Last updated June 2023
This Terms & Conditions Agreement (“Terms”) is made by and between ZIIKR Pte. Ltd, a Singapore corporation(“we”, “our”, “us”, or "Notewise"), and you, the user (“you”, “your” or “User”).
These Terms contain the complete terms and conditions that govern the use of the Notewise services which includes the Notewise mobile application, website and other software, features or content provided by us (including, without limitation, our web-viewer feature and community platform), and any other product or services that links to these Terms, as well as all functionality that Notewise makes available (collectively, "Notewise Services").
BY CLICKING THE "I AGREE" BUTTON ON OUR MOBILE APP AND WEBSITE, OR BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH OR USE ANY PART OF THE NOTEWISE SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, DO NOT ACCESS OR USE ANY PART OF THE NOTEWISE SERVICES. NOTEWISE RESERVES THE RIGHT, WITH OR WITHOUT NOTICE, TO MAKE CHANGES TO THESE TERMS AT NOTEWISE' SOLE DISCRETION. CONTINUED USE OF ANY PART OF THE NOTEWISE SERVICES CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES.
THE MOST CURRENT VERSION OF THESE TERMS, WHICH SUPERSEDES ALL PREVIOUS VERSIONS, CAN BE REVIEWED BY GOING TO https://www.notewise.dev/terms-and-conditions.
You are hereby put on notice that you are obligated to periodically review this document to make yourself aware of any changes hereto and any continued use of the Notewise Services shall constitute your acceptance thereof.
The Notewise Services include access to the Notewise app, website and all other functionality maintained by Notewise.
The purpose of these Terms is to define the terms and conditions on which we shall provide access to the Notewise Services and allow you to use the various features and functionalities of the Notewise Services.
The Notewise Services are designed to help users take notes, learn and collaborate effectively together. Your use of the Notewise Services is solely for your own personal purposes and solely as enabled by Notewise. Your right to use the Notewise Services is personal to you and may not be assigned or sublicensed to anyone else. You agree not to use the Notewise Services for any other purpose, unless agreed by us.
You can use the Notewise Services without registering any account with us. However, if you want to use certain features (such as the note syncing features or any other features as defined by us) of our Services, you may be required to sign up for an account and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not enter contact information that you do not have the right to use, or another person’s contact information with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.
You represent and warrant that you are an individual of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and have gotten your parent or guardian to agree to these Terms on your behalf). As noted above, if you’re under the age of 16, you may not use some features of our Services. You will only use the Services for your own internal, personal, non-commercial use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Notewise Services is prohibited by applicable laws, you will not be authorized to use Notewise Services. We can’t and won’t be responsible for your using the Notewise Services in a way that breaks the law.
You will not share your Notewise User ID, account or password with anyone, and you must protect the security of your Notewise User ID, account, password and any other access tools or credentials. You’re responsible for any activity associated with your Notewise User ID and account.
Use of the Notewise Services requires compatible devices, Internet access, and certain software; may require periodic updates; and may be affected by the performance of these factors. High-speed Internet access is recommended. The latest version of required software is recommended to access the Notewise Services and may be required for certain transactions or features, and to download products purchased from the Notewise Services. You agree that meeting these requirements, which may change from time to time, is your responsibility, and Notewise has no responsibility or liability for your failure to meet such requirements.
You may access certain Notewise Services through a mobile network, your network, or roaming providers’ networks. Standard messaging, data, and other fees may be charged by the provider to access the Notewise Services. Your carrier may prohibit or restrict certain Notewise Services and certain Notewise Services may be incompatible with your carrier or wireless internet device. We are not responsible for any charges you incur from your telecommunications carrier as a result of your use of the Notewise Services. You are responsible for ensuring that, at all times while using the Notewise Services, you are not in violation of your agreement with your telecommunications carrier.
When you use the Notewise Services you must not and must not attempt to:
We will review your conduct and your User Content for compliance with these Terms from time to time and reserve the right to, in our sole discretion, remove or disable access to your User Content, suspend or terminate your membership or access to all or any part of the Notewise Services, including if we believe you are abusing the Notewise Services in any way or have breached these Terms.
Certain features that are provided as part of the Notewise Services will only be available to you at a charge by Notewise.
At the point of registration or at any stage once you have registered, you may purchase these additional premium features by purchasing the paid or subscription version of the Notewise Services and paying the relevant charge. We will notify you about the relevant additional charge at the point of purchase.
Where required by applicable law only, where you have paid for any part of the Notewise Services, you have a period of seven days (or other time period required by applicable law) to exercise your statutory right of withdrawal from those Notewise Services without penalty and without giving any reason. This period shall begin from the date that you agree to pay for the relevant Notewise Services and, provided none of the relevant Notewise Services have been performed within that period, you will be entitled to a full refund. For avoidance of doubt, these withdrawal rights only apply where required by applicable law.
You agree to comply with all applicable laws relating to data privacy including but not limited to collection, processing, use, retention, disclosure and transfer of personal data in connection with your use of the Notewise Services.
Apart from User Content (in relation to which we have been granted a licence pursuant to clauses above), as between you and us, we or an affiliate own and retain all intellectual property rights in the Notewise Services and the material published on it, including, among other things, all trade marks, logos, copyright works, service marks and service names, and all other elements related thereto, whether they are registered or not. These various intellectual property rights, whether registered or unregistered are protected by, among other things, intellectual property laws and treaties around the world. We reserve all such rights. You agree to not remove, obscure or otherwise alter any proprietary notices appearing on or within the Notewise Services, including copyright, trademark and other intellectual property notices. All rights not expressly granted by Notewise are reserved.
Our status (and that of any contributors identified on the Notewise Services) must be acknowledged. You must not in any way use any part of the materials provided through the Notewise Services for commercial purposes without obtaining a licence from us or the author to do so.
No rights or title to any of the content provided through the Notewise Services, including without limitation User Content, shall be considered transferred or assigned to you at any time. You also agree not to download, reproduce, modify, capture, transfer, publish, translate, redistribute, licence, sell or otherwise exploit, adapt, alter or create a derivative work from, any User Content (apart from your User Content or other User Content to which you legitimately receive access via our web-viewer feature) unless permitted under applicable law, including copyright laws.
THE NOTEWISE SERVICES AND ALL CONTENT AND MATERIAL ACCESSIBLE THROUGH THE NOTEWISE SERVICES, INCLUDING USER CONTENT OF OTHER USERS, ARE PROVIDED "AS IS" AND “AS AVAILABLE”, AND, TO THE FULLEST EXTENT PERMITTED BY LAW, ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, NOTEWISE DOES NOT MAKE ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY OR NONINFRINGEMENT; OR THAT THE NOTEWISE SERVICES WILL BE UNINTERRUPTED, FREE OF VIRUSES AND OTHER HARMFUL COMPONENTS, ACCURATE, ERROR FREE OR RELIABLE.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE NOTEWISE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR, AND HEREBY WAIVE, ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR DEVICE, MOBILE DEVICE, COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OR CORRUPTION OF DATA THAT RESULTS OR MAY RESULT FROM THE DOWNLOAD OF ANY SUCH MATERIAL. IF YOU DO NOT ACCEPT THIS LIMITATION OF LIABILITY, YOU ARE NOT AUTHORISED TO DOWNLOAD OR OBTAIN ANY MATERIAL THROUGH THE NOTEWISE SERVICES.
WE MAKE NO GUARANTEE OF QUALITY, ACCURACY, FUNCTIONALITY, AVAILABILITY OR PERFORMANCE OF THE NOTEWISE SERVICES, AND WE RESERVE THE RIGHT TO CHANGE, SUSPEND, WITHDRAW, AMEND OR VARY ANY FUNCTIONALITY OR FEATURE OF THE NOTEWISE SERVICES WITHOUT NOTICE OR INCURRING ANY LIABILITY TO YOU. WE CANNOT AND DO NOT GUARANTEE THAT ANY INFORMATION, INCLUDING BUT NOT LIMITED TO PERSONAL INFORMATION, SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
You agree, to the fullest extent permitted by law, to indemnify, save, and hold ZIIKR Pte. Ltd, its affiliates, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Notewise Services, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Notewise reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify Notewise, and you agree to cooperate with Notewise’s defence of these claims. Notewise will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
You agree that the provisions in this paragraph will survive any termination of your account(s) or of the Notewise Services.
The Notewise Services may contain hyperlinks or references to third party websites other than websites operated by Notewise. Any such hyperlinks or references are provided for your convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party websites does not mean that we endorse that third party's website, products or services. Your use of a third party website may be governed by the terms and conditions of that third party website.
In providing the Notewise Services to you, we make use of software and services provided by various third-party service providers. You agree that you will not through either your acts or your omissions in connection with your use of the Notewise Services cause us to breach the third-party terms.
Notewise reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Notewise to disclose the identity of any user posting or submitting any content, e-mail messages, notes, or publishing or otherwise making available any materials that are believed to violate these Terms.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE NOTEWISE SERVICES UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT NOTEWISE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE NOTEWISE SERVICES. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT NOTEWISE IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD NOTEWISE LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE NOTEWISE SERVICES AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE NOTEWISE SERVICES AND EXTERNAL SITES OR APPLICATIONS AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL NOTEWISE BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID NOTEWISE IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM.
YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID NOTEWISE ANY AMOUNTS IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH NOTEWISE IS TO STOP USING THE NOTEWISE SERVICES AND TO CANCEL YOUR ACCOUNT.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU BUT SHALL INSTEAD APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. IN PARTICULAR, NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS OF ANY CONSUMER OR EXCLUDE OR RESTRICT ANY LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM ANY NEGLIGENCE OR FRAUD OF NOTEWISE.
You may stop using the Notewise Services at any time you wish. In particular, if you do not agree with or accept any of these Terms (or updates to them), you should stop using the Notewise Services immediately, and such discontinuation of your use of the Notewise Services shall constitute your only remedy.
We reserve the right to suspend or terminate your access to the Notewise Services immediately if:
We reserve the right to suspend or terminate your access for any other reason or no reason.
Upon termination of your access to the Notewise Services and any portions thereof howsoever arising, we may also terminate your access to your User Content and/or delete or disable your User Content.
We may decide to discontinue the Notewise Services for any reason or no reason. If we do so, we will endeavour to give you reasonable prior notice of us doing so, although such notice may not be possible if the discontinuation is due to unforeseen circumstances beyond our control or due to the need to comply with a legal requirement.
You may link to the Notewise Services from your website, as long as it is done in a way that is both fair and legal. This includes, but is not limited to, the sharing of social media content.
You must not link to the Notewise Services if doing so may damage our reputation or where you suggest any form of association, approval or endorsement on our part where none exists or in any way that is inaccurate or misleading.
Notewise reserves the right to take steps that we believe are reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms and or any other rights or responsibilities we may have. You agree that we have the right, without liability to you, to disclose any registration data and/or account information, including without limitation, your information and personal information, your User Content and any other content or submissions that you provide to us, to law enforcement authorities, government officials, and/or a third party, as we believe is reasonably necessary or appropriate to protect our rights or the rights of a third party, or to meet any applicable law, regulation, subpoena, legal process or governmental request; enforce applicable these Terms, including investigation of potential violations; detect, prevent, or otherwise address fraud, security or technical issues; and to protect against harm to the rights, property or safety of Notewise, our Users, customers or the public as required or permitted by law.
We may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate these Terms, in whole or in part, nor any rights or obligations under these Terms without Notewise’s prior written consent, and any unauthorised assignment and delegation by you is void.
The contract incorporating these Terms is between you and us. There are no third party beneficiaries to these Terms (unless explicitly stated herein), and no other person shall have any rights to enforce any of these Terms.
If, for any reason, we fail to enforce any provision of these Terms, this will not affect our right to later enforce that or any other provision. Any agreement not to enforce, amendment or modification of these Terms must be in writing in order for it to be effective.
If any provision of these Terms is found to be unenforceable, that provision will be deemed severable from these Terms to the minimum extent necessary in order that the other provisions of these Terms remain in full force and effect and shall not affect the validity and enforceability of any remaining provisions.
Under no circumstances is any independent contractor, agency, partnership, joint venture or other such relationship created by these Terms.
Accrued obligations and provisions of these Terms, which by their nature should survive the termination of these Terms, shall survive such termination.
Notewise may publish additional policies related to specific services such as applications for mobile devices, games, forums, contests or loyalty programs. Your right to use such services is subject to those specific policies and these Terms.
You acknowledge that the rights granted and obligations made under these Terms to Notewise are of a unique and irreplaceable nature, the loss of which shall irreparably harm Notewise and which cannot be replaced by monetary damages alone. Accordingly, Notewise shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.
Notewise shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Notewise, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond Notewise’s control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
You can get in touch with us via firstname.lastname@example.org.