Terms of Service

Welcome, and thank you for your interest in HNR Tech, Inc. (“HNR Tech,” “we,” or “us”) and our Metanotes.ai tool, along with our website at metanotes.ai, related networks, applications, mobile applications, and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and HNR Tech regarding your use of the Service. As used herein, “you” or “your” means any entity, university, organization, or company accessing or using the Service (“Organization”) as well as any individual end user accessing and using the Service, as applicable and hereby agreeing to these Terms.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

BY CLICKING “I ACCEPT,” OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING HNR Tech’s PRIVACY POLICY (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND HNR Tech’s PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY HNR Tech AND BY YOU TO BE BOUND BY THESE TERMS.

ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 19, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND HNR Tech ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (See Section 19.)

You must be at least 13 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 13 years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an Organization, the individual accepting these Terms on your behalf represents and warrants that they have the authority to bind you to these Terms and you agree to be bound by these Terms.

1. Metanotes.ai Service Overview.

The Service enables users to create, organize, and manage AI-powered notes that can be searched, shared, and collaborated on across teams. You may use either the free version (“Free Service”) or the subscription-based paid version (“Paid Service”).

2. Eligibility.

You must be at least 13 years old to use the Service. By agreeing to these Terms, you confirm that: (a) you are at least 13; (b) you have not been suspended or removed from the Service; and (c) your use complies with all applicable laws. If you are an Organization, the individual accepting these Terms represents that they have authority to bind you to them.

3. Accounts and Registration.

3.1 General.

To access most features, you must create an account and provide accurate, up-to-date information. For Organization accounts (Basic, Pro, Business, or Enterprise), you may designate “Authorized Users.” You are responsible for safeguarding your account credentials and for all activity under your account. If you suspect unauthorized use, notify us immediately at support@metanotes.ai.

3.2 Authorized Users.

a. You are responsible for authenticating, approving, and monitoring your Authorized Users, as well as their activities within the Service.

b. If you access the Service through your Organization’s account, your use is subject to its agreement with HNR Tech Inc., and your Organization may suspend or terminate your access at any time. Metanotes.ai is not liable for such actions.

c. If your account email is associated with an Organization (e.g.,yourname@youremployer.com), we may identify your account to the Organization, migrate it, or restrict access.

d. When using Metanotes Basic, Pro, Business, or Enterprise accounts, you agree to:

• Follow your Organization’s policies. Admins may restrict or terminate access and prevent account separation.
• Acknowledge that all account data belongs to the Organization, and admins may access, disclose, or remove information, including data created before joining the Organization account.

4. General Payment Terms

Some features of the Service require payment. You will always have the opportunity to review and accept fees before being charged. All fees are in U.S. Dollars and are non-refundable.

4.1 Price

Metanotes.ai reserves the right to set and update pricing. Current pricing will be published on our website, and we encourage you to check periodically. We may change fees or introduce new charges with advance notice. Promotional offers may be extended at our discretion and will not affect your agreement unless specifically offered to you.

4.2 Authorization

You authorize Metanotes.ai and its payment processors to charge all sums due, including taxes, to the payment method linked to your account. If paying by credit card, we may seek pre-authorization to confirm validity and funds. At our discretion, organizations may purchase via invoice, payable within 30 days.

4.3 Subscription Service

Some Services renew automatically (“Subscription Service”). By subscribing, you authorize recurring charges until canceled. Your account will be billed on your Subscription Billing Date for the next period (monthly or annually, as selected). Subscriptions renew automatically for the same term unless canceled with 30 days’ prior written notice. You remain responsible for all Subscription Fees through the end of the term, including any prorated fees for added users. To avoid future charges, you must cancel before renewal. Subscription management is available in your account settings or by contacting support@metanotes.ai.

4.4 Delinquent Accounts

Metanotes.ai may suspend or terminate access to the Service for unpaid accounts. You remain liable for all amounts due, and additional collection or chargeback fees may apply.

5. Licenses

5.1 Limited License.
Subject to your ongoing compliance with these Terms, Metanotes.ai grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:
(a) install and use one copy of any mobile application obtained through an authorized marketplace on a device you own or control; and
(b) access and use the Service for personal, non-commercial purposes.

5.2 License Restrictions.
Except as allowed by law, you may not: (a) reproduce, distribute, display, or perform the Service; (b) modify the Service; (c) interfere with or bypass security or access controls; or (d) use the Service beyond your subscription level. If the law prohibits you from using the Service, you may not use it.

5.3 Feedback.
If you provide feedback or suggestions, you grant Metanotes.ai a perpetual, irrevocable, royalty-free license to use it for any purpose, including improving the Service.

6. Ownership and Proprietary Rights

The Service and all related content, software, designs, interfaces, and data (“Materials”) are the property of Metanotes.ai or its licensors, protected by intellectual property laws. Except as expressly permitted, you may not use the Materials. All rights not expressly granted are reserved.

7. Government Rights

The Service is provided as “commercial computer software” under applicable federal regulations (FAR 12.211, 12.212, DFAR 252.227-7015, DFAR 227.7202-3). Government users obtain only those rights granted under these Terms. Any additional rights must be negotiated in writing with Metanotes.ai.

8. Third-Party Terms

8.1 Third-Party Services.
The Service may include features that connect with third-party services (e.g., social media integrations) or links to third-party websites. By using these features, you authorize Metanotes.ai to transfer information as necessary to the third party. These services are not under our control, and Metanotes.ai is not responsible for their use of your information or their content.

9. User Content

9.1 General.
The Service may allow you to upload or sync content (e.g., voice/audio recordings, text, images, or files) from your devices or third-party accounts (e.g., Zoom, Dropbox) (“User Content”). You retain ownership of your User Content. By connecting third-party accounts, you authorize Metanotes.ai to access and use them as needed to provide the Service.

9.2 Recordings.
If you use recording features, you are solely responsible for providing notice to and obtaining consent from participants, as required by law.

9.3 License to Metanotes.ai.
You grant Metanotes.ai a worldwide, royalty-free license (with right to sublicense) to host, store, process, display, modify, and distribute your User Content only as necessary to operate the Service. Deleted content may be recoverable in a temporary trash folder for a limited period but will be permanently removed once purged.

9.4 License to Other Users.
When you share User Content within the Service, you grant those users a license to use it as permitted by the Service’s functionality and these Terms.

9.5 Access and Sharing.
You may share User Content or processed results with other users or outside the Service. While we provide controls to limit access, Metanotes.ai cannot guarantee that content will never be accessible to others.

9.6 Your Responsibilities.
You are solely responsible for your User Content. By uploading content, you represent and warrant that you:
a. own it or have necessary rights to license it;
b. it does not infringe on third-party rights or violate laws; and
c. it is not unlawful, defamatory, obscene, threatening, or otherwise inappropriate.

9.7 Disclaimer.
Metanotes.ai is not obligated to review or control User Content but may remove or block content that violates these Terms. You may be exposed to inaccurate or offensive content, and you waive claims against Metanotes.ai relating to such content.

9.8 Monitoring.
Metanotes.ai may monitor transmissions for operational or security purposes but has no obligation to do so.

9.9 Machine Learning.
We may use User Content and usage data to improve algorithms and enhance the Service through machine learning. You gain no rights to such improvements or models.

10. Communications

10.1 SMS.
We may send SMS messages (e.g., for authentication). Standard carrier rates apply.

10.2 Push Notifications.
By installing our app, you agree to receive push notifications, which you may disable in your device settings.

10.3 Email.
We may send emails related to your account and Service delivery. We may also send promotional emails, which you can opt out of via unsubscribe links.

11. Prohibited Conduct

You agree not to:
a. use the Service illegally;
b. resell or exploit the Service for third parties without consent;
c. use it for commercial transcription workflows unless authorized;
d. harass or harm others;
e. infringe third-party rights;
f. bypass or tamper with security features;
g. introduce malware, spam, or disrupt the Service;
h. engage in fraud, impersonation, or misrepresentation;
i. sell or transfer access rights; or
j. attempt or assist others to violate these Terms.

12. Digital Millennium Copyright Act

12.1 DMCA Notification.
Metanotes.ai complies with the Digital Millennium Copyright Act (17 U.S.C. §512). If you believe material on the Service infringes your copyright, please send a notice to:

Metanotes.ai – Legal (Copyright Notification)
Metanotes Inc.
2823 Oakley Ave,
Bensalem, PA 19020,
United States
Email: support@metanotes.ai

12.2 Notice Requirements.
Any notice alleging copyright or intellectual property infringement must include:
a. a physical or electronic signature of the rights owner or authorized agent;
b. identification of the copyrighted work or other protected material claimed to be infringed;
c. identification of the infringing material and its location on the Service;
d. your contact details (address, phone, email);
e. a statement that you believe in good faith the disputed use is unauthorized; and
f. a statement, under penalty of perjury, that the information provided is accurate and that you are the rights holder or authorized to act for them.

12.3 Repeat Infringers.
Metanotes.ai will, in appropriate circumstances, suspend or terminate accounts of users found to be repeat infringers.

13. Modification of these Terms
We may update these Terms at any time. Please review them periodically. If a change materially affects your rights or obligations, we may require your acceptance of the new Terms to continue using the Service. Material changes take effect upon acceptance; immaterial changes upon publication. Except as permitted in this section, amendments require a written agreement signed by both parties. Disputes will be resolved under the version of the Terms in effect when the dispute arose.

14. Term, Termination, and Modification of the Service
14.1 Term. These Terms begin when you accept them or first use the Service and remain in effect until terminated.

14.2 Termination. If you violate these Terms, your right to use the Service ends automatically. Metanotes.ai may also suspend or terminate your account or access at any time, with or without notice. You may close your account by contacting support@metanotes.ai.

14.3 Effect of Termination. Upon termination: (a) your license ends and you must stop using the Service; (b) your account access is revoked; (c) you must pay any amounts due before termination; and (d) sections [5.3, 6, 7, 10, 14.3, 16, 17, 18, 19, 20] survive.

14.4 Modification of the Service. Metanotes.ai may change, suspend, or discontinue the Service (including features) at any time, temporarily or permanently, without liability to you.

15. Indemnity
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Metanotes.ai and its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, or expenses (including legal fees) arising from: (a) your misuse of the Service; (b) your breach of these Terms or applicable law; (c) your violation of third-party rights; (d) the content or nature of data you submit or process; or (e) disputes between you and any third party. Metanotes.ai may, at its expense, assume control of any matter subject to indemnification, and you agree to cooperate with such defense.

16. Disclaimers; No Warranties
The Service and all materials, content, and transcriptions available through it are provided “as is” and “as available.” Metanotes.ai disclaims all warranties, express or implied, including: (a) merchantability, fitness for a particular purpose, title, quiet enjoyment, and non-infringement; and (b) warranties arising from usage, course of dealing, or trade. We do not warrant that the Service, or any data or content processed through it, will be uninterrupted, secure, error-free, or free of viruses, nor that issues will be corrected. We are not responsible for failure to store or maintain user data, content, communications, account information, or settings, nor do we guarantee accuracy or completeness of transcriptions.

No advice or information, oral or written, from Metanotes.ai or the Service creates any warranty not expressly stated in these Terms. You use the Service at your own risk. We are not responsible for damage to your devices, loss or disclosure of data, or issues arising from interactions with other users.

For AI-powered features, you acknowledge: (i) you are responsible for all inputs submitted and warrant that you have the rights and permissions to provide them; and (ii) outputs may be inaccurate, incomplete, biased, or inappropriate, and do not reflect the views of Metanotes.ai. You must apply independent review and oversight before relying on outputs, and ensure they are not used unlawfully or in violation of others’ rights.

These disclaimers apply to the fullest extent permitted by law. Metanotes.ai does not disclaim any right or warranty it cannot legally disclaim.

17. Limitation of Liability
To the fullest extent permitted by law, Metanotes.ai and its affiliates will not be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, goodwill, data, or other intangible losses) arising from or related to your use of, or inability to use, the Service or its content, regardless of legal theory, and even if Metanotes.ai was advised of the possibility of such damages.

Except as provided in Section 19.5, and to the maximum extent permitted by law, the total liability of Metanotes.ai for all claims relating to these Terms or the Service will not exceed the greater of: (a) the amount you paid to Metanotes.ai for use of the Service in the 12 months before the claim arose, or (b) $100.

These limitations and exclusions allocate risk between the parties and are a fundamental basis of the agreement. Each provision is severable and will apply even if any limited remedy fails of its essential purpose.

18. Privacy and Information Security

18.1 Privacy Policy. Your use of the Service is subject to the Metanotes.ai Privacy Policy. Please review it carefully to understand how we handle your data.

18.2 Data Processing. Where applicable under GDPR, UK GDPR, or U.S. state privacy laws, our Data Processing Agreements (DPAs) apply to the handling of personal data.

18.3 Ownership of Data. You retain ownership of all data you upload or enter into the Service. You grant Metanotes.ai the rights necessary to collect, process, store, and use such data to provide and improve the Service, as outlined in these Terms and our Privacy Policy. If you join an Organization Workspace, that Workspace or Organization controls ownership of your data.

18.4 Aggregated Data. Metanotes.ai may create and use aggregated or deidentified data for business purposes such as analytics, benchmarking, and improving services. This data will not identify you personally.

18.5 Compliance. You are responsible for ensuring your data use complies with applicable privacy laws and that you have the necessary rights and consents to provide your data to the Service.

18.6 Security. Metanotes.ai will use commercially reasonable measures to protect your data against unauthorized access, use, alteration, or disclosure.

19. Dispute Resolution & Arbitration

19.1 Generally. You agree that any dispute arising out of or relating to these Terms or the Service will be resolved through binding arbitration, rather than in court, except you may bring claims in small claims court if eligible. Both you and Metanotes.ai waive the right to a jury trial or to participate in class or representative actions.

19.2 Arbitration Rules. Arbitration will be conducted by the American Arbitration Association (AAA) under its Consumer Arbitration Rules. The proceedings will be confidential, and the arbitrator’s decision will be final and enforceable in any competent court.

19.3 Opt-Out. You may opt out of arbitration within 30 days of first accepting these Terms by sending written notice to: HNR Tech Inc., 2823 Oakley Ave, Bensalem PA 19020, USA.

19.4 Exceptions. Either party may seek injunctive or equitable relief in court to protect intellectual property or prevent unauthorized use of the Service.

19.5 Class Actions Waiver. Disputes must be resolved individually. Neither you nor Metanotes.ai may bring claims as a class action, private attorney general, or in any representative capacity.

20. Miscellaneous

20.1 Entire Agreement. These Terms, along with our Privacy Policy and any referenced policies, form the entire agreement between you and Metanotes.ai. You may not transfer these Terms without our written consent, but we may assign them at any time. A failure to enforce any part of these Terms is not a waiver. If any provision is found unenforceable, the remaining provisions remain in full effect.

20.2 Governing Law. These Terms are governed by the laws of the State of Delaware, excluding conflict of law rules. You and Metanotes.ai agree to the exclusive jurisdiction of the state and federal courts located in Delaware for disputes not subject to arbitration.

20.3 Additional Terms. Certain features may be subject to additional terms or policies. If posted or linked within the Service, they are incorporated into these Terms.

20.4 Electronic Communications. By using the Service, you agree to receive electronic communications from us. Notices, agreements, and disclosures we send electronically satisfy any legal requirement that such communications be in writing.

20.5 Contact. The Service is provided by HNR Tech Inc , 2823 Oakley Ave, Bensalem PA 19020, USA. You may contact us at support@metanotes.ai.

20.6 Consumer Rights. If you are a California resident, you may contact the Complaint Assistance Unit of the California Department of Consumer Affairs at (800) 952-5210 or in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, CA 95834.

20.7 Support. We are not obligated to provide support, but may do so under published policies.

21. Notice Regarding Apple

If you access our mobile app on an iOS device, you acknowledge these Terms are between you and Metanotes.ai, not Apple Inc. Apple is not responsible for the Service, nor required to provide support. If the app fails to meet any warranty, your sole remedy is a refund from Apple. Apple is not responsible for handling claims related to product liability, legal compliance, or intellectual property. You agree to comply with applicable third-party terms when using the app. Apple and its affiliates are third-party beneficiaries of these Terms, and may enforce them against you. You represent that you are not located in a restricted country and are not listed on any U.S. government restricted party list.