01.  Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Clipnote, Inc. ("Clipnote," "we," "us," or "our") governing your access to and use of the Clipnote mobile application, website, and related services (collectively, the "Service"). By creating an account, accessing, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately cease using the Service.

02.  Eligibility

You must be at least 13 years of age to use the Service. By using the Service, you represent and warrant that you meet this age requirement. If you are between the ages of 13 and 18, you represent that your parent or legal guardian has reviewed and agreed to these Terms on your behalf.

Clipnote does not knowingly collect personal information from children under 13. If we become aware that a user under 13 has created an account, we will promptly delete the account and all associated data. If you believe a child under 13 has registered on the Service, please contact us at legal@clipnote.social.

03.  Account Registration and Security

To access certain features of the Service, you must create an account. You agree to:

1. provide accurate, current, and complete registration information;
2. maintain and promptly update your account information to keep it accurate;
3. maintain the confidentiality of your account credentials and not share them with any third party;
4. accept full responsibility for all activity that occurs under your account; and
5. immediately notify Clipnote at security@clipnote.social if you suspect any unauthorized access to your account.

Clipnote reserves the right to disable accounts that violate these Terms at any time and without prior notice.

04.  User Content and License

4.1  Ownership

You retain all intellectual property rights in the audio recordings, text, images, and other creative content you post, upload, or transmit through the Service ("User Content"). These Terms do not transfer any ownership of your User Content to Clipnote.

4.2  License Grant

By posting User Content on the Service, you grant Clipnote a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to host, store, cache, reproduce, display, distribute, transmit, adapt (including creating excerpt clips, generating transcriptions, and creating thumbnail images), and communicate your User Content to the public, solely for the purposes of operating, developing, improving, and promoting the Service.

4.3  Advertising and Platform Promotion

4.4  Representations and Warranties

You represent and warrant that:

1. you own or have the necessary rights, licenses, and permissions to post your User Content and to grant the license above;
2. your User Content does not infringe any third party's intellectual property rights, privacy rights, or any other rights;
3. your User Content is accurate and not misleading; and
4. your User Content complies with these Terms and all applicable laws and regulations.

4.5  Content Responsibility

You are solely responsible for your User Content and the consequences of posting it. Clipnote does not endorse any User Content or any opinion, recommendation, or advice expressed therein.

05.  Copyright and DMCA Policy

5.1  Respect for Copyright

Clipnote respects the intellectual property rights of others and expects all users to do the same. Posting audio recordings of copyrighted text, poetry, literary works, music, or other protected content without the rights holder's permission may constitute copyright infringement and is a violation of these Terms.

5.2  DMCA Takedown Notices

If you believe your copyrighted work has been posted on the Service without authorization, you may submit a notice of claimed infringement to our designated DMCA Agent:

Your written notice must include:

1. a physical or electronic signature of the copyright owner or an authorized agent;
2. identification of the copyrighted work(s) claimed to be infringed;
3. identification of the infringing material and sufficient information to allow Clipnote to locate the material on the Service (including URL or content identifier);
4. your name, address, telephone number, and email address;
5. a statement that you have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or law; and
6. a statement, made under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the copyright owner.

Upon receiving a valid notice, Clipnote will remove or disable access to the allegedly infringing material within 72 hours and notify the affected user.

5.3  Counter-Notices

If your content was removed in response to a DMCA takedown notice and you believe the removal was in error or that you have the right to post the content, you may submit a counter-notice to our DMCA Agent. Your counter-notice must comply with the requirements of 17 U.S.C. § 512(g)(3). Upon receipt of a valid counter-notice, Clipnote may restore the removed content after 10–14 business days unless the original complainant files a court action.

5.4  Repeat Infringer Policy

Clipnote maintains a strict repeat infringer policy. The accounts of users who receive three or more valid DMCA takedown notices within any rolling 12-month period will be permanently terminated. Clipnote reserves the right to terminate accounts of repeat infringers at its sole discretion, including before the third notice where circumstances warrant.

06.  Prohibited Conduct

You agree not to use the Service to:

1. post content that infringes any third party's intellectual property, privacy, or other rights;
2. harass, threaten, bully, stalk, or intimidate other users;
3. post content that constitutes hate speech, incites violence, or discriminates on the basis of race, ethnicity, national origin, religion, gender, gender identity or expression, sexual orientation, disability, age, or any other characteristic protected by applicable law;
4. post sexually explicit content, content depicting nudity for a non-educational purpose, or any content that sexualizes or endangers minors in any way;
5. impersonate any person or entity, or falsely represent your identity or affiliation with any person or entity;
6. post spam, chain letters, pyramid schemes, or unsolicited commercial communications;
7. distribute malware, viruses, ransomware, or any code designed to harm or gain unauthorized access to any system;
8. scrape, crawl, index, or otherwise extract data from the Service by automated means without Clipnote's express written consent;
9. circumvent, disable, or interfere with any security, access control, or technical protection feature of the Service;
10. create multiple accounts for the purpose of evading a ban or suspension;
11. engage in any form of market manipulation, artificial amplification, or coordinated inauthentic behavior; or
12. violate any applicable local, state, national, or international law, regulation, or treaty.

07.  Content Moderation

Clipnote reserves the right, but undertakes no obligation, to monitor, review, screen, edit, refuse to post, or remove any User Content at any time and without prior notice, in our sole discretion, including content that Clipnote believes violates these Terms, applicable law, or third-party rights.

Clipnote is not liable for any failure to remove content, delay in removal, or content that remains accessible after removal due to caching or third-party archival. If you encounter content that you believe violates these Terms, you may report it using the in-app reporting feature.

08.  Subscriptions and Payments

8.1  Creator Subscriptions

Certain creators on Clipnote may offer subscription access to their exclusive content for a recurring monthly or annual fee. By subscribing to a creator's content, you agree to pay the fee displayed at the time of purchase.

8.2  Billing and Payment Processing

All payments are processed through Apple App Store or Google Play Store billing systems. By initiating a subscription, you authorize the applicable app store to charge the payment method associated with your account on a recurring basis. Clipnote does not directly store or process your payment card information.

8.3  Cancellation and Refunds

You may cancel any subscription at any time through your device's app store settings. Cancellation takes effect at the end of the current billing period; your access to the creator's content continues until that date. No partial refunds are issued for unused portions of a subscription period, except where required by applicable law. For refund requests related to technical issues, contact support@clipnote.social.

09.  Termination

9.1  Termination by You

You may close your account at any time by navigating to Settings → Account → Delete Account. Upon deletion, your account and public-facing content will be removed within 30 days, subject to any legal holds.

9.2  Termination by Clipnote

Clipnote may, at its sole discretion and without prior notice or liability, suspend or permanently terminate your access to all or any part of the Service if Clipnote determines that you have violated these Terms or for any other reason. Clipnote will make reasonable efforts to provide notice when feasible but is under no obligation to do so.

9.3  Effect of Termination

Upon termination, your license to use the Service immediately ceases. Clipnote has no obligation to retain, forward, or provide copies of your User Content after termination. Sections 4, 5, 10, 11, 12, and 13 of these Terms survive termination indefinitely.

10.  Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CLIPNOTE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT. CLIPNOTE DOES NOT WARRANT THAT (A) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (C) THE SERVICE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK.

11.  Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CLIPNOTE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SERVICE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF CLIPNOTE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL CLIPNOTE'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF: (A) THE TOTAL AMOUNTS YOU PAID TO CLIPNOTE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100.00 USD).

Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for consequential or incidental damages, so some of the above limitations may not apply to you.

12.  Indemnification

You agree to defend, indemnify, and hold harmless Clipnote, Inc. and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees and court costs) arising out of or relating to:

1. your violation of any provision of these Terms;
2. your User Content, including any claim that your User Content infringes or misappropriates a third party's intellectual property or other rights;
3. your use of or access to the Service;
4. your violation of any applicable law or regulation; or
5. your violation of any third party's rights.

13.  Governing Law and Dispute Resolution

13.1  Governing Law

These Terms and any dispute or claim arising out of or in connection with them or the Service shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without giving effect to any choice-of-law or conflict-of-law rules.

13.2  Binding Arbitration

Except as provided in Section 13.4, any dispute, controversy, or claim arising out of or relating to these Terms, the breach thereof, or the Service shall be finally settled by binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, as modified by these Terms. The arbitration shall be conducted in the English language. The arbitrator shall have authority to award any remedy available at law or in equity. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

13.3  Class Action Waiver

13.4  Exceptions to Arbitration

Either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction in the State of Delaware to prevent actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information, without waiving the right to arbitrate other claims.

14.  Changes to Terms

Clipnote reserves the right to modify these Terms at any time. For material changes, Clipnote will provide at least thirty (30) days' advance notice by email to the address associated with your account, or by a prominent in-app notice. Your continued use of the Service following the effective date of any changes constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Service and delete your account before the effective date of the changes.

15.  General Provisions

If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it enforceable, or if it cannot be modified, it shall be severed from these Terms, and the remaining provisions shall continue in full force and effect. Clipnote's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. These Terms, together with the Privacy Policy, constitute the entire agreement between you and Clipnote regarding the Service and supersede all prior agreements, representations, and understandings of any kind.

16.  Contact Information

If you have questions about these Terms of Service, please contact us: