Version Effective: August 5, 2025
Spatial Terms of Service For Spatial Free, Spatial Plus and Spatial Personal
These Terms of Service (“Terms” or “Terms of Service”) cover Spatial’s Free, Plus and Personal offerings and are a binding agreement between you (“User” or “you“) and Spatial Systems Inc. (“Spatial”or “we/our”). If you are a Spatial Free, Plus or Personal User, these Terms govern your access to and use of our platform for immersive 3D experiences where creators can build interactive environments, experiences and games and host events (collectively the “Service”).
As used in these Terms, the term Service also includes the software associated with the platform, and any related materials provided by Spatial, including third-party components and materials, any documentation, user guides, toolkits (such as the Creator Toolkit), upgrades, updates, supplements, third-party materials and components, Internet-based services and support services provided by, for or on behalf of Spatial in connection with use of the platform.
The Service is licensed, not sold, to you.
By downloading/installing/using/accessing the Service, you (i) acknowledge that you have read and understand these Terms; (ii) represent that you meet one of the eligibility requirements above, and (iii) accept these Terms and agree that you are legally bound by its terms. If you do not agree to these Terms, you may not download, install, use or access the Service.
Access and Use of Service
1.1 Eligibility. Only persons meeting the following requirements may use the Service:
(a) Natural persons, using the Service solely for their own personal, individual use, who are: (i) at or above the legal age of majority in their jurisdiction (18 years old in most states) who agree to be bound by all of these Terms and who consent to the processing of their personal information as described in our Privacy Policy; or (ii) are younger than the legal age of majority in their jurisdiction, who have the consent and are under the supervision of their parent or legal guardian, who agree, along with their parent or guardian, to be bound by all of these Terms and who consent, along with their parent or guardian, to the processing of their personal information as described in our Privacy Policy
(b) Legal entities (i.e. partnerships, companies, corporations, etc.), that: (i) earned less than $1,000,000 USD in gross revenues during the last calendar year, (ii) received less than $1,000,000 USD in loans, credit, investment or other funding during the last calendar year, (iii) have fewer than 20 employees, and (iv) who agree to be bound by all of these Terms and consent to the processing of their personal information as described in our Privacy Policy.
Legal entities that do not meet the requirements of Section 1.1(b) may still obtain a license to the Service through Spatial Enterprise.
1.2 License Grant. Subject to these Terms and strict compliance therewith, Spatial grants those meeting the eligibility requirements in Section 1.1, a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to download, install, use and access the Service solely for their individual use on a device that they owned or otherwise control (“Device“) strictly in accordance with the Service’s documentation. Note that, absent a separate written and signed agreement between you and Spatial, such as a Spatial Enterprise Agreement, reselling, sublicensing, or otherwise making the Service, any Space, or any element thereof available to third party is strictly prohibited.
1.3 License Restrictions. The rights granted to you in Section 1.2 are subject to the following restrictions. You may not:
(a) access or use the Service, or interact with any other user on the Service, in any manner that violates the Community Guidelines in any way;
(b) copy, reproduce, distribute, republish, download, display, post or transmit in any form or by any means the Service, except as expressly permitted by this license;
(c) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Service;
(d) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Service or any part thereof;
(e) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Service, including any copy thereof;
(f) access or use the Service in order to build a similar or competitive product or service;
(g) disclose any Confidential Information about the Service or Spatial, in whole or in part, to any third party without the prior express written consent of Spatial in each instance;
(h) disclose to any third party or disseminate to the public (except privately to Spatial), publish on the internet or elsewhere any tests run on the Service or results of such tests if you are using a beta or evaluation version of any element of the Service;
(i) rent, license, lease, lend, sell, sublicense, assign, distribute, host, publish, transfer, commercially exploit or otherwise make available the Service, or any features or functionality of the Service, to any third party for any reason, including by making the Service available on a network where it is capable of being accessed by more than one device at any time;
(j) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Service.
Unless otherwise indicated, any future release, update, patch, DLC, or other addition to functionality of the or other addition to functionality of the Service will be subject to these Terms. All copyright and other proprietary notices on or within the Service must be retained on all copies thereof; or
(k) use the Service or any code, graphics, audio, text, user interface, gameplay mechanics, storylines, characters, or any other content, materials or other elements of or accessible through or generated by the Service or (collectively the "Service Content") to train, develop, test, improve, or otherwise enhance any artificial intelligence system, model, or technology that is capable of generating content, including but not limited to text, images, audio, video, software code, or other data outputs, based on prompts, training data, or other inputs, including without limitation large language models (LLMs), diffusion models, and other machine learning technologies that produce novel or synthetic outputs, whether or not such outputs are derivative of existing content ("AI System"). You specifically agree not to input, upload, or otherwise provide any Service Content to any AI System or allow any AI System to access, scrape, or ingest any Service Content; use outputs or results from the Service or any Service Content to train or fine-tune any AI System, reverse engineer or decompile the Service or any Service Content for AI System-related purposes; or create any dataset incorporating Service Content for AI System training.
1.4 Account.
(a) Accessing the Service with an Account. In order to use certain features of the Service, you may be required to register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form (including but not limited to email address and a unique password). You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you reside in the United States or, if you reside outside the United States, that your use of the Service will comply with applicable law in your jurisdiction. You may delete your Account at any time, for any reason, by following the instructions on the Service. We may suspend or terminate your Account in accordance with Section 10. You may not use or access the Service through any account other than your personal Account. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use or suspected unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
(b) Accessing the Service as a Guest (without an Account). If you elect not to set up an Account you will not be able to user certain features. Guest users must choose from a pre-selected group of avatars, provide their name or a User ID, and when their session is over, what they worked on using the Service will not be stored or retained by Spatial. Accessing the Service as a guest limits the features You may use: You cannot customize Your avatar (how You appear to others), You cannot create or save Spaces (described below), You cannot use the Chat function, and You will remain muted when in Spaces while using the Service. If You want to upload a photo and customize Your avatar you will need to set up an Account.
1.5 Collection and Use of Your Personal Information. You acknowledge that when you download, install, or use the Service, Spatial may use automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Service. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Service or certain of its features or functionality, and the Service may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Service is subject to our Privacy Policy. By downloading, installing, using, and providing information to or through this Service, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
1.6 Updates. Spatial may from time to time in its sole discretion develop and provide Service updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates“). Updates may also modify or delete in their entirety certain features and functionality. You agree that Spatial has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Device settings when your Device is connected to the internet either: (i) the Service will automatically download and install all available Updates; or (ii) you may receive notice of or be prompted to download and install available Updates. You agree to promptly download and install all Updates and acknowledge and agree that the Service or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Service and be subject to all of these Terms.
1.7 Device Requirements. The Service can only be used via certain devices, a list of which may be provided on the Spatial website and/or the marketplace (“Marketplace”) pages where the Service can be downloaded. Your Device must also meet the system requirements, if any, listed on Spatial’s website and/or the Marketplaces pages.
1.8 No Support or Maintenance. You acknowledge and agree that Spatial will have no obligation to provide you with any support or maintenance in connection with the Service.
Service Fees.
2.1 Free Content. Upon creating an Account, you will have access to certain features of the Service (“Free Features”). Spatial may add, remove, modify or otherwise change the Free Features at any time with or without notice to you**.**
2.2 Subscriptions. Certain features (“Premium Features”) of the Service are accessible only through our paid subscription programs (“Subscription Programs”) as described here.** **Spatial reserves the right to apply technical, quantitative and other limitations on use of the features it now makes available and will make available in the Service, which may vary by the Subscription Program to the Service that you obtain. Such limitations may include for example: (i) the number of Users who can use a "Space" (defined below; formerly called Room) simultaneously (“Concurrent Users”), (ii) the number of Spaces that people can save for future use/reference; (iii) the volume of Customer Content (as defined in Section 3) uploaded; (iv) integration of the Service with other software, and (v) other enhanced features pertaining to operational, organizational and security management. A “Space” is the virtual locale on the Service where you can create and/or enjoy games, metaverse worlds, events, galleries and interiors, upload Customer Content as well as meet and interact with other Users.
2.3 Renewal and Cancellation of Subscription Programs. If you purchase a Subscription Programs your subscription will automatically renew for successive one-month periods at the end of the applicable subscription period unless and until you cancel your Subscription Program before the end of the subscription period. You can cancel at any time before the end of your current subscription or renewal period by clicking here. Cancellations will take effect the day after the last day of the current subscription or renewal period. We do not provide refunds or credit for partial subscription or renewal periods. You will only have access to the Premium Features applicable to your Subscription Program while your subscription is active. After cancellation you will only have access to the Free Features.
2.4 Price and Program Changes. We reserve the right, in our sole discretion, to change the pricing, content, availability and any other aspects of our Subscription Programs at any time. If we change any price or program applicable to your subscription, we will provide you with advance notice of the price change using the email address that you used when you registered for the Subscription Program. The change will take effect at the end of your then current subscription or renewal term. Subject to applicable law, your continued use the Service after the change takes effect will be deemed acceptance of the change. You have the right to reject the change by cancelling your subscription before the end of your then current subscription or renewal period. You can do so by clicking here.
2.5 Purchasing Subscription Programs. Subscription Programs can be purchased through the Service through our e-commerce providers and are subject to our e-commerce provider terms of sale which are viewable by clicking the appropriate link on the purchase page. If you live in the European Union, we will provide you with a VAT invoice where we are required to do so by law or where requested by you. You agree that these invoices may be electronic in format.
Acceptable Use and Information Submitted Through the Service (and Outside Platforms as defined below)
3.1 Customer Content. “Customer Content” means any and all information and content of any kind that you or any other user submits (e.g., messages, avatars, images, games, content in a review, comment or other types of postings) to, uses with, or creates using the Service, or any group, server or other manner of forum on social media organized by or associated with Spatial including without limitation, any of our social accounts (“Outside Platform(s)”). Your submission of Customer Content is governed by these Terms and the Spatial Privacy Policy if through the Service, or if through an Outside Platform, by the terms and policies of the applicable platform, provided that your Customer Content must, in either case, always comply with the terms of this Section 2. By submitting Customer Content to through the Service or to our accounts, servers or pages on Outside Platforms, you make the following representations, warranties and agreements:
(a) You meet the eligibility requirements in Section 1.1 above;
(b) You agree that you are solely responsible for, and you assume all risks associated with your Customer Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your Customer Content that personally identifies you or any third party;
(c) You consent to our use of your personal information as outlined in the Privacy Policy;
(d) To the extent that you submit information that personally identifies or is otherwise of or about a third party (“Third Party Information”) through the Service or Outside Platform, you represent that all such Third Party Information is of persons who are at least 18 years of age, and that you have validly obtained all consents and provided all notices required by applicable law for the submission, disclosure and use by us of the Third Party Information;
(e) All information or material that you submit through the Service or Outside Platform is true, accurate and complete, and you will maintain and update such information and materials as needed such that it remains true, accurate and complete;
(f) You hereby represent and warrant that your Customer Content on all Outside Platforms is in full compliance with all terms, rules and guidelines of the applicable platforms.
(g) You hereby represent and warrant that your Customer Content does not violate our Acceptable Use Policy (defined in Section 3.3) or our Community Guidelines.
You may not represent or imply to others that your Customer Content is in any way provided, sponsored or endorsed by Spatial. Because you alone are responsible for your Customer Content, you may expose yourself to liability if, for example, your Customer Content violates our Acceptable Use Policy. Spatial is not obligated to backup any Customer Content, and your Customer Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your Customer Content if you desire.
3.2 License. You hereby grant (and you represent and warrant that you have the right to grant) to Spatial an irrevocable, nonexclusive, royalty-free and fully paid up, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your Customer Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your Customer Content in the Service. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your Customer Content.
3.3 Acceptable Use Policy.
(a) You agree not to: You agree not to use the Service to submit, collect, upload, transmit, display, or distribute any Customer Content that (i) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) is harmful to minors in any way; or (iv) is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
(b) In addition, you agree not to: (i) upload, transmit, or distribute to or through the Service any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Service unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Service to harvest, collect, gather or assemble information or data regarding other users, including email addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Service, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Service (or to other computer systems or networks connected to or used together with the Service), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Service; or (vi) use software or automated agents or scripts to produce multiple accounts on the Service, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Service (that, subject to Section 1.3(h) above, we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).
We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include terminating your ability to access or play the Service in accordance with Section 10, and/or reporting you to law enforcement authorities.
3.4 Enforcement. We reserve the right (but have no obligation) to review any Customer Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate our Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your Customer Content, terminating your Account in accordance with Section 7, and/or reporting you to law enforcement authorities.
3.5 Feedback. If you provide Spatial with any suggestions, concepts, ideas, recommendations for improvements and other feedback concerning the Service regarding the Service (“Feedback”), you hereby assign to Spatial all rights in such Feedback and agree that Spatial will have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate without any obligation to provide additional consideration to you. You agree that you will not submit to Spatial any information or ideas that you consider to be confidential or proprietary.
3.6 User Disputes. You agree that you are solely responsible for your interactions with other users in connection with the Service and Spatial will have no liability or responsibility with respect thereto. Spatial reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.
Proprietary Rights; Reservation of Rights. You acknowledge and agree that the Service is not sold to you but provided to you under limited license solely during the Term. You do not acquire any ownership interest in the Service under these Terms, or any other rights thereto other than to use the Service in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. Spatial and its licensors and service providers reserve and will retain their entire right, title, and interest in and to the Service, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms. There are no implied licenses granted under these Terms.
AI System Disclosure and Warning.
5.1 Use of Artificial Intelligence. For the purposes of this Agreement, the term “AI Systems” refers to artificial intelligence systems, models, or technologies that are capable of generating content, including but not limited to text, images, audio, video, software code, or other data outputs, based on prompts, training models, training data, or other inputs, including without limitation large language models (LLMs), diffusion models, and other machine learning technologies that produce novel or synthetic outputs, whether or not such outputs are derivative of existing content. AI Systems may include, but are not limited to, natural language processing, predictive analytics, and automated decision-making technologies.
5.2 Interactions with AI Systems Disclosure. Because the Service is AI-powered, some features and functionalities of the Service necessarily involve interactions with AI Systems, including but not limited to chatbots, virtual assistants, automated messaging, and content generation tools. These AI Systems may provide a variety of content or services, including simulating human conversation and behavior, but they are not human beings. By using the Service, you acknowledge and agree that:
(a) You may be interacting with AI Systems rather than live individuals.
(b) These AI Systems may use large language models and other machine learning technologies to generate responses based on your inputs and the inputs of other users.
(c) Responses generated by AI Systems may be informative, creative, or conversational, but they are not a substitute for professional advice or human judgment.
5.3 Data Ingestion and AI Training Disclosure and Warning. By using the Service and interacting with its chatbots, virtual characters, automated messaging tools, generated media content, or content generation tools, you acknowledge, agree and consent that any text, prompt, query, image, video, sound, audio file, data or other input you provide may be processed, stored, and utilized to train, refine, and improve our proprietary AI Systems and those of our licensors (collectively “Spatial AI Systems”). This may include, but is not limited to, enhancing search accuracy, optimizing content recommendations, and developing new AI-driven features and products.
5.4 User Responsibility and Privacy Considerations. YOU ARE STRONGLY ADVISED NOT TO INPUT SENSITIVE, CONFIDENTIAL, PROPRIETARY, OR PERSONALLY IDENTIFIABLE INFORMATION INTO THE CHAT FIELD OR ANY OTHER INTERACTIVE AI-POWERED FEATURE. WHILE WE TAKE REASONABLE PRECAUTIONS TO PROTECT DATA INTEGRITY AND SECURITY, WE DO NOT GUARANTEE THAT THE TRAINING PROCESSES OF THE SE AI SYSTEMS WILL EXCLUDE OR ANONYMIZE USER-SUBMITTED CONTENT. YOU ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICE, INCLUDING FEATURES POWERED BY SE AI SYSTEMS, IS AT YOUR OWN RISK.
In-Service Transactions, Spatial Coins and Virtual Items.
6.1 The Service may include virtual currencies, such as “Spatial Coins” the official global currency of the Service, or other items, content, features or services for use in connection with the Service, such as avatars, avatar outfits, any cosmetic modifications to avatars (e.g., hair color, facial hair), virtual jewelry, props, vehicles, decorations, keys that unlock different levels or experiences (“Experiences”), power-ups that enhance your in-game/Experience and/or the levels you can achieve in a game/Experience, extra Experience points etc. (all of the forgoing, collectively “Virtual Items"). If you are 18 years old or older, you may be able to buy licenses to access and use Virtual Items in the Service. You agree that once you purchase a license to a Virtual Item, including without limitation a Spatial Coin, that Virtual Item has no real-world monetary value and can never be exchanged for real money, real goods or real services from us or anyone else. You agree that your licenses to Virtual Items are not transferrable to any other account or third party, and you will not transfer or attempt to transfer your license(s) any Virtual Items to any other account or third party. All licenses to Virtual Items are subject to these Terms and will automatically terminate upon the termination of these Terms.
6.2 Purchases made through our Service (“In-Service Transactions”) are purchases of licenses, not property. When you engage in an In-Service Transactions for a Virtual Item, you are not buying the Virtual Item but are instead purchasing a limited, personal, revocable license to use the Virtual Item in connection with the Service - any balance of licenses to Virtual Items does not reflect any stored value. Purchases of licenses to Spatial Coin(s) will also be possible from our payment processor and distributor of Virtual Items, from the App Store (iOS) IAP (in-app purchases), from Google Play Store IAP (Android) or from Meta (collectively “Third-Party Marketplaces”). Licenses purchase through Third-Party Marketplaces will also be subject to such Third-Party Marketplace's fixed platform fees. Spatial will receive a 30% cut or percentage of the Creator's and/or User's total Spatial Coin(s) license purchases as specified in the Creator Addendum or other agreement with Creators.
6.3 Unless the relevant Marketplace where the In-Service Transactions take place has a different policy, or where prohibited by law, you agree that all sales by us to you of licenses to Virtual Items are final and that we will not refund any transaction once it has been made. If you live in the European Union you have certain rights to withdraw from distance purchases; however, please note that when you purchase a license to a Virtual Item from us, you acknowledge and agree that we will begin the provision of the Virtual Item to you immediately upon the completion of the transaction, at which point, to the extent permissible by law, your right of withdrawal is extinguished. To the extent permissible by law, for the purposes of this Section 6.3, a "purchase" is complete at the time our servers validate your purchase, and the license to the applicable Virtual Items is successfully credited to your account on our servers.
6.4 The licenses to Virtual Items that you purchase will be linked to your account with the Marketplace where you make the purchase. You understand and agree that you cannot transfer your license to Virtual Items from one account to another. You understand and agree that we are not responsible for any problems or losses associated with your Marketplace account, including without limitation, problems transferring purchases from one device to another, restoring purchased licenses from a lost or damaged device to a different device, or any other losses of licenses to Virtual Items. The risk of loss of your license to Virtual Items is transferred to you upon completion of the purchase as described in Section 6.3 above.
6.5 To the extent permissible by law, we reserve the right to control, regulate, suspend, change or remove any and all Virtual Items without any liability to you.
6.6 We may revise the pricing for licenses to Virtual Items offered through the Service at any time. We may limit the total amount of licenses to Virtual Items that may be purchased at any one time, and/or limit the total amount of licenses to Virtual Items that may be held in your account in the aggregate. You are only allowed to purchase licenses to Virtual Items from us or our authorized partners through the Service, and not in any other way.
6.7 Licenses to Virtual Items that are purchased through a Third-Party Marketplace will be subject to their respective terms of service and user agreement. Please check usage rights for each license as these may differ from item to item. Unless otherwise shown, content available in any in-game store has the same age rating as the applicable Service. When purchasing Virtual Items, you declare that you have the right to use your selected payment method and that your payment method has enough credit available to complete the applicable payment. If you believe someone has gained access to or used your Account without permission, you must notify Spatial as soon as possible by contacting Spatial Support. Spatial has the right to close any Account which has unauthorized charges.
6.8 Without limiting Section 6.4, if we suspend or terminate these Terms you will lose any licenses to Virtual Items that you may have accumulated, and we will not compensate you for this loss or make any refund to you.
6.9 Creator's Own World Virtual Currency. Creators can also publish an item for sale in their own created/defined world currency (in addition to or in lieu of Spatial Coin(s)) which cannot be used outside of such Creator's immersive Space or interconnected Spaces. Such currency is generally earned by completing certain in-/Experience/Space or in-game challenges or tasks (You may have seen such currencies referred to as a "grind" currency). This in-game/Experience or "own virtual world currency" is not exchangeable for real-world currency such as Dollars, and is controlled by the Experience owner/Creator in her/his sole discretion (subject to these Terms of Service and the Community Guidelines). Creator's own currency is not convertible into Spatial Coin(s) (unless we indicate otherwise to You in a written communication).
Spatian Guides. "Spatian Guides" are Users of the Service who inspire and publicly support Spatial and the Service; often they are key Creators (as defined in the Creator Addendum below) of Customer Content and Spaces who are active in promoting immersive Experiences in the metaverse in general and using Spatial's Service in particular. Often they build their own communities using the Service. Spatian Guides generally have their own Spaces on Spatial's Service. They host events regularly in Spaces using the Service, and connect with other Spatians/Users, often guiding other Users with respect to the Service. Spatian Guides can earn a verified Badge on their profiles (once the feature launches), sometimes they will benefit from Spatial highlighting or spotlighting their Customer Content and Spaces, and they can benefit from various Spatial freebies offered from time to time. They remain subject to the Community Guidelines, as will all Users. Nonetheless, when we highlight or spotlight or promote specific Customer Content or Spaces, that in no way means that Spatial has moderated or reviewed such Customer Content or Space. You as Users who have become Spatian Guides remain entirely responsible to ensure that Your Customer Content and Spaces are fully compliant with applicable law and do not infringe on the Intellectual Property Rights of any third party. You acknowledge that our spotlight on or promotion of your Customer Content and Spaces in no way implies that we are endorsing specific items of such content, or that we have vetted the legality of your use, and you will hold us harmless under Section 11 below in the event that any Customer Content or Space of any User, including Spatian Guides, becomes the subject of a third-party claim against Spatial.
Digital Millennium Copyright Act.
8.1 DMCA Notices. We respect the intellectual property rights of others and we ask you to do the same. In connection with our Service, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our Service who are repeat infringers of intellectual property rights, including copyrights. If you are a copyright owner or an agent of a copyright owner and believe that any content in the Service infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by contacting our Copyright Agent at copyright@spatial.isor Copyright Agent, C/o Spatial Systems Inc., 155 Wooster Street, 8th Floor, New York, NY 10012. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid. You must provide the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
(b) A description of the copyright-protected work or other intellectual property right that you claim has been infringed;
(c) A description of the material that you claim is infringing and where it is located in the Service; Your address, telephone number, and email address;
(d) A statement by you that you have a good faith belief that the use of those materials is not authorized by the copyright owner, its agent, or the law; and
(e) A statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
We will remove infringing materials pursuant to valid DMCA notices as required by the DMCA. Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney's fees incurred by us in connection with the written notification and allegation of copyright infringement.
8.2 Counter-Notices. Regarding any content that was removed or disabled, if you believe that your content is not infringing or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the material in your content, you may send a counter-notice to our Copyright Agent. Your counter-notice must include all the following information:
(a) The material alleged to be infringing, including its location.
(b) A statement by you declaring under penalty of perjury that you have a good-faith belief that the material at issue was either misidentified or mistakenly removed.
(c) Your name, address, email address, physical address and telephone number.
(d) One of the following two statements:
(i) If you are located within the United States: “I consent to the jurisdiction of the United States federal district court for the judicial district in which my address is located and will accept service of process from the person who provided the notice set forth above or their agent.”
(ii) If you are located outside of the United States: “I consent to the jurisdiction of any United States federal district court where Spatial Systems Inc. is located and will accept service of process from the person who provided the notice set forth above or their agent.”
(e) Your physical or electronic signature.
If your counter-notice does not meet all of the above requirements, it will not be valid. As with DMCA Notices, making false statements in connection with a counter-notice may result in criminal or civil penalties.
When our Copyright Agent receives a counter-notice, we may send a copy of the counter-notice to the original complaining party informing that party that we may, in 10 business days, replace the removed content or stop disabling it. Unless the copyright owner files an action seeking a court order against the provider of the content, the removed content may be replaced or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, in our sole discretion.
8.3 Repeat Infringer Policy. Spatial’s intellectual property policy is to: (i) remove or disable access to material that Spatial believes in good faith, upon notice from an intellectual property rights owner or his or her agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (ii) in appropriate circumstances, to terminate the accounts of and block access to the Service by any user who repeatedly or egregiously infringes other people’s copyrights or other intellectual property rights.
Third-Party Links. The Service may contain links to other independent third-party websites (“Linked Sites”), and we also permit you to link to third-party websites of your own choosing (“Chosen Sites”). The Linked Sites are provided solely as a convenience to our visitors and Users. Such Linked Sites are not under Spatial's control, and Spatial is not responsible for and does not endorse such Linked Sites, including any content, information or materials contained on such Linked Sites. You will need to use Your own informed judgment regarding your interaction with these Linked Sites. With respect to Chosen Sites, our intention is to permit your use of the Service as a portal into a rich and valuable online experience. However, it is strictly forbidden to link to Chosen Sites from Spatial that are pornographic or obscene, foment violence (e.g., gun violence, sexual and/or physical violence) or hate speech. Spatial has the right to terminate or suspend your Account at any time should You violate this prohibition.
Term and Termination. The term of these Terms (“Term”) commences when you use the Service and will continue in effect until terminated by you or Spatial as set forth in this Section 10.
10.1 Termination by You. You may terminate these Terms by deleting the Service and all copies thereof from your Device.
10.2 Termination by Spatial. Spatial may terminate these Terms at any time without notice if it ceases to support the Service, which Spatial may do in its sole discretion. In addition, these Terms will terminate immediately and automatically without any notice if you violate any of these Terms in which case Spatial may terminate your ability to access the Service.
10.3 Effect of Termination. Upon termination, all rights granted to you under these Terms will also terminate; and you must cease all use of the Service and delete all copies of the Service from your Device and account. Termination will not limit any of Spatial’ rights or remedies at law or in equity. Spatial will not have any liability whatsoever to you for any termination of your rights under these Terms, including for the deletion of your information and content. Even after your rights under these Terms are terminated, the provisions herein which by their nature should survive the termination of this agreement, will survive it, including without limitation: Sections 1.3, 1.5, 1.8, 3-6, 8-9, 10.3, and 11-15. Termination of these Terms will not limit any of Spatial’ rights or remedies at law or in equity.
Indemnification. You agree to indemnify, defend, and hold Spatial (and its officers, employees, directors, affiliates, agents, successors, and assigns) harmless, from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including costs and attorneys’ fees, from any claim or demand made by any third party related to or arising out of (a) your use of the Service, (b) your Customer Content, (c) Virtual Items, (d) your violation of these Terms or our Community Guidelines, or (e) your violation of applicable laws or regulations. Spatial reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Spatial. Spatial will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Release. You hereby release and forever discharge the Spatial (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including Virtual Items, Customer Content, SPATIAL AI SYSTEMS, any interactions with, or act or omission of, other users of the Service). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
Disclaimer of Warranties. THE SERVICE, INCLUDING ALL FEATURES AND ELEMENTS THEREOF (INCLUDING WITHOUT LIMITATION VIRTUAL ITEMS, CUSTOMER CONTENT, AI SYSTEMS), IS PROVIDED TO LICENSEE “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, SPATIAL, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUITE ENJOYMENT, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, SPATIAL PROVIDES NO WARRANTY OR UNDERTAKING AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, GAMES, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE OR FREE FROM HARMFUL CODE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SPATIAL OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE (INCLUDING WITHOUT LIMITATION, LIABILITY ASSOCIATED WITH ANY VIRTUAL ITEM, CUSTOMER CONTENT, SPATIAL AI SYSTEMS, OR YOUR INTERACTIONS WITH OTHER USERS), FOR: (A) ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR (B) ANY DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICE.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR SPATIAL WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
Miscellaneous
15.1 Governing Law. These Terms are governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule.
15.2 Disputes.
(a) Venue. Any legal suit, action, or proceeding arising out of or related to these Terms or the Service will be instituted exclusively in the state and federal courts within Southern District of New York. You irrevocably consent to the personal jurisdiction of the courts of Southern District of New York and waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
(b) Waiver of Jury Trial. THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, ARISING OUT OF, UNDER OR IN CONNECTION WITH THESE TERMS OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO. THIS PROVISION IS A MATERIAL INDUCEMENT FOR US TO ENTER INTO THESE TERMS AND TO GRANT THE LICENSE IN SECTION 1.2 TO YOU.
(c) Waiver of Class Action Claims. THE PARTIES AGREE THAT ANY DISPUTE ARISING OUT OF OR RELATING TO THESE TERMS SHALL BE BROUGHT SOLELY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, MULTIPLE PLAINTIFF, OR SIMILAR PROCEEDING ("CLASS ACTION"). THE PARTIES EXPRESSLY WAIVE ANY ABILITY TO MAINTAIN ANY CLASS ACTION IN ANY FORUM. THIS PROVISION IS A MATERIAL INDUCEMENT FOR US TO ENTER INTO THESE TERMS AND TO GRANT THE LICENSE IN SECTION 1.2 TO YOU.
(d) Limitation of Time for Claims. ANY CAUSE OF ACTION OR CLAIM EITHER PARTY MAY HAVE AGAINST THE OTHER ARISING OUT OF OR RELATING TO THESE TERMS OR THE GAME MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
15.3 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on the Service. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Our prominent posting of notice of such changes on our website will also be considered effective notice of such changes. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on the Service. These changes will be effective immediately for new users of the Service. Continued use of the Service following notice of such changes will indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
15.4 Export Regulation. The Service is subject to United States export laws and regulations, as well as to international export laws and regulations wherever the Service is used. These laws include restrictions on permitted destinations, end users and end use, and on countries subject to sanctions and embargoes. In particular, the Service cannot be used or exported: (a) into (or to a national or resident of) any embargoed or terrorist-supporting country as defined by the United States Government; (b) to anyone on the U.S. Commerce Department's Table of Denial Orders or U.S. Treasury Department's list of Specially Designated Nationals; (c) to any country to which such export or re-export is restricted or prohibited, or as to which the United States government or any agency thereof requires an export license or other governmental approval at the time of export or re-export without first obtaining such license or approval.
15.5 Disclosures. If you have a question or complaint regarding the service, please contact us at contact@spatial.io. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210
15.6 Electronic Communications. The communications between you and Spatial use electronic means, whether you use the Service or send us emails, or whether Spatial posts notices on the Service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Spatial in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Spatial provides to you electronically satisfy any legal requirement that such communications would satisfy if they were to be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
15.7 Severability. If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms will continue in full force and effect.
15.8 Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder will operate as a waiver thereof, nor will any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any applicable purchase or other terms, the terms of these Terms will govern.
15.9 Entire Agreement. These Terms constitutes the entire agreement between you and us regarding the use of the Service. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to us is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. We may freely assign these Terms. These Terms will be binding upon assignees.
15.10 Copyright/Trademark Information. Copyright © 2025 Spatial Systems Inc.. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
15.11 Contact:
CREATOR TERMS ADDENDUM
Customer Content/UGC. This Creator Terms Addendum (“Creator Addendum” or “Addendum”) apply to Users who create and/or upload Customer Content (sometimes called "UGC" or User Generated Content) using the Service (“Creator(s)”). By creating and/or uploading Customer Content using the Service, you agree to the terms of this Addendum.
Guidelines to Follow. All Creators must be aware that all Customer Content must satisfy the standards and guidelines set forth in the Creator Addendum, our Terms of Service and in our Community Guidelines. You should carefully review this Creator Addendum, our Terms of Service and in our Community Guidelines before posting Customer Content, to ensure that such content is appropriate (e.g., not pornographic, not harassing or threatening, not defamatory toward anyone) and either original, or You have the license rights that are sufficient to permit You to post such content. As to originality, You are subject to the Copyright Policy set forth in Section 8 of the Terms of Service. Capitalized terms not defined in this Creator Addendum are defined in the Terms of Service or in the Community Guidelines.
Creator Tools. We make available various tools for Creators, to facilitate Your creation of Customer Content. While these are licensed to You as part of Your subscription to the Service, and do not have any additional cost to You (unless otherwise stated in connection with new tools we may add in the future), Spatial retains all Intellectual Property Rights in the "Spatial Creator Toolkit" which is licensed to paid subscribers, and in the web-based content editor which we also license to You, and in any other design or creation tools or infrastructure that Spatial makes available to You. We grant You a non-exclusive, revocable, non-sublicensable, and non-transferable license to use the mentioned Creator tools for the purpose of creating, developing, modifying, uploading, and releasing Customer Content on the Platform, for the duration of Your subscription to the Service (unless sooner terminated by Spatial).
Rights to Customer Content (UGC): Except for (classic) avatars owned by Spatial or its licensors, as between You and Spatial, your own creations (i.e. your Customer Content) which You upload to or creator within Spaces are you intellectual property (excluding any element thereof consisting of the Spatial platform, Spatial software or other Spatial technology). You provide us with a license to use and display such Customer Content as necessary for us to provide the Service. Please review the Customer Content provisions of the Terms of Service which apply to this Addendum, including without limitation Sections 3 & 8.
Spatial Content. In the event that Spatial provides You with or makes available any Spatial content as part of Your subscription ("Spatial Content"), and subject to Your compliance with the Creator Addendum, Spatial hereby grants Creator a non-exclusive, limited, revocable, non-transferable license to use Spatial Content in Experiences/Spaces that You create for the duration of Your Spatial Subscription. Creator will not be entitled to monetize or receive compensation for any Spatial Content.
Spatial Trademarks. Subject to any trademark usage guidelines and Spatial's total discretion regarding how You use them, Spatial hereby grants Creator a non-exclusive, limited, revocable, non-transferable right to use the Spatial trademarks, whether registered or unregistered, solely for use within Creator's Space(s) on the Platform, including for use in connection with Virtual Items trademarks, whether registered or unregistered. All goodwill arising from any use by Creator of any Spatial trademarks will inure solely to Spatial. Use by Creator of any Spatial trademarks off the Spatial Platform (including a trademark that may be contained in the title of a Creator's Space/Experience) are only permitted as set forth in the Spatial Trademark Guidelines.
External Requests. The Service provides you with the ability to pull content from third party websites via external web request (“External Requests”) for use in Spaces within the Service (such content “External Content”). You acknowledge and agree that any and all such External Content that you pull via an External Request will be deemed to be your Customer Content and must comply with this Creator Addendum, the Terms of Service (including without limitation our Copyright Policy in Section 8), and the Community Guidelines. You agree that to the extent your External Content is available through the Marketplace (as defined below), then it will be subject to our Terms of Service, including without limitation Section 6. Additionally you may not use the External Request functionality in any manner that is inconsistent with this Creator Addendum, the Terms of Service or Community Guidelines as any of the forgoing may be updated from time to time. **For the avoidance of doubt using the External Request functionality to circumvent the Marketplace or monetization through the Services is prohibited.**
Other Creator Requirements. To be a Creator, you must meet the following eligibility criteria as well:
Omitted.
Selling Items. Note that while any User can become a Creator, and we encourage You to do so, not all Creators are permitted to be sellers of items and services at this time. To sell items using or through the Service, You must obtain special written permission and cooperation from Spatial. You may request such permission via email at contact@spatial.ai. We are still in beta phase with respect to selling until further notice.
Creator Responsibilities.
Keeping User Information Private. You agree to keep all user information private using reasonable security measures. You may not sell or disclose user information.
Use of User Information. You agree that you may only use a user's information in a manner that such user has expressly consented to.
Age Verification/Minors. If applicable law requires us to verify your age, you must provide such documentation as we may request to verify your age.
FTC Endorsement Guidelines. Whenever you make any public statements in connection with your Space, or any Spatial product or Experience, you agree to clearly and conspicuously disclose your affiliation with Spatial and any other sponsorship or endorsement in accordance with the then current FTC Endorsement Guides and otherwise comply with all applicable laws or regulations.
Contests and Promotions. You agree to comply with all policies, laws and regulations applicable when conducting any contest or promotion and you agree that you may not condition any participation in any contest or promotion on any use of, purchase or transaction using the Spatial platform.
Compliance with Laws. You agree to comply with all policies, laws and regulations applicable to you and your use of Spatial.
Payments.
Relationship. The relationship of Creators to Spatial is that of an independent contractor. There is no employer-employee relationship, partnership or joint venture between the parties.
Termination. All licenses granted above, to the Creator Toolkit and other Creator tools, to Spatial Content and to Spatial trademarks, can be terminated at any time by Spatial in its sole discretion upon notice to You by any means. The Copyright Policy and DMCA Takedown provisions are found in Section 8 of the Terms of Service, which apply to this Addendum.
Creator Templates. Spatial may allow You to make Creator Templates available for use by and/or sale to Users who have access to the Advanced Templates. All Creator Templates are subject to Spatial’s approval in its sole and absolute discretion. Spatial may remove access to a Creator Template for any reason or no reason whatsoever.
User Accounts Not Transferable. Spatial User accounts are named accounts and are not transferable. They can be closed, but neither the accounts nor any acquired rewards, levels or experience can be sold to other Users or Creators.
Creator Indemnification. Creator agrees to indemnify, defend and hold harmless Spatial and its employees, officers, directors, agents, successors, affiliates, assigns and others working on its behalf, from and against any and all third party claims, damages, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees) (collectively, "Losses"), arising out of or in connection with: (a) any Creator Content; (b) Space or Virtual Item created by Creator; (c) Creator's alleged or actual breach of : (i) the Creator's obligations hereunder, including without limitation the Creator Responsibilities, or (ii) any representation or warranty under these Terms; or (d) Creator's negligence or willful misconduct.