InstaNote Terms of Service
ACCEPTANCE OF TERMS
InstaNote Inc. (“InstaNote”) provides technology-enabled services, including the website at
, its Mobile Apps (as defined below), and other
related software, content, and services, including all versions and upgrades thereto (collectively, the
“Services). Your use of the Services is
subject to and governed by the terms and conditions in this Terms of Service (“TOS”). InstaNote may, at its
discretion, update this TOS at any time. You can access and review the most current version of this TOS at the
URL for this page or by clicking on the “Terms of Service” link within the Services, or as otherwise made
available by InstaNote.
PLEASE REVIEW THIS TOS CAREFULLY. BY REGISTERING FOR AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE SERVICES,
YOU AGREE TO BE BOUND BY THIS TOS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO
YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS TOS, YOU MAY NOT ACCESS OR USE THE SERVICES.
THIS TOS REQUIRES FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN
ANY WAY TO THIS TOS, OR YOUR ACCESS TO OR USE OF THE SERVICES,
INCLUDING THE VALIDITY, APPLICABILITY OR
INTERPRETATION OF THIS TOS, AND YOU AGREE THAT ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND
NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. PLEASE REVIEW
SECTION 13 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM.
You represent and warrant that you: (a) are of legal age to form a binding contract; (b) have the right,
authority, and capacity to agree to and abide by this TOS; and (c) are not a person barred from using the
Services under the laws of any applicable jurisdiction. THE SERVICES ARE NOT INTENDED FOR USERS UNDER THE AGE OF
13, AND SUCH USERS ARE EXPRESSLY PROHIBITED FROM SUBMITTING ANY PERSONAL DATA OR USING ANY ASPECT OF THE
SERVICES, AND BY TAKING SUCH ACTIONS YOU AGREE, REPRESENT, AND WARRANT THAT YOU ARE 13 YEARS OF AGE OR OLDER.
Subject to and conditioned on your compliance with this TOS, InstaNote hereby grants you a
personal, non-exclusive, non-transferable, non-sublicensable, revocable license solely to use the Services only
for your personal, non-commercial use. Your access to and use of the Services must further comply in all
material respects with all usage guidelines posted by InstaNote.
InstaNote has made and may make additional mobile software applications for access to and
of certain components of the Services (collectively, “Mobile Apps”). Your access to and use of Mobile Apps is
subject to and governed by this TOS. If any Mobile App is downloaded by you from the iTunes App Store (each, an
“iOS Mobile App”) or the Google Play Store (each, an “Android Mobile App”), your use of such iOS Mobile App
and/or Android Mobile App is further subject to your compliance in all material respects with the terms and
conditions of the Usage Rules set forth in the iTunes App Store Terms of Service and the terms and conditions of
the Terms of Service set forth in the Google Play Store. This TOS is between you and InstaNote only, and not
with Apple Inc. (“Apple”) or Google LLC (“Google”) or any other app store provider, and Apple and Google are not
responsible for iOS Mobile Apps and the contents thereof or Android Mobile Apps and the contents thereof;
however, Apple and Apple’s subsidiaries and Google and Google’s subsidiaries are third-party beneficiaries of
this TOS with respect to iOS Mobile Apps and the Android Mobile Apps, as applicable.
You may not use the InstaNote or its names, brands, trademarks, service marks and logos that
InstaNote makes available on the Services (“Marks”). InstaNote claims trademark protection over all such Marks
and you will not use the Marks except as expressly authorized herein. You will not remove or alter the Marks or
any proprietary notices on the Services. The Marks may not be included in or as part of any registered corporate
name, any other logo, or service or product name. You may not create any derivative works of the Marks or use
the Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or
association with InstaNote. You will not otherwise use business names or logos in a manner that can mislead,
confuse, or deceive any third party. All use of the Marks and all goodwill arising out of such use, will inure
to InstaNote’s benefit.
Policy”) applies to how InstaNote may process information provided as part of the Services. You acknowledge and
agree that by accessing or using the Services, InstaNote may receive certain information about you, including
You grant InstaNote and its service providers a perpetual, irrevocable, worldwide, royalty-free, fully-paid-up,
non-exclusive, sublicensable, transferable license to use, reproduce, modify, adapt, create derivative works
from, publicly perform, publicly display, distribute, make and have made all content (in any form and any
medium, whether now known or later developed) that you provide in connection with the Services. You acknowledge
and agree that the technical processing and transmission of data associated with the Services, may require: (i)
transmissions over various networks and across borders; and (ii) modifications to conform, connect, and adapt to
technical requirements of networks or devices.
The Services provided to you hereunder or available to you through the Services are licensed, not sold, and
InstaNote retains and reserves all rights not expressly granted in this TOS. You acknowledge and agree that, as
between you and InstaNote, InstaNote and its licensors owns all rights, title and interest (including all
intellectual property rights) in the Services and all data, content, and other materials within the Services.
The Services are protected by U.S. and international copyright and other intellectual property laws and
treaties. InstaNote reserves all rights not expressly granted to you in this TOS.
You may not share your account or password with anyone. You are fully responsible for all activities that occur
under your account. You agree to notify InstaNote immediately of any unauthorized use of your account or
password or any other similar breach of security. If your account remains inactive for three months or longer,
InstaNote reserves the right to suspend or terminate your account, with or without notice to you, and delete
your content all without liability.
USER CONDUCT AND RESTRICTIONS
In your use of the Services, you will not:
use, reproduce, modify, adapt, create derivative works from, sublicense, publicly perform, publicly display,
distribute, sell, lease, rent, make, have made, assign, pledge, transfer or otherwise grant rights to the
Services, except as expressly permitted under this TOS;
reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive trade secrets, algorithms,
or the source code, architectural framework, or data records, within or associated with the Services;
interfere with or disrupt the integrity or performance of the Services, including by disrupting the ability of
any other person to use or enjoy the Services;
provide use of the Services on a service bureau, rental or managed services basis, provide or permit other
individuals or entities to create Internet "links" to the Services or "frame" or "mirror" the Services on any
other server, or wireless or Internet-based device;
access the Services for the purpose of developing, marketing, selling or distributing any product or service
that competes with or includes features substantially similar to the Services;
violate any applicable local, state, provincial, federal or international law or regulation, or use the Services
for any illegal, unauthorized or otherwise improper purposes, including to store or transmit malicious code, or
to store or transmit material in violation of third-party privacy rights;
remove or obscure any proprietary notice that appears within the Services;
impersonate any person or entity, including InstaNote personnel, or falsely state or otherwise misrepresent your
affiliation with InstaNote, or any other entity or person;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted
through the Services;
take any action that imposes an unreasonable or disproportionately heavy load on the Services or its
use spiders, crawlers, robots, scrapers, automated tools or any other similar means to access the Services; or
download, reproduce, or archive any substantial portion of the Services.
You will not: upload, post, email, store, transmit, or otherwise make available any content that:
is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive
of another's privacy, hateful, or otherwise objectionable;
may not be made available under any law or under contractual or fiduciary relationships (such as confidential or
proprietary information learned as part of an employment relationship or under a non-disclosure agreement);
infringes any patent, trademark, trade secret, copyright, or other proprietary right of any party;
consists of unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters,
pyramid schemes, commercial electronic messages, or any other form of solicitation;
contains software viruses or any other code, files or programs designed to interrupt, destroy or limit the
functionality of any software or hardware;
contains infringing, libelous, or otherwise unlawful or tortious material; or
consists of information that you know or have reason to know is false or inaccurate.
InstaNote’s failure to enforce any of these restrictions or guidelines shall not act as a waiver for any future
enforcement, will not be considered a breach of this TOS by InstaNote, and does not create a private right of
action for any other party.
If you elect to provide or make available to InstaNote any suggestions, comments, ideas, improvements or other
feedback relating to the Services (“Feedback”), InstaNote shall own and be free to use, reproduce, modify,
adapt, create derivative works from, publicly perform, publicly display, distribute, make, have made, assign,
pledge, transfer or otherwise grant rights in your Feedback in any form and any medium (whether now known or
later developed), without credit or compensation to you.
DEALINGS WITH ADVERTISERS AND OTHER THIRD PARTIES
The Services may include or provide access to third party products, services, content, or offerings, including
may apply to your use of such Third Party Services and that terms and policies are solely between you and the
advertiser or other third party. You agree that does not endorse and is not responsible or liable for any issues
related to Third Party Services.
You shall indemnify and hold InstaNote and its affiliates, and each of their officers, directors, employees,
agents, partners and licensors (collectively, “InstaNote Parties”) harmless from and against all losses,
damages, costs, liabilities, and expenses, including reasonable attorneys’ fees, to extent resulting from or
arising out of any third party claim, demand, or action due to (a) content you provide to InstaNote; (b) your
violation of this TOS, any law or regulation, or any rights (including intellectual property rights) of another
party; or (c) your use of the Services, except as expressly permitted in this TOS.
DISCLAIMER OF WARRANTIES
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS,
WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INSTANOTE PARTIES EXPRESSLY DISCLAIM ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE OR
OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE, AND NON-INFRINGEMENT.
INSTANOTE PARTIES MAKE NO WARRANTY OR REPRESENTATION THAT: (i) THE SERVICES WILL MEET YOUR REQUIREMENTS; (ii)
ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, OR ERROR-FREE; OR (iii) THE
INFORMATION AND ANY RESULTS THAT MAY BE OBTAINED FROM ACCESS TO OR USE OF THE SERVICES WILL BE ACCURATE,
RELIABLE, CURRENT, OR COMPLETE.
ALL CONTENT MADE AVAILABLE THROUGH THE SERVICES IS MADE AVAILABLE FOR INFORMATIONAL PURPOSES ONLY. YOU ARE
SOLELY RESPONSIBLE FOR CONFIRMING THE ACCURACY OF ALL CONTENT BEFORE TAKING OR OMITTING ANY ACTION.
THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW
WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE
DATE OF THIS AGREEMENT (UNLESS SUCH LAW PROVIDES OTHERWISE).
LIMITATION OF LIABILITY
INSTANOTE PARTIES SHALL NOT BE LIABLE FOR ANY LOST PROFITS, LOSS OF DATA OR GOODWILL, OR COST OF COVER, OR FOR
ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING FROM
ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS, OR FINANCIAL LOSS, EVEN IF INSTANOTE PARTIES HAD ACTUAL OR
CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE
FORESEEABLE. IN NO EVENT SHALL INSTANOTE PARTIES’ TOTAL LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM OR
RELATING TO THIS TOS OR YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES OR CONTENT EXCEED
THE AMOUNT PAID BY YOU TO INSTANOTE FOR ACCESS TO THE SERVICES WITHIN THE TWELVE (12) MONTHS IMMEDIATELY
PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM(S) AROSE.
THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES
FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND
WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW
PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY
MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE
THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL
APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
SUSPENSION AND TERMINATION
Either party may terminate this TOS at any time.
If you violate this TOS, InstaNote may, with or without notice to you, immediately suspend or terminate your
access and use of the Services.
InstaNote reserves the right at any time to modify, suspend, or discontinue the Services (or any portion
thereof) with or without notice, and InstaNote shall not be liable to you or any third party for any such
modification or discontinuance;
Upon termination of this TOS for any reason: (i) InstaNote, in its sole discretion, may remove and discard your
content and information; (ii) you will immediate cease your use of the Services; and (iii) any provision that,
by its terms, is intended to survive the expiration or termination of this TOS shall survive such expiration or
termination. Further, you agree that that InstaNote shall not be liable to you or any third party for any
termination of your account or access to the Services.
This TOS shall be governed by and construed and enforced in accordance with the United States Federal
Arbitration Act, other applicable federal laws and the laws of the State of California, without regard to
conflict of laws principles. The parties agree that neither the United Nations Convention on Contracts for the
International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA) shall apply to this
TOS, regardless of the states in which the parties do business or are incorporated.
BINDING ARBITRATION AND CLASS ACTION WAIVER
ALL CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION RATHER
THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT (DEFINED FOR THE PURPOSES OF THIS TOS AS
A COURT OF LIMITED JURISDICTION THAT MAY ONLY HEAR CLAIMS NOT EXCEEDING $5,000) IF YOUR CLAIMS ARE WITHIN THE
COURT’S JURISDICTION. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS
The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable
Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA’s rules are available
. Payment of all filing, administration and arbitrator
fees shall be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a
single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you
agree that such hearing shall be conducted in California or, if the Consumer Arbitration Rules apply, another
location reasonably convenient to both parties with due consideration of their ability to travel and other
pertinent circumstances, as determined by the arbitrator. The decision of the arbitrator shall be final and
binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.
WE EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR
REPRESENTATIVE ACTION OR OTHER SIMILAR PROCESS (INCLUDING ARBITRATION). IF FOR ANY REASON A CLAIM PROCEEDS IN
COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE
BROUGHT ONLY IN A COURT OF COMPETENT JURISDICTION IN CALIFORNIA. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION
AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR
GROUNDS WITH RESPECT TO ANY SUCH CLAIM.
Notwithstanding anything to the contrary, you and InstaNote may seek injunctive relief and any other equitable
remedies from any court of competent jurisdiction to protect its intellectual property rights, whether in aid
of, pending, or independently of the resolution of any dispute pursuant to the arbitration procedures set forth
in this Section 13.
If InstaNote implements any material change to this Section 13, such change shall not apply to any Claim for
which you provided written notice to InstaNote before the implementation of the change.
You represent and warrant that you will comply with all applicable foreign, federal, state, and local laws,
rules and regulations, including without limitation, U.S. export laws and import and use laws of the country
where Licensed Material is delivered or used and you are not: (a) located in a country that is subject to a U.S.
Government embargo, or designated by the U.S. Government as a “terrorist supporting” country; and (b) listed on
any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List.
U.S. GOVERNMENT ENTITIES
This section applies to access to or use of the Services by a branch or agency of the United States Government.
The Services includes “commercial computer software” and “commercial computer software documentation” as such
terms are used in 48 C.F.R. 12.212 and qualifies as “commercial items” as defined in 48 C.F.R. 2.101. Such items
are provided to the United States Government: (a) for acquisition by or on behalf of civilian agencies,
consistent with the policy set forth in 48 C.F.R. 12.212; or (b) for acquisition by or on behalf of units of the
Department of Defense, consistent with the policies set forth in 48 C.F.R. 227.7202-1 and 227.7202-3. The United
States Government shall acquire only those rights set forth in this TOS with respect to the such items, and any
access to or use of the Services by the United States Government constitutes: (i) agreement by the United States
Government that that such items are “commercial computer software” and “commercial computer software
documentation” as defined in this section; and (ii) acceptance of the rights and obligations herein.
PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
If you believe that your work has been made available through the Services in a way that constitutes copyright
infringement, please provide InstaNote’s Agent for Notice of Copyright Claims the following information: (a) a
physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that
is allegedly infringed; (b) a description of the copyrighted work claimed to have been infringed, or, if
multiple copyrighted works are covered by a single notification, a representative list of such works; (c) a
description of the material that you claim is infringing and where that material may be accessed within the
Services; (d) your address, telephone number and email address; (e) a statement by you that you have a
good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner,
its agent or the law; and (f) a statement from you that the information in the notification is accurate and,
under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed
against you, please contact InstaNote’s Agent for Notice of Copyright Claims. InstaNote’s Agent for Notice of
Copyright Claims can be reached as follows:
Agent for Notice of Copyright Claims
750 N. Shoreline Blvd., Apt. 180
Mountain View, CA 94043
CALIFORNIA USERS & RESIDENTS
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of
the Division of Consumer Services of the California Department of Consumer Affairs by contacting such unit in
writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
This TOS constitutes the entire agreement between you and InstaNote concerning your access to and use of the
Services. It supersedes all prior and contemporaneous oral or written negotiations and agreements between you
and InstaNote with respect to such subject matter. In the event of any conflict between or among this TOS and
conditions of this TOS shall take precedence and govern. This TOS may not be amended by you except in a writing
executed by you and an authorized representative of InstaNote. Except as otherwise expressly provided in this
TOS, there shall be no third-party beneficiaries to this TOS. For the purposes of this TOS, the words “such as,”
“include,” “includes” and “including” shall be deemed to be followed by the words “without limitation.” You may
not assign or delegate any right or obligation under this TOS without the prior written consent of InstaNote.
The failure of InstaNote to exercise or enforce any right or provision of this TOS shall not constitute a waiver
of such right or provision. If any provision of this TOS is held to be invalid or unenforceable under applicable
law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary
to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of this TOS.
Any prevention of or delay in performance by InstaNote hereunder due to labor disputes, acts of god, failure of
the Internet, governmental restrictions, enemy or hostile governmental action, fire or other casualty or other
causes beyond its reasonable control shall excuse the performance of its obligations for a period equal to the
duration of any such prevention or delay.