Terms of Service

1. Introduction

Welcome to Papaya Notes ("we," "our," or "us"). By accessing or using our website, mobile application, and services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our Services.

Papaya Notes is an AI-powered note-taking and knowledge management platform that allows users to create, organize, and share rich-text notes with advanced features including smart summaries, voice dictation, and real-time collaboration.

These Terms constitute a legally binding agreement between you and Papaya Notes regarding your use of the Services. Please read them carefully.

2. Eligibility

You must be at least 13 years of age to use our Services. If you are under 18 years of age, you represent that you have your parent or guardian's permission to use the Services and that they have read and agreed to these Terms on your behalf.

By using our Services, you represent and warrant that you have the legal capacity to enter into a binding agreement with Papaya Notes and that you are not barred from using the Services under applicable law.

3. Account Registration

To access certain features of our Services, you may need to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.

We reserve the right to disable any user account at any time in our sole discretion, including if we believe that you have violated any provision of these Terms.

4. Subscription and Billing

Papaya Notes offers both free and paid subscription plans. By selecting a paid subscription, you agree to pay the subscription fees indicated for your selected plan. Payment will be charged to your chosen payment method at confirmation of purchase and at the beginning of each subscription period.

Subscriptions automatically renew unless auto-renew is turned off at least 24 hours before the end of the current subscription period. You can manage your subscription and turn off auto-renewal through your account settings.

We reserve the right to change our subscription plans or adjust pricing for our service in any manner and at any time as we may determine in our sole discretion. Any price changes will take effect following notice to you.

5. User Content

Our Services allow you to create, upload, store, and share content, including but not limited to text, files, images, audio, and links ("User Content"). You retain ownership of your User Content.

By uploading or creating User Content, you grant Papaya Notes a worldwide, non-exclusive, royalty-free license to use, copy, modify, process, adapt, publish, transmit, and display your User Content solely for the purposes of operating, developing, providing, and improving the Services and researching and developing new products and services.

You represent and warrant that: (i) you own your User Content or have the right to grant the rights and licenses contained in these Terms; (ii) your User Content does not violate any third-party rights, including intellectual property rights and privacy rights; and (iii) your User Content complies with these Terms and all applicable laws and regulations.

6. Prohibited Activities

When using our Services, you agree not to:

• Violate any applicable law, regulation, or these Terms
• Infringe upon or violate any third-party rights, including intellectual property and privacy rights
• Upload, transmit, or distribute any content that is illegal, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive of another's privacy, or otherwise objectionable
• Impersonate any person or entity or falsely state or misrepresent your affiliation with a person or entity
• Interfere with or disrupt the Services or servers or networks connected to the Services
• Attempt to gain unauthorized access to any portion of the Services or other accounts, computer systems, or networks connected to the Services
• Use the Services for any illegal or unauthorized purpose
• Use any automated means, including bots, scrapers, or spiders, to access the Services or collect data from the Services
• Reverse engineer, decompile, or attempt to extract the source code of the Services
• Create multiple accounts for abusive purposes

7. Intellectual Property Rights

Papaya Notes and its licensors own all right, title, and interest in and to the Services, including all intellectual property rights therein. You may not use our name, logo, or trademarks without our prior written consent.

The Services contain content owned or licensed by Papaya Notes ("Papaya Notes Content"). Papaya Notes Content is protected by copyright, trademark, patent, trade secret, and other laws, and we own and retain all rights in the Papaya Notes Content.

We grant you a limited, revocable, non-transferable, non-exclusive license to use the Services and Papaya Notes Content for your personal, non-commercial use, subject to these Terms.

8. Privacy

Please refer to our Privacy Policy for information about how we collect, use, and disclose information about you. By using the Services, you consent to the collection, use, and disclosure of your information as set forth in our Privacy Policy.

9. Termination

We may terminate or suspend your access to all or part of the Services immediately, without prior notice or liability, for any reason, including if you breach any of these Terms. Upon termination, your right to use the Services will immediately cease.

You may terminate your account at any time by following the instructions on our website or in our app. Terminating your account may not immediately cancel your subscription, and you may still be charged for the current billing period.

All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. PAPAYA NOTES DOES NOT WARRANT THAT THE SERVICES ARE ACCURATE, ERROR-FREE, OR RELIABLE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

PAPAYA NOTES MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE SERVICES OR THE CONTENT OF ANY WEBSITES LINKED TO THE SERVICES.

11. Limitation of Liability

IN NO EVENT SHALL PAPAYA NOTES, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT PAPAYA NOTES SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

12. Indemnification

You agree to defend, indemnify, and hold harmless Papaya Notes, its officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of these Terms; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party. This defense and indemnification obligation will survive these Terms and your use of the Services.

13. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. You and Papaya Notes agree to submit to the personal and exclusive jurisdiction of the courts located within San Francisco County, California.

Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in San Francisco, California before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction.

YOU AND PAPAYA NOTES AGREE THAT ANY ARBITRATION SHALL BE LIMITED TO THE DISPUTE BETWEEN PAPAYA NOTES AND YOU INDIVIDUALLY. TO THE FULL EXTENT PERMITTED BY LAW, (1) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER; (2) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (3) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS.

14. Modifications to the Terms

We may revise these Terms from time to time. The most current version will always be on our website. If a revision, in our sole discretion, is material, we will notify you via email to the email address associated with your account or through the Services. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.

15. General

Entire Agreement. These Terms constitute the entire agreement between you and Papaya Notes regarding the Services and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter of these Terms.

Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and the failure of Papaya Notes to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Severability. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

Assignment. You may not assign these Terms without the prior written consent of Papaya Notes, but Papaya Notes may assign or transfer these Terms, in whole or in part, without restriction.

Force Majeure. Papaya Notes shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

Contact Information. If you have any questions about these Terms, please contact us at support@papayanotes.com.