, or adjudications of any kind. The existence, absence, or contents of any System Record shall not by itself establish the rights or obligations of any party in any dispute, proceeding, or legal action.

8. No Determinations

RightsLoop does not provide legal advice and does not make any determinations, conclusions, or recommendations regarding the validity, enforceability, interpretation, or legality of any license, Digital Asset, or transaction between users.

RightsLoop may, in its sole discretion, suspend, restrict, or terminate access to the Services or any account that it reasonably believes has violated these Terms or applicable law. Any such action is taken solely for purposes of platform integrity and enforcement of these Terms and shall not be deemed a legal determination or conclusion of any kind.

No action or inaction by RightsLoop shall be interpreted as an endorsement, verification, or adjudication of any party’s rights or obligations and shall have no bearing in any legal proceeding, arbitration, or dispute resolution process.

RightsLoop does not act as an agent, broker, fiduciary, or legal representative of any user.

9. Payments and Fees

RightsLoop may charge fees for transactions and/or platform usage.

  • Fees will be disclosed prior to transaction completion.
  • Payments may be processed through third-party providers (e.g., Stripe).
  • You agree to comply with all applicable payment provider terms.
  • RightsLoop may delay payouts, place holds, establish reserves, or suspend transactions where reasonably necessary to prevent fraud, comply with law, respond to disputes or chargebacks, complete required reviews, or protect the integrity of the Services.
  • Payout timing may depend on payment processor timing, banking delays, compliance review, dispute status, or other factors outside RightsLoop’s control.

RightsLoop is not responsible for payment processing errors, delays, reversals, chargebacks, or failures caused by third-party providers.

RightsLoop does not act as a bank, money transmitter, or financial institution and does not take custody of funds except as necessary to facilitate transactions through its payment partners.

10. Prohibited Conduct

You agree not to:

  • upload content you do not have the rights to;
  • use the Services for unlawful purposes;
  • interfere with or disrupt the platform;
  • attempt to gain unauthorized access to systems;
  • misrepresent ownership, authorization, or licensing rights; or
  • use the Services in any manner that violates applicable law, regulation, or third-party rights.

11. Non-Circumvention

You agree not to:

  • circumvent or attempt to bypass the Services to avoid applicable fees;
  • execute, finalize, or perform any license transaction initiated through RightsLoop outside of the platform for the purpose of avoiding fees or platform controls; or
  • make or accept payments related to any license initiated through RightsLoop outside of the platform for the purpose of avoiding fees or platform controls.

12. Intellectual Property

All RightsLoop platform content (excluding User Content), including software, branding, design, text, graphics, workflows, and other materials, is owned by RightsLoop or its licensors and is protected by intellectual property laws.

13. Privacy

Your use of the Services is also governed by our Privacy Policy, which can be accessed at https://rightsloop.com/privacy.

14. Termination

We may suspend or terminate your access at any time for violation of these Terms or for any other reason at our discretion. Upon termination, your access to the Services will cease; however, certain provisions of these Terms will survive, including those relating to ownership, payment obligations, disclaimers, limitations of liability, indemnification, dispute resolution, and any accrued rights or obligations.

15. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND.

RightsLoop disclaims all warranties, including:

  • merchantability;
  • fitness for a particular purpose; and
  • non-infringement.

We do not guarantee:

  • continuous, uninterrupted, secure, or error-free operation;
  • the accuracy, completeness, or reliability of content, licenses, or System Records; or
  • successful transactions between users.

16. Limitation of Liability

To the maximum extent permitted by law, RightsLoop shall not be liable for:

  • any indirect, incidental, special, consequential, or punitive damages; or
  • any loss of profits, revenue, data, goodwill, or business opportunities.

Our total liability arising out of or relating to the Services or these Terms shall not exceed the total amount paid by you to RightsLoop in the twelve (12) months preceding the event giving rise to the claim.

17. Indemnification

You agree to indemnify, defend, and hold harmless RightsLoop and its officers, directors, members, employees, contractors, affiliates, successors, and assigns from and against any claims, demands, actions, proceedings, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

  • your use of the Services;
  • Your User Content;
  • your Digital Assets, licenses, representations, warranties, or failure to obtain necessary rights, consents, or releases; or
  • your violation of these Terms or applicable law.

RightsLoop reserves the right to recover reasonable costs and expenses, including administrative time and legal fees, incurred in responding to subpoenas, court orders, or other legal requests relating to your use of the Services or any License.

18. Governing Law & Venue

These Terms shall be governed by the laws of the State of Delaware, without regard to its conflict of law principles. To the extent any dispute is permitted to proceed in court rather than arbitration, the state and federal courts located in Delaware shall have exclusive jurisdiction, and you consent to such jurisdiction and venue.

19. Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) in Delaware, in accordance with the AAA Commercial Arbitration Rules then in effect, except where prohibited by law.

You and RightsLoop each waive any right to a jury trial and any right to participate in a class action, class arbitration, or other representative proceeding.

20. Notices

Notices may be served upon:

[REGISTERED AGENT NAME]
[REGISTERED AGENT ADDRESS]

21. Modification to Terms

We may update these Terms from time to time and will notify you by email each time they are updated. Continued use of the Services after any such update constitutes acceptance of the updated Terms.