terms and conditions

effective june 23, 2026 · last updated july 4, 2026

These Terms and Conditions govern your access to and use of the madpixel website, including the waitlist and related marketing pages, and the madphase desktop application and related software, updates, and documentation.

1. introduction

The website and software are operated by MadPixel Software Inc., a company incorporated in Canada. By accessing the website, joining the waitlist, downloading, installing, or using the software, you agree to be bound by these terms. If you do not agree, do not use the services.

2. eligibility

You must be at least the age of majority in your province, state, or country of residence, or be the age of digital consent and have the permission of a parent or legal guardian, to use the services. By using the services you represent that you meet these requirements and that any information you provide is accurate.

3. definitions

  • Account means any registration, license key, or login credentials associated with your use of the software.
  • Content means images, video, audio, project files, including .mphase files, text, and other material you import into, create with, or export from the software.
  • Covered Period means each completed twelve (12)-month paid subscription period used to determine which desktop application releases and updates are covered by a Perpetual Fallback License. For an annual subscription, this is each paid annual term that remains paid and valid. For a monthly subscription, this is each block of twelve (12) consecutive successful monthly payments that remains paid and valid. Partial monthly periods after a completed block do not advance the Covered Period.
  • Covered Releases means the madphase desktop application releases and Updates generally made available to subscribed customers on or before the end of your most recent completed Covered Period, excluding releases or Updates made available after that completed twelve (12)-month mark unless you renew or maintain an active subscription.
  • Order means a purchase of a license, subscription, or other paid offering for the software.
  • Perpetual Fallback License means a limited right to keep using Covered Releases after the relevant Covered Period ends, as described in these terms.
  • Updates means patches, bug fixes, new versions, and feature changes to the software.

4. website and waitlist

The website provides information about MadPixel and madphase and may allow you to join a waitlist or sign up to receive updates. When you join the waitlist or subscribe, you agree that we may contact you about madphase, product availability, and related news in accordance with our Privacy Policy. You can unsubscribe at any time using the link in our emails or by contacting us at hello@madpixel.software.

We may change, suspend, or discontinue any part of the website at any time without notice.

5. pre-release access

Parts of the services may be offered on a pre-release, beta, early-access, or research-preview basis. Pre-release services are provided "as is" and "as available", may contain bugs or incomplete features, may change or be withdrawn at any time, and may be less reliable than a general-availability release. You use pre-release services at your own risk.

6. license to use the software

license grant

Subject to your compliance with these terms and, where applicable, payment of all fees, MadPixel grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the software on devices you own or control, for your personal or internal business purposes. If you qualify for a Perpetual Fallback License, this license continues for the Covered Releases after the relevant Covered Period ends, subject to these terms.

ownership

The software is licensed, not sold. MadPixel and its licensors retain all right, title, and interest in and to the software, the website, and all related intellectual property, including trademarks, logos, source code, designs, and documentation. No rights are granted to you except as expressly set out in these terms.

license restrictions

  • Do not copy, modify, translate, or create derivative works of the software except as permitted by law.
  • Do not reverse engineer, decompile, disassemble, or attempt to derive source code, except to the extent this restriction is prohibited by applicable law.
  • Do not rent, lease, lend, sell, sublicense, distribute, or otherwise transfer the software or your license to any third party.
  • Do not remove, alter, or obscure proprietary notices.
  • Do not circumvent, disable, or interfere with license-enforcement, security, or update mechanisms.
  • Do not use the software to develop a competing product or for any unlawful purpose.

third-party components

The software may include third-party or open-source components licensed under their own terms. Those terms govern your use of the relevant components and apply to those components only in case of conflict with these terms.

7. orders, pricing, and payment

madphase may offer free, trial, and paid access. Free access may include watermarks or other limitations. If you purchase a license or subscription, prices, billing periods, and what each offering includes are described at the point of sale. Fees are stated in the currency shown at checkout and are exclusive of taxes unless stated otherwise.

  • Payments are processed by third-party payment providers, including Paddle. We do not store full payment-card details, and your purchase is also subject to the payment provider's terms.
  • You may request a full refund within fourteen (14) days of purchase by emailing hello@madpixel.software. Beyond that period, fees are non-refundable except where required by law.
  • Unless stated otherwise at the point of sale, annual subscriptions include a Perpetual Fallback License for Covered Releases through each paid annual term, and monthly subscriptions qualify after each block of twelve (12) consecutive successful monthly payments.
  • Subscription offerings renew automatically for the stated period unless cancelled before the renewal date. You may cancel, resume, or update your payment method as described at the point of sale or by contacting us.

We may change prices and offerings prospectively. Price changes do not affect orders already placed.

8. perpetual fallback license

A "Perpetual Fallback License" is a limited, non-transferable right to continue using Covered Releases after the relevant Covered Period ends, subject to these terms.

A Covered Period is completed by either: (a) an annual subscription term that remains paid and valid; or (b) a block of twelve (12) consecutive monthly subscription payments that remain paid and valid. If a monthly payment fails, the block remains intact provided the payment is successfully collected within fourteen (14) days of its original due date; otherwise the block ends without qualifying. Cancelling a monthly subscription ends the current block at the end of the last paid month, without qualifying. Refunds, chargebacks, payment reversals, and account abuse void the affected payments and any qualification that depended on them.

An ended, incomplete, or voided block never reduces or revokes a Perpetual Fallback License already earned from an earlier completed Covered Period. Resubscribing after any lapse begins a new twelve (12)-month block starting on the date of resumption; no fees are owed for the lapsed period, and months from an incomplete earlier block do not carry forward. Switching from monthly to annual billing begins a new annual Covered Period; months from an incomplete monthly block do not carry forward. Partial periods beyond your most recent completed Covered Period do not advance the Covered Releases. Each additional completed Covered Period advances the Covered Releases to the release current at its completion.

Covered Releases include the madphase desktop application releases and all Updates to the desktop application generally made available to subscribed customers on or before your most recent completed Covered Period, including feature, compatibility, security, and patch releases. The Perpetual Fallback License does not include access to newer application versions or Updates released after that completed twelve (12)-month mark unless you renew or maintain an active subscription.

Hosted services, account services, support, cloud features, AI features, third-party model/provider costs, and any usage-based services are not included in the Perpetual Fallback License unless expressly stated. Those services may require an active subscription, a separate purchase, usage credits, or third-party provider access.

We may require reasonable sign-in, activation, or license validation to verify a Perpetual Fallback License. That validation does not include or create a continuing right to hosted services, account services, support, cloud features, AI features, or third-party services.

9. updates and software changes

The software may automatically check for and download or install updates. Updates may add, change, or remove features. We may stop supporting older versions, operating systems, or hardware. We aim to maintain compatibility and stability, but we do not guarantee that any particular feature will remain available. Stopping support for an older release does not revoke a valid Perpetual Fallback License for Covered Releases, but older releases may stop receiving support, fixes, compatibility updates, or access to services that require an active subscription.

10. your content

You retain all rights in your content. MadPixel does not claim ownership of your content. The software is designed to process your content locally on your device. We do not require you to upload your content to us to use the core editing, compositing, and export features.

You are solely responsible for your content, for keeping backups, and for ensuring you have the necessary rights to use any material you import, including images, video, audio, and fonts.

third-party and ai features

Optional features may connect to third-party services. Where AI-assisted features operate using your own third-party API keys, the content and prompts you submit are sent to the third-party provider you configured, under that provider's terms and privacy policy, and not to MadPixel. You are responsible for your use of those services and any associated costs.

11. acceptable use

You agree not to use the services to create, store, or distribute unlawful material or material that infringes the rights of others; to gain unauthorized access to our systems; to interfere with or disrupt the services; or to misuse, probe, or scan our infrastructure. We may suspend or terminate access for conduct that we reasonably believe violates these terms or harms MadPixel, other users, or third parties.

12. disclaimers

To the maximum extent permitted by applicable law, the services are provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the services will be uninterrupted, error-free, secure, or free of harmful components, or that any defects will be corrected. You are responsible for backing up your content.

Some jurisdictions do not allow the exclusion of certain warranties, so some exclusions may not apply to you. In that case, any statutorily required warranties are limited to the minimum scope and duration permitted by law.

13. limitation of liability

To the maximum extent permitted by applicable law, MadPixel and its directors, officers, employees, and suppliers will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or loss or corruption of content or project files, arising out of or relating to the services, whether in contract, tort, or otherwise, even if advised of the possibility of such damages.

To the maximum extent permitted by law, MadPixel's total aggregate liability for all claims arising out of or relating to the services will not exceed the greater of the amount you paid to MadPixel for the software in the twelve (12) months before the event giving rise to the claim, or CAD $50. Nothing in these terms limits liability that cannot be limited by law.

14. indemnification

You agree to indemnify and hold harmless MadPixel and its directors, officers, employees, and suppliers from and against claims, damages, liabilities, and expenses, including reasonable legal fees, arising out of or related to your content, your use of the services, or your breach of these terms or applicable law, except to the extent caused by MadPixel.

15. termination

These terms apply while you use the services. You may stop using the services and uninstall the software at any time. We may suspend or terminate your access or license if you breach these terms or if we discontinue the services. On termination, the license granted to you ends and you must stop using and remove the software, except for any Perpetual Fallback License that remains valid under these terms. Sections that by their nature should survive termination will survive.

16. changes to these terms

We may update these terms from time to time. If we make material changes, we will update the "Last updated" date and, where appropriate, provide additional notice. Your continued use of the services after changes take effect constitutes acceptance of the revised terms.

17. governing law and disputes

These terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. Subject to any non-waivable rights you have as a consumer under the law of your place of residence, the courts located in Ontario, Canada will have exclusive jurisdiction over disputes arising out of or relating to these terms or the services.

18. general

  • These terms, together with the Privacy Policy and any terms presented at the point of sale, are the entire agreement between you and MadPixel regarding the services.
  • If any provision is found unenforceable, the remaining provisions remain in effect.
  • Our failure to enforce any provision is not a waiver of it.
  • You may not assign these terms without our consent. We may assign them in connection with a merger, acquisition, or sale of assets.
  • We are not liable for failures or delays caused by events beyond our reasonable control.

19. contact

Questions about these terms can be sent to MadPixel Software Inc. at hello@madpixel.software.