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    OtterNote Terms and Conditions

    Effective Date: June 18, 2025

    Summary

    OtterNote is an AI-powered reading companion that helps you understand and interact with PDF documents. By using our service, you agree to these terms. Key points:

    • You own your content; we provide the AI service
    • Paid users get content privacy; free users' content may help improve our AI (anonymized)
    • We can use your feedback to improve our service
    • Subscriptions are in Canadian Dollars and auto-renew until canceled
    • We aim to give reasonable notice for account issues and term changes

    Please read the full terms below for complete details.

    1. Agreement to Terms

    Welcome to OtterNote (hereafter referred to as "the Platform," "we," "our," or "us"), operated by StudyDens Inc or its affiliates (the "Company"). By accessing or using our website https://otternote.ai and services, you agree to comply with and be bound by these Terms and Conditions. Please read them carefully before using the Platform. If you do not agree to these Terms, do not use the Platform. If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. In that case, "you" and "your" will refer to that company or other legal entity.

    By using the Platform, you agree to these Terms and Conditions, as well as any updates or modifications we may make from time to time. We recommend you review these Terms periodically. We will provide 30 days advance notice for material changes to these Terms, which include changes to pricing, core functionality, data handling practices, or dispute resolution procedures.

    2. User Eligibility

    The Platform is intended for users who are 13 years or older and have the legal capacity to form a binding contract. If you are under the legal age in your jurisdiction, you must have the consent of a parent or guardian to use the Platform. By using the services, you state that you are not barred from using the Services under all applicable laws; and you have not been permanently suspended or removed from the Services.

    3. User Accounts

    To access certain features, you may need to create an account on the Platform. By registering, you agree to:

    • Provide accurate, complete, and updated information.
    • Maintain the confidentiality of your account and password.
    • Take full responsibility for all activities that occur under your account.

    You agree to notify us immediately of any unauthorized access to your account.

    4. Ownership and Reservation of Rights

    You retain ownership of any content, including PDFs, you upload ("User Content"). You are solely responsible for the legality, accuracy, and appropriateness of the content you upload.

    As between the parties, the Company owns all rights, title, and interest in and to the OtterNote platform and services, including all software, technology, and content we provide (collectively, the "Services"). You retain all rights, title, and interest in any content, materials, or applications you create or upload using the Services ("User Content").

    Except for the limited rights explicitly granted in these Terms, both you and the Company retain all intellectual property rights in your respective content and technology. No additional rights, licenses, or permissions are granted or implied—whether by law, estoppel, or otherwise—unless specifically stated in these Terms.

    5. Feedback; Use Rights

    We welcome feedback, comments, and suggestions ("Feedback"). You grant us a perpetual, worldwide, royalty-free, non-exclusive license to use, modify, and incorporate your Feedback to improve our Services. You retain ownership of your Feedback, but agree that we may use it without compensation or attribution. This license only applies to feedback specifically intended to help us improve OtterNote, not to your general User Content or communications.

    Additionally, OtterNote will have the right to collect and analyze data and other information relating to the provision, use, and performance of various aspects of the Services, and related systems and technologies, and OtterNote will be free to use such data and information to maintain, improve, and enhance OtterNote's products and services.

    6. License to Use OtterNote

    Subject to these Terms, OtterNote grants you a limited, non-exclusive, non-transferable, and non-sublicensable license to access and use the OtterNote platform and services (the "Services") for your own internal business or personal use, depending on the type of account you have.

    This license is valid worldwide, except in:

    • Countries that are embargoed or identified by the Canadian government as supporting terrorism.
    • Countries where local laws do not allow use of the Services or doing business with OtterNote.

    You may use the Services for either personal and/or business purposes. This license does not give you ownership of the Services, and you may not share, transfer, or resell your access to anyone else.

    7. Use of AI Responses

    Our AI chat generates content based on user inputs and uploaded material. While we aim to provide useful and accurate information, we do not guarantee the accuracy, completeness, or reliability of any responses. You agree not to rely solely on AI-generated responses for critical or professional decisions.

    AI Limitations and Disclaimers:

    • AI responses may contain errors, inaccuracies, or biases inherent in machine learning models
    • The AI may generate content that appears factual but is actually incorrect or misleading
    • AI responses should be verified independently before making important decisions
    • The AI may not understand context, nuance, or specialized knowledge in your field
    • AI-generated content may inadvertently reflect biases present in training data
    • You are solely responsible for evaluating and acting upon AI-generated content

    Content Privacy for Paid Users:

    For paid subscribers, uploaded materials and associated AI interactions will not be:

    • Viewed by Company employees except when necessary for technical support (with your explicit consent)
    • Used to train or improve our AI models
    • Shared with third parties except as required by law
    • Used for any purpose other than providing the service directly to you

    Free Tier Content Usage:

    Free tier users acknowledge that uploaded content and AI interactions may be used in anonymized and aggregated form to improve our services and AI models. "Anonymized" means we remove personally identifying information, document titles, and other direct identifiers. "Aggregated" means we combine data from multiple users to identify patterns without focusing on individual usage. Free users may contact us to opt-out of having their content used for AI training purposes.

    8. Prohibited Activities

    You agree not to:

    • Use the Service for illegal purposes or to violate any applicable laws
    • Upload content that infringes on intellectual property rights, contains malware, or violates others' privacy
    • Attempt to reverse-engineer, decompile, or disassemble the software
    • Interfere with, disrupt, or attempt to gain unauthorized access to the Service or other users' accounts
    • Use automated tools to scrape, harvest, or collect data from the Service
    • Violate the intellectual property rights of StudyDens Inc or third parties
    • Share account credentials or attempt to circumvent usage limits
    • Upload content containing hate speech, harassment, or threats of violence

    9. Intellectual Property

    All intellectual property rights in the Service (excluding User Content) are owned by or licensed to the Company. You may not reproduce, distribute, or create derivative works from the Service content without express permission.

    10. Copyright and IP Policy

    OtterNote respects copyright law and expects its users to do the same. We will respond to valid copyright infringement notices in accordance with applicable law.

    11. Charges and Payment

    11.1 Pricing

    OtterNote offers different pricing plans, each with its own features and usage limits. You can find current plan details at www.otternote.ai/pricing. Your access to certain features or services will depend on the plan you select. We reserve the right to change pricing at any time, with 30 days advance notice for existing subscribers. Any pricing changes will apply to future billing cycles.

    11.2 Payment Terms

    By purchasing a paid OtterNote plan ("Subscription"), you authorize us (or our third-party payment provider) to charge your selected payment method for the applicable fees. Payments are processed by the Company or its designated payment processors. You represent and warrant that you are authorized to use the payment method you provide.

    Currency: All subscription fees are charged in Canadian Dollars (CAD). If your bank or payment method uses a different currency, your financial institution may charge currency conversion fees, which are separate from our subscription fees and are your responsibility.

    All fees are:

    • Non-cancelable once processed
    • Generally non-refundable, except as outlined below
    • And not subject to offsets or credits.

    Refund Policy: We offer refunds in the following circumstances:

    • Within 7 days of initial purchase if you have not significantly used the service (less than 10 AI interactions)
    • Pro-rated refunds for annual subscriptions canceled within 30 days of purchase
    • When required by applicable law
    • At our discretion for exceptional circumstances

    Failure to pay on time may result in suspension or termination of your access to OtterNote Services, in addition to other legal remedies available to us.

    11.3 Recurring Payments

    Subscriptions automatically renew based on your chosen billing cycle (e.g., monthly, annually) at the then-current rate. By subscribing, you understand and agree that:

    • Your Subscription includes recurring charges,
    • You are responsible for all renewal fees until you cancel,
    • And your payment method will be charged automatically on the renewal date.

    We'll notify you at least 7 days in advance of any price changes before they take effect.

    11.4 Canceling Subscriptions

    You may cancel your Subscription at any time through your account settings or by contacting us at [email protected]. Cancellation will take effect at the end of your current billing period. You will retain access to paid features until the end of your current billing cycle.

    11.5 Taxes

    All fees listed are exclusive of applicable taxes. You are responsible for paying any taxes related to your Subscription—such as sales tax, VAT, GST, or similar—except for taxes based on OtterNote's income, employees, or property. You are also responsible for any required tax filings.

    12. Data Export and Portability

    You have the right to export your User Content at any time through your account dashboard. We provide export functionality in common formats (PDF, text). If your account is terminated, you will have 30 days to export your data before it may be permanently deleted.

    13. Privacy

    Your use of the Service is also governed by our Privacy Policy, which explains how we collect, use, and protect your information. [Insert link to Privacy Policy]

    14. Warranties and Disclaimers

    We work hard to protect your data. If your data is ever lost or corrupted, we'll use commercially reasonable efforts to recover it from our most recent backup.

    However, aside from that:

    • OtterNote is provided "as is." We make no guarantees that it will meet your needs, always work perfectly, or be 100% secure or error-free.
    • We make no promises about accuracy, availability, completeness, secureness, or reliability of the Services or your stored data.
    • We explicitly disclaim any warranties that are implied by law, including:
      • That OtterNote is suitable for a specific purpose,
      • That you'll always enjoy using it without issues,
      • That it doesn't infringe on others' rights.

    We also don't make any guarantees about third-party tools, plugins, or materials you may use with OtterNote ("Non-OtterNote Resources"). These are created by others, not by us, and are governed by those third parties' terms.

    15. Indemnity

    If your use of OtterNote causes legal trouble, you agree to take responsibility.

    That means you'll defend and protect OtterNote and our team (officers, directors, employees, agents) from any claims, losses, or costs—including legal fees—that arise from:

    • Your use of the Services,
    • Anything you upload or create on OtterNote ("User Content"),
    • Or any violations of these Terms.

    16. Limitation of Liability

    To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, arising out of your use or inability to use the Service.

    17. Termination

    17.1 Termination by You

    You may cease use of the Services at any time. If you are paying for a Subscription, you may terminate your Subscription by canceling through your account settings or by sending an email to [email protected].

    17.2 Termination by Us

    We may suspend or terminate your access to the Service for conduct that violates these Terms or is harmful to us or other users. Except in cases of serious violations (such as illegal activity, security threats, or repeated violations), we will:

    • Provide reasonable advance notice of termination
    • Specify the reason for termination
    • Offer an opportunity to cure minor violations within 7 days where possible

    In cases of account suspension or termination, you will have 30 days to export your User Content before it may be permanently deleted.

    18. Changes to Terms

    We reserve the right to update these Terms at any time. For material changes (defined as changes to pricing, core functionality, data handling practices, or dispute resolution), we will provide 30 days advance notice by email and by posting the updated Terms on our website. For non-material changes, we will notify you by posting updates on our website. Continued use of the Service after changes become effective constitutes acceptance.

    19. Governing Law

    These Terms are governed by the laws of Ontario, Canada, without regard to its conflict of laws principles. Any legal action must be brought in the courts located in Ontario, Canada.

    20. General Terms

    20.1 Force Majeure

    OtterNote isn't responsible for delays or failures caused by events outside of our control (like natural disasters, internet outages, or government restrictions). We'll make reasonable efforts to minimize any disruption. If we believe we're legally restricted from offering you the Services, we may freeze or cancel your account at our discretion.

    20.2 Notices

    We'll communicate important updates—like changes to these Terms—either by email or by posting them on our website. If sent by email, the notice is considered received on the day it's sent.

    20.3 Severability

    If any part of these Terms is found to be invalid or unenforceable, the rest remains fully effective. We'll work to adjust the invalid part so that it still reflects our original intent and is legally enforceable.

    20.4 Assignment

    You may not transfer your rights or account under these Terms to anyone else without our written consent. Any unauthorized transfer is void.

    20.5 Interpretation

    Words like "including," "include," or "includes" mean "including without limitation."

    21. Contact Us

    If you have any questions about these Terms, please contact us at [email protected]