| FISH AUDIO RESEARCH LICENSE AGREEMENT |
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| Last Updated: March 7, 2026 |
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| I. INTRODUCTION |
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| This Agreement applies to any individual person or entity ("You", "Your" or |
| "Licensee") that uses or distributes any portion or element of the Fish Audio |
| Materials or Derivative Works thereof for any Research, Non-Commercial, or |
| Commercial purpose. Capitalized terms not otherwise defined herein are defined |
| in Section V below. |
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| This Agreement is intended to allow research and non-commercial uses of the |
| Materials free of charge. Any Commercial use of the Materials requires a |
| separate license from Fish Audio. |
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| By clicking "I Accept" or by using, distributing, or accessing any portion or |
| element of the Fish Audio Materials or Derivative Works, You agree that You |
| have read, understood and are bound by the terms of this Agreement. If You are |
| acting on behalf of a company, organization or other entity, then "You" |
| includes you and that entity, and You agree that You: (i) are an authorized |
| representative of such entity with the authority to bind such entity to this |
| Agreement, and (ii) You agree to the terms of this Agreement on that entity's |
| behalf. |
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| II. RESEARCH & NON-COMMERCIAL USE LICENSE |
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| Subject to the terms of this Agreement, Fish Audio grants You a non-exclusive, |
| worldwide, non-transferable, non-sublicensable, revocable and royalty-free |
| limited license under Fish Audio's intellectual property or other rights owned |
| by Fish Audio embodied in the Fish Audio Materials to use, reproduce, |
| distribute, and create Derivative Works of, and make modifications to, the Fish |
| Audio Materials for any Research or Non-Commercial Purpose. |
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| "Research Purpose" means academic or scientific advancement, and in each case, |
| is not primarily intended for commercial advantage or monetary compensation to |
| You or others. |
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| "Non-Commercial Purpose" means any purpose other than a Research Purpose that |
| is not primarily intended for commercial advantage or monetary compensation to |
| You or others, such as personal use (i.e., hobbyist) or evaluation and testing. |
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| III. COMMERCIAL USE |
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| Any use of the Fish Audio Materials or Derivative Works for a Commercial |
| Purpose requires a separate written license agreement from Fish Audio. No |
| commercial rights are granted under this Agreement. |
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| "Commercial Purpose" means any purpose other than a Research Purpose or |
| Non-Commercial Purpose that is primarily intended for or directed toward |
| commercial advantage or monetary compensation to You or others, including but |
| not limited to: (i) creating, modifying, or distributing Your product or |
| service, including via a hosted service or application programming interface, |
| (ii) Your business's or organization's internal operations, and (iii) any use |
| in connection with a product or service for which You charge a fee or generate |
| revenue, whether directly or indirectly. |
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| To obtain a commercial license, please contact Fish Audio at: |
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| Website: https://fish.audio |
| Email: business@fish.audio |
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| IV. GENERAL TERMS |
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| Your Research and Non-Commercial License under this Agreement is subject to the |
| following terms. |
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| a. Distribution & Attribution |
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| If You distribute or make available the Fish Audio Materials or a Derivative |
| Work to a third party, or a product or service that uses any portion of them, |
| You shall: (i) provide a copy of this Agreement to that third party, |
| (ii) retain the following attribution notice within a "Notice" text file |
| distributed as a part of such copies: "This model is licensed under the Fish |
| Audio Research License, Copyright (c) 39 AI, INC. All Rights Reserved.", and |
| (iii) prominently display "Built with Fish Audio" on a related website, user |
| interface, blogpost, about page, or product documentation. |
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| b. Use Restrictions |
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| Your use of the Fish Audio Materials and Derivative Works, including any |
| output or results of the Fish Audio Materials or Derivative Works, must |
| comply with applicable laws and regulations (including Trade Control Laws and |
| equivalent regulations) and adhere to Fish Audio's Acceptable Use Policy. |
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| Furthermore, You will not use the Fish Audio Materials or Derivative Works, |
| or any output or results of the Fish Audio Materials or Derivative Works, to |
| create or improve any foundational generative AI model (excluding the Models |
| or Derivative Works). |
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| c. Intellectual Property |
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| (i) No trademark licenses are granted under this Agreement. |
| (ii) You own Derivative Works You create, subject to Fish Audio's ownership |
| of the Fish Audio Materials. |
| (iii) You own any outputs generated from the Models or Derivative Works to |
| the extent permitted by applicable law. |
| (iv) If You institute litigation against Fish Audio alleging that the Fish |
| Audio Materials constitute infringement of intellectual property, then |
| any licenses granted to You under this Agreement shall terminate. |
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| d. Disclaimer of Warranty |
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| THE FISH AUDIO MATERIALS AND ANY OUTPUT AND RESULTS THEREFROM ARE PROVIDED ON |
| AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, |
| INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, |
| MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. |
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| e. Limitation of Liability |
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| IN NO EVENT WILL FISH AUDIO OR ITS AFFILIATES BE LIABLE UNDER ANY THEORY OF |
| LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, PRODUCTS LIABILITY, OR |
| OTHERWISE, ARISING OUT OF THIS AGREEMENT, FOR ANY LOST PROFITS OR ANY DIRECT, |
| INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES. |
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| f. Term and Termination |
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| The term of this Agreement will commence upon Your acceptance of this |
| Agreement and will continue until terminated. Fish Audio may terminate this |
| Agreement if You are in breach of any term. Upon termination, You shall |
| delete and cease use of any Fish Audio Materials or Derivative Works. |
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| g. Governing Law |
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| This Agreement will be governed by the laws of the United States and the |
| State of California. |
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| V. DEFINITIONS |
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| "Affiliate(s)" means any entity that directly or indirectly controls, is |
| controlled by, or is under common control with the subject entity. |
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| "Agreement" means this Fish Audio Research License Agreement. |
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| "Derivative Work(s)" means any derivative work of the Fish Audio Materials as |
| recognized by U.S. copyright laws, and any modifications to a Model, and any |
| other model created which is based on or derived from the Model or the Model's |
| output. |
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| "Documentation" means any specifications, manuals, documentation, and other |
| written information provided by Fish Audio related to the Software or Models. |
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| "Fish Audio" or "we" means 39 AI, INC. and its Affiliates. |
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| "Model(s)" means Fish Audio's proprietary models and algorithms, including |
| machine-learning models and trained model weights. |
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| "Software" means Fish Audio's proprietary software made available under this |
| Agreement. |
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| "Fish Audio Materials" means, collectively, Fish Audio's proprietary Models, |
| Software and Documentation made available under this Agreement. |
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| "Trade Control Laws" means any applicable U.S. and non-U.S. export control and |
| trade sanctions laws and regulations. |
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