Audio Licence Agreement

Document: Audio Licence Agreement Effective Date: 1 March 2026 Version: 1.0

Table of Contents

1. Introduction
2. Definitions
3. Grant of Licence
4. Ownership and Intellectual Property
5. Permitted Uses
6. Restrictions
7. Attribution
8. Revocation and Termination
9. Warranty Disclaimer
10. Limitation of Liability
11. Governing Law & Jurisdiction
12. Contact

1. Introduction

1.1. This Audio Licence Agreement ("Agreement") governs your use of audio files generated through the TheraScript platform. It forms part of, and should be read alongside, the Terms of Service ("ToS").

1.2. This Agreement is between you ("Practitioner", "you") and TheraScripts, a company registered in England & Wales (company number 16196583), with its registered address at 167-169 Great Portland Street, London, England, W1W 5PF ("TheraScript", "we", "us", "the Company").

1.3. By generating, downloading, or using any Audio File through the TheraScript platform, you confirm that you have read, understood, and agree to be bound by this Agreement.

1.4. In the event of any conflict between this Agreement and the ToS, the terms of this Agreement shall prevail with respect to audio file licensing. For all other matters, the ToS shall govern.

2. Definitions

2.1. "Audio File" — An MP3 file generated by the TheraScript platform from a script text using text-to-speech technology, including any spoken content, Background Elements, and Watermark (if applicable).

2.2. "Background Elements" — Background music, binaural beats, ambient sounds, or other sound design elements that may be layered under the spoken content of an Audio File, as selected or applied during generation.

2.3. "Commercial Use" — Any use of an Audio File beyond Personal Client Use, including but not limited to: use in group workshops, seminars, products for sale, downloadable audio packs, course materials, practitioner websites or apps, and corporate wellness programmes.

2.4. "Personal Client Use" — Sharing an Audio File with the specific individual client for whom it was generated, solely for that client's own personal therapeutic listening.

2.5. "Practitioner" — A registered user of the TheraScript platform who holds an active account and subscription.

2.6. "Script Text" — The written therapeutic session script from which an Audio File is generated. Ownership of Script Text is governed by ToS Section 7.

2.7. "TheraScript Platform" — The web-based application operated by TheraScripts at therascript.com, including all features, tools, and services used to generate scripts and audio files.

2.8. "TTS Technology" — The text-to-speech technology and voice models used by the TheraScript platform to convert Script Text into spoken audio, currently provided by OpenAI (gpt-4o-mini-tts) and Google Cloud Text-to-Speech (Gemini).

2.9. "Voice Model" — A specific synthesised voice (characterised by language, accent, tone, and style) made available through the TTS Technology for audio generation.

2.10. "Watermark" — A brief spoken credit ("Generated by TheraScript") embedded in Audio Files generated under the Free tier.

3. Grant of Licence

3.1 Personal Client Use Licence (Pro Subscribers)

3.1.1. If you hold an active Pro subscription, we grant you a non-exclusive, non-transferable, revocable licence to use Audio Files generated through your account for Personal Client Use.

3.1.2. This licence permits you to:

• (a) Download the Audio File from the TheraScript platform.
• (b) Share the Audio File with the specific individual client for whom it was generated.
• (c) Allow that client to listen to the Audio File for their own personal therapeutic use.

3.1.3. This licence is included in your Pro subscription at no additional cost.

3.1.4. This licence does not permit Commercial Use. If you require Commercial Use rights, you must obtain a Commercial Use Licence as described in Section 3.2.

3.2 Commercial Use Licence (Studio / Add-On)

3.2.1. A Commercial Use Licence grants you a non-exclusive, non-transferable licence to use Audio Files generated through your account for Commercial Use, in addition to Personal Client Use.

3.2.2. A Commercial Use Licence may be obtained by:

• (a) Purchasing a per-audio commercial licence add-on at the time of generation or afterwards through your account; or
• (b) Subscribing to an Studio plan, which includes Commercial Use rights for all Audio Files generated under that plan.

3.2.3. The Commercial Use Licence permits the uses described in Section 5.2, subject to the restrictions in Section 6 and the attribution requirements in Section 7.

3.2.4. The Commercial Use Licence is non-exclusive. TheraScript may licence the same TTS Technology, Voice Models, and Background Elements to other practitioners and third parties.

3.3 Free Tier Restrictions

3.3.1. Audio Files generated under the Free tier include a Watermark and are licensed solely for your personal review and evaluation of the TheraScript platform.

3.3.2. Free tier Audio Files must not be:

• (a) Shared with clients.
• (b) Used in any professional, therapeutic, or commercial setting.
• (c) Published, distributed, or made available to any third party.

3.3.3. Removing, altering, obscuring, or attempting to circumvent the Watermark is strictly prohibited and constitutes a material breach of this Agreement and the ToS.

4. Ownership and Intellectual Property

4.1 TheraScript Retains Ownership

4.1.1. TheraScript (TheraScripts) retains all intellectual property rights in:

• (a) The audio generation technology, platform, and underlying systems.
• (b) The TTS Technology, Voice Models, and synthesised voice recordings (licenced from OpenAI and Google Cloud).
• (c) All Background Elements, including background music, binaural beats, and sound design.
• (d) The Watermark and any branding elements embedded in Audio Files.
• (e) The process and methodology by which Script Text is converted into audio.

4.1.2. No rights in any of the above are transferred to you under this Agreement.

4.2 Audio Files Are Licensed, Not Owned

4.2.1. Under section 9(3) of the Copyright, Designs and Patents Act 1988 (CDPA), the author of a computer-generated work is the person by whom the arrangements necessary for the creation of the work are made. TheraScript makes the arrangements for the creation of Audio Files by operating the TTS Technology, selecting and configuring Voice Models, applying Background Elements, and processing the audio output.

4.2.2. Accordingly, TheraScript is the author and owner of the copyright in each Audio File. You receive a licence to use the Audio File in accordance with this Agreement. You do not acquire ownership of any Audio File.

4.3 Script Text Ownership

4.3.1. Your ownership of or licence to the Script Text (as determined by ToS Section 7) is not affected by this Agreement.

4.3.2. However, converting Script Text into an Audio File creates a derivative work. The Audio File — as a distinct creative work combining voice synthesis, timing, intonation, and Background Elements with the Script Text — is owned by TheraScript and licenced to you under this Agreement.

4.4 Background Elements

4.4.1. Background Elements may be sourced from royalty-free libraries or produced in-house. TheraScript reserves the right to change, update, or discontinue specific Background Elements at any time without notice.

4.4.2. You do not acquire any separate rights in Background Elements. Your rights are limited to the use of the complete Audio File as licenced under this Agreement.

5. Permitted Uses

5.1 Personal Client Use Licence (Pro)

Under the Personal Client Use Licence, you may:

• (a) Share the Audio File with the specific individual client for whom it was generated.
• (b) Deliver the Audio File to that client via secure digital means (e.g., email, secure file sharing, practitioner portal).
• (c) Allow the client to download and store the Audio File on their personal devices for repeated listening.
• (d) Store the Audio File on your own devices and systems for record-keeping purposes.

5.2 Commercial Use Licence (Studio / Add-On)

Under the Commercial Use Licence, in addition to the uses permitted in Section 5.1, you may:

• (a) Use Audio Files in group workshops and seminars that you organise and deliver.
• (b) Include Audio Files in products for sale, such as downloadable audio packs and course materials.
• (c) Make Audio Files available through your own website or application for client access.
• (d) Use Audio Files in corporate wellness programmes that you deliver.
• (e) Include Audio Files in digital courses or membership programmes that you operate.

All Commercial Uses are subject to the attribution requirements in Section 7.

6. Restrictions

6.1. Regardless of your licence tier, you must not:

• (a) Redistribute publicly — Upload, publish, or make Audio Files available on public platforms, including but not limited to music streaming services (e.g., Spotify, Apple Music), podcast directories, video platforms (e.g., YouTube, TikTok), or social media, unless you hold a Commercial Use Licence and the distribution is part of a structured programme or product you deliver.
• (b) Sub-licence — Grant any third party a licence or sub-licence to use, copy, or distribute Audio Files.
• (c) Resell standalone — Sell Audio Files as standalone products without additional therapeutic content, context, or value that you provide as part of your professional practice.
• (d) Claim voice ownership — Represent the synthesised voice in any Audio File as your own voice, your organisation's proprietary voice, or the voice of any real individual.
• (e) Remove or alter the Watermark — Modify, remove, obscure, or attempt to circumvent any Watermark on Free tier Audio Files.
• (f) Reverse engineer — Attempt to extract, isolate, or reverse-engineer the Voice Models, Background Elements, or any component of the audio generation technology from Audio Files.
• (g) Misrepresent origin — Claim that Audio Files were produced by any means other than the TheraScript platform, or conceal the AI-generated nature of the audio when asked.
• (h) Transfer accounts — Share your account credentials or allow others to generate Audio Files under your licence.

6.2. Under the Personal Client Use Licence specifically, you must not:

• (a) Share an Audio File with anyone other than the specific client for whom it was generated.
• (b) Use Audio Files in group settings, workshops, or any context involving multiple listeners.
• (c) Include Audio Files in any product, programme, or material intended for sale or public distribution.

6.3. Under the Free tier specifically, you must not:

• (a) Share Audio Files with clients or any third party.
• (b) Use Audio Files in any professional, therapeutic, or commercial setting.

7. Attribution

7.1. If you hold a Commercial Use Licence, you must provide clear attribution to TheraScript wherever an Audio File is used commercially.

7.2. The required attribution format is:

"Audio generated using TheraScript"

7.3. Attribution must be placed in a reasonably visible location, including but not limited to:

• (a) Product descriptions or liner notes for downloadable audio packs.
• (b) Course materials or programme descriptions that include Audio Files.
• (c) Website pages or app screens from which Audio Files can be accessed or downloaded.
• (d) Printed or digital materials accompanying workshops or seminars where Audio Files are played.

7.4. Attribution is not required for Personal Client Use (one-to-one sharing with the individual client).

7.5. You must not use TheraScript's name, logo, or branding in any way that implies endorsement, sponsorship, or partnership beyond the attribution required by this section, unless you have our prior written consent.

8. Revocation and Termination

8.1 Licence Duration

8.1.1. Your licence to use Audio Files remains in effect for as long as you maintain an active, paid subscription to the TheraScript platform at the relevant tier (Pro or Studio).

8.1.2. Free tier licences remain in effect for as long as you maintain an active Free tier account.

8.2 Termination of Licence

8.2.1. Your licence under this Agreement terminates automatically when:

• (a) Your subscription ends (whether by cancellation, non-payment, or expiry).
• (b) Your account is terminated by us under the ToS (Section 14).
• (c) You commit a material breach of this Agreement.

8.3 Effect of Termination on Downloaded Files

8.3.1. Personal Client Use Licence: Upon termination, Audio Files already downloaded and shared with clients prior to termination may continue to be used by those clients for personal listening. You must not share any additional Audio Files after termination.

8.3.2. Commercial Use Licence: Upon termination, Audio Files already incorporated into commercial products, courses, or materials prior to termination may continue to be used in those existing products. You must not incorporate Audio Files into any new products or materials after termination, and you must not generate new Audio Files for commercial use.

8.3.3. Free tier: Upon termination, all rights to Free tier Audio Files cease immediately. You should delete any downloaded Free tier Audio Files.

8.4 Termination for Breach

8.4.1. If we determine that you have breached this Agreement, we may:

• (a) Revoke your licence to specific Audio Files or all Audio Files.
• (b) Require you to cease all use and destroy all copies of affected Audio Files.
• (c) Terminate your account under the ToS.
• (d) Pursue any other remedies available to us at law.

9. Warranty Disclaimer

9.1. Audio Files are provided "as is" and "as available." We make no warranties, express or implied, regarding Audio Files, including but not limited to:

• (a) The quality, clarity, naturalness, or intelligibility of the synthesised voice.
• (b) The accuracy of pronunciation, including pronunciation of client names or specialist terminology.
• (c) The suitability of any Audio File for a particular therapeutic purpose or client.
• (d) The continued availability of any specific Voice Model, accent, language, or voice style.
• (e) The therapeutic efficacy or clinical appropriateness of the audio content.

9.2. Voice Models are provided by third-party TTS Technology providers and may be updated, changed, or discontinued at any time. We do not guarantee that a specific Voice Model will remain available, or that it will sound identical across different generation dates.

9.3. Background Elements may be changed, updated, or removed at any time. We do not guarantee that specific background music, binaural beats, or sound design options will remain available.

9.4. You are responsible, as a qualified practitioner, for reviewing all generated audio content and assessing its suitability before sharing it with clients. The audio generation feature is a tool to support your professional practice and does not replace your clinical judgement.

10. Limitation of Liability

10.1. The limitation of liability provisions in the ToS (Section 12) apply to this Agreement in full.

10.2. Without limiting the generality of the ToS provisions, we are not liable for:

• (a) Any clinical, therapeutic, or health-related outcomes arising from a client's use of an Audio File.
• (b) Any loss, damage, or claim arising from mispronunciation of names or terminology in Audio Files.
• (c) Any loss arising from changes to or discontinuation of Voice Models or Background Elements.
• (d) Any loss arising from the Practitioner's failure to comply with the terms of this Agreement, including use of Audio Files beyond the scope of the licence granted.
• (e) Any indirect, incidental, consequential, special, or punitive damages arising from the use or inability to use Audio Files.

10.3. Nothing in this Agreement excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

11. Governing Law & Jurisdiction

11.1. This Agreement is governed by and construed in accordance with the laws of England & Wales, consistent with the ToS (Section 17).

11.2. Any disputes arising from or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of England & Wales, except where the arbitration clause in the ToS (Section 15) applies to US-based users.

11.3. If any provision of this Agreement is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be limited or removed to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

12. Contact

If you have questions about this Agreement or audio licensing, please contact us:

TheraScripts 167-169 Great Portland Street London, England, W1W 5PF

Contact form: therascript.com/contact (select "Audio Licensing")

This Audio Licence Agreement forms part of the Terms of Service for the TheraScript platform. Last updated: 1 March 2026.