Terms of Use

1. Acceptance of Terms

By accessing or using Memo AI, you confirm that you are at least 13 years old (or 16 in the European Economic Area, or the minimum age required in your jurisdiction) and have the legal capacity to enter into these Terms. If you are using the App on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

2. Description of Service

Memo AI is an iOS application that allows you to:

• Record voice memos with one-tap recording
• Transcribe audio using AI-powered speech recognition
• Transform transcripts into structured notes with titles, key insights, and action items
• Chat with an AI assistant about your notes
• Search your notes using semantic (meaning-based) search
• Export notes in various formats
• Back up your data through the Settings menu

The App stores all data locally on your device. AI features require an internet connection and use third-party AI services (OpenAI) to process your content.

3. App Store Terms

Memo AI is distributed through Apple's App Store. Your use of the App is also subject to Apple's standard terms and conditions, including the Licensed Application End User License Agreement ("Apple EULA"). In the event of a conflict between these Terms and the Apple EULA, the Apple EULA will govern to the extent of the conflict.

You acknowledge that:

• These Terms are between you and NotePlan LLC, not Apple
• Apple has no obligation to provide maintenance or support for the App
• Apple is not responsible for addressing any claims relating to the App
• Apple is a third-party beneficiary of these Terms and may enforce them against you

4. Subscriptions and Payments

Memo AI offers subscription-based access to premium features. Subscriptions are processed and managed through Apple's App Store.

• Free Trial: New users may receive a free trial period. If you do not cancel before the trial ends, your subscription will automatically begin and you will be charged.
• Billing: Subscriptions are billed in advance on a recurring basis (weekly, monthly, or yearly, depending on your selected plan).
• Auto-Renewal: Subscriptions automatically renew unless cancelled at least 24 hours before the end of the current billing period.
• Cancellation: You can cancel your subscription at any time through your Apple ID account settings. Your access continues until the end of the current billing period. No partial refunds are provided for unused portions of a billing period.
• Family Sharing: If your subscription supports Apple Family Sharing, family members may access the App according to Apple's Family Sharing terms.
• Refunds: Refund requests are handled exclusively by Apple. To request a refund, visit Apple's Report a Problem page at reportaproblem.apple.com. We are unable to process refunds directly.
• Price Changes: We may change subscription prices at any time. Price changes will take effect at the start of your next billing period. If you do not agree to the price change, you may cancel your subscription before the change takes effect.

5. License Grant

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to download, install, and use Memo AI on iOS devices that you own or control, for your personal or internal business purposes.

This license does not include the right to:

• Modify, adapt, or create derivative works of the App
• Reverse engineer, decompile, or disassemble the App, except to the extent permitted by applicable law
• Sublicense, lease, rent, or loan the App to third parties
• Use the App for any commercial purpose not expressly permitted
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices

6. Acceptable Use

You agree not to use Memo AI to:

• Violate any applicable laws, regulations, or third-party rights
• Generate, store, or transmit illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable content
• Attempt to gain unauthorized access to systems, networks, or data
• Interfere with or disrupt the App's operation or infrastructure
• Circumvent security features, usage limits, or access controls
• Use automated systems (bots, scrapers, etc.) to access the App
• Impersonate any person or entity
• Use AI features to generate content that violates OpenAI's usage policies

We reserve the right to suspend or terminate your access if we reasonably believe you have violated these Terms.

7. Recording Consent and Legal Compliance

Many jurisdictions have laws governing the recording of conversations:

• Two-Party/All-Party Consent: In some jurisdictions (including California, Florida, Illinois, and many countries), you must obtain consent from all parties before recording a conversation. Recording without consent may be a criminal offense.
• One-Party Consent: In other jurisdictions, only one party (you) needs to consent to the recording.
• International Laws: If you are recording conversations with parties in other countries, additional laws may apply.

We strongly recommend that you always inform other parties when you are recording and obtain their consent. NotePlan LLC is not responsible for any legal consequences resulting from your failure to comply with applicable recording laws.

8. AI Features and Limitations

Memo AI includes AI-powered features (transcription, note formatting, chat, semantic search) that consume shared compute resources. To ensure reliable service for all users, we implement fair use policies.

• Usage Limits: AI features may be subject to daily or weekly usage limits based on your subscription tier.
• Throttling: Excessive or unusual usage patterns may result in temporary rate limiting or throttling.
• Changes: Usage limits and fair use policies may change as AI model capabilities and operating costs evolve. We will endeavor to provide reasonable notice of material changes.

Do not rely on AI features for:

• Medical decisions: AI transcriptions of doctor visits or medical information should not replace professional medical advice. Always consult qualified healthcare providers.
• Legal matters: AI-generated content is not legal advice. Consult a qualified attorney for legal matters.
• Financial decisions: Do not make financial or investment decisions based solely on AI-generated content.
• Safety-critical applications: Do not use AI features for any application where errors could result in injury, death, or significant harm.

We do not guarantee specific AI response times, accuracy levels, or availability. AI features depend on third-party services that may experience downtime or degraded performance.

9. User Content and Data

Ownership: You retain all rights to the content you create using Memo AI, including voice recordings, transcriptions, notes, and any other materials ("User Content"). We do not claim ownership of your User Content.

Local Storage: All User Content is stored locally on your device. We do not have access to your notes, transcriptions, or recordings.

Backup Responsibility: You can create backups of your data through the Settings menu in the App. You are solely responsible for maintaining backups of your data. We strongly recommend creating regular backups. If you lose your device, uninstall the App, or experience data corruption without a backup, your data cannot be recovered. NotePlan LLC is not responsible for any data loss.

AI Processing: When you use AI features, relevant content is transmitted to OpenAI for processing. By using these features, you consent to this transmission. Per OpenAI's API data usage policy, data sent through the API is not used to train their models.

Your Responsibility: You are solely responsible for the legality, accuracy, and appropriateness of all content you create, record, and process through the App.

10. Third-Party Services

Memo AI uses the following third-party services to provide its functionality:

• OpenAI: For transcription (Whisper), AI text processing (GPT), and text embeddings
• RevenueCat: For subscription management and purchase verification
• Sentry: For error tracking and crash reporting

Your use of these third-party services is subject to their respective terms and privacy policies. We are not responsible for the availability, accuracy, performance, or conduct of third-party services. Changes to third-party services, including discontinuation, may affect App functionality.

Except for Apple as expressly stated in Section 3, there are no other third-party beneficiaries to these Terms.

11. Intellectual Property

Memo AI and its original content, features, and functionality are owned by NotePlan LLC and are protected by copyright, trademark, and other intellectual property laws. The App's name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of NotePlan LLC.

Nothing in these Terms grants you any right to use our trademarks, logos, or other brand features without our prior written consent.

12. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MEMO AI IS 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, NON-INFRINGEMENT, AND ACCURACY.

We do not warrant that:

• The App will be uninterrupted, secure, or error-free
• AI-generated content (transcriptions, summaries, insights) will be accurate, complete, or reliable
• The App will meet your specific requirements
• Any errors or defects will be corrected
• The App will be compatible with any particular hardware or software

Some jurisdictions do not allow the exclusion of implied warranties, so some of these exclusions may not apply to you. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOTEPLAN LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of data, profits, revenue, or business opportunities
• Personal injury or property damage
• Unauthorized access to or alteration of your transmissions or data
• Errors, inaccuracies, or omissions in AI-generated content
• Legal consequences arising from your use of recording features
• Any other matter relating to Memo AI

Our total liability for any claims arising from or relating to these Terms or your use of Memo AI shall not exceed the greater of (a) the amount you paid for Memo AI in the 12 months preceding the claim, or (b) one hundred US dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud, or any other liability that cannot be excluded by law.

14. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless NotePlan LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with:

• Your use of Memo AI
• Your User Content
• Your violation of these Terms
• Your violation of any third-party rights, including recording consent laws
• Your violation of any applicable laws or regulations

This indemnification obligation does not apply to residents of jurisdictions where such provisions are prohibited by law.

15. Dispute Resolution and Arbitration

Informal Resolution: Before filing a formal dispute, you agree to contact us at [email protected] to attempt to resolve the dispute informally. Most disputes can be resolved this way.

Binding Arbitration (US Residents): If we cannot resolve a dispute informally, you and NotePlan LLC agree to resolve any claims through final and binding arbitration, except as set forth below. The arbitration will be conducted by a single arbitrator under the rules of JAMS (Judicial Arbitration and Mediation Services) in effect at the time of filing.

Class Action Waiver: TO THE EXTENT PERMITTED BY LAW, YOU AND NOTEPLAN LLC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

Exceptions: Either party may bring claims in small claims court if eligible, or seek injunctive relief in any court of competent jurisdiction for infringement of intellectual property rights.

EU/UK/EEA Residents: If you are a consumer residing in the European Union, United Kingdom, or European Economic Area, the arbitration and class action waiver provisions above do not apply to you. You retain all rights to bring claims in your local courts and participate in class actions as permitted by applicable law. You may also use the European Commission's Online Dispute Resolution platform at ec.europa.eu/consumers/odr.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any legal action or proceeding not subject to arbitration shall be brought exclusively in the federal or state courts located in Delaware.

If you are a consumer residing in the European Union, United Kingdom, or European Economic Area, you may also bring proceedings in your country of residence, and nothing in these Terms affects your statutory rights under local consumer protection law.

17. Force Majeure

NotePlan LLC shall not be liable for any failure or delay in performing our obligations under these Terms due to circumstances beyond our reasonable control, including but not limited to: natural disasters, acts of war or terrorism, epidemics or pandemics, power outages, internet or telecommunications failures, government actions, or third-party service outages (including OpenAI, Apple, or other service providers).

18. Export Compliance

The App may be subject to export control laws and regulations. You agree not to export, re-export, or transfer the App in violation of any applicable export laws or regulations, including United States export laws. You represent that you are not located in, under the control of, or a national or resident of any country subject to US sanctions or embargoes, and that you are not on any US government restricted parties list.

19. Termination

You may stop using Memo AI at any time by uninstalling the App and cancelling any active subscription.

We may suspend or terminate your access to the App:

• For Cause: Immediately and without notice if you violate these Terms, engage in fraudulent or illegal activity, or abuse AI features.
• Without Cause: With 30 days' notice (provided through the App or App Store). If you have an active paid subscription and we terminate without cause, you will receive a prorated refund for the unused portion of your subscription.

Upon termination, your right to use the App will immediately cease. The following sections will survive termination: Sections 7 (Recording Consent), 9 (User Content and Data), 11 (Intellectual Property), 12 (Disclaimer of Warranties), 13 (Limitation of Liability), 14 (Indemnification), 15 (Dispute Resolution), 16 (Governing Law), and any other provisions that by their nature should survive.

20. Changes to Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will update the "Effective Date" at the top of this page and provide notice through the App or through App Store update notes.

Your continued use of Memo AI after any changes constitutes your acceptance of the revised Terms. If you do not agree to the changes, you must stop using the App and cancel any active subscription before the changes take effect.

21. Consumer Rights

Nothing in these Terms affects your statutory rights as a consumer under the laws of your jurisdiction. If you are a consumer, you may have rights under local consumer protection laws that cannot be waived by contract.

Australian Consumers: Our goods and services come with guarantees that cannot be excluded under the Australian Consumer Law. Nothing in these Terms purports to modify or exclude the conditions, warranties and undertakings implied by the Australian Consumer Law.

EU/UK Consumers: If you are a consumer in the EU or UK, you have certain statutory rights including, where applicable, a right of withdrawal. These rights are not affected by these Terms.

22. Electronic Communications

By using Memo AI, you consent to receive communications from us electronically, including through the App, App Store update notes, or our website. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

23. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and NotePlan LLC regarding Memo AI and supersede any prior agreements.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms will not constitute a waiver of that right or provision.
• Assignment: You may not assign or transfer your rights under these Terms without our written consent. We may assign our rights to any affiliate or successor without restriction. Any assignment in violation of this section is void.
• Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect.
• Language: These Terms are written in English. Any translations are provided for convenience only. In case of conflict, the English version prevails.

24. Contact Information

If you have questions about these Terms, contact us at: