Terms of the «Memo AI» Service

This document constitutes an offer by Individual Entrepreneur Minaev Sergei Sergeevich (hereinafter referred to as the "Provider") addressed to any natural and/or legal persons (hereinafter referred to as "Users") to conclude an Agreement for the provision of access to the «Memo AI» Service (hereinafter referred to as the "Agreement"), who Accept the terms of this Offer (hereinafter referred to as the "Offer"). The Offer contains all essential terms, i.e., terms that are recognized as essential by legislation or necessary for providing access and rendering Services through the «Memo AI» Service, as well as those terms regarding which, according to the Provider's statement, an agreement must be reached. Proper Acceptance of the Offer is the User's registration in the Service. Upon Acceptance of the Offer, the User guarantees that they have fully read and agree to all its terms. From the moment of Acceptance of the Offer, the Agreement is deemed concluded and effective between the Parties.

1. Terms and Definitions

1. Information Technology - a set of methods, production processes and software-technical means, combined into a technological complex, ensuring the collection, creation, storage, accumulation, processing, search, output, copying, transmission and distribution of information.
2. Service - the «Memo AI» software product, which operates in the Internet and is designed for recording, transcribing (audio and video files and online meetings), summarizing (online meetings, audio and video files) using artificial intelligence, including the "Memo AI" software, the Provider's official websites: https://app.memoai.tech/en/, https://memoai.tech/en, as well as the «Memo AI» Telegram bot located at https://t.me/VoiceTextAI_bot.
3. Telegram bot - «Memo AI» is the software product, displayed in text, graphic, audiovisual or other form, hosted on a hardware-software complex, having a unique network address and name and operating on the Internet at https://t.me/VoiceTextAI_bot.
4. Provider - Individual Entrepreneur Minaev Sergei Sergeevich, TIN 780445340876, PSRNIP 320784700059341.
5. Visitor - a natural or legal person who visited the «Memo AI» Service website without the purpose of registering for further use.
6. User - a natural or legal person who has made an Acceptance of the Provider's Offer.
7. Tariffs - terms regarding cost, duration and number of available minutes for using the Service, posted on the Provider's official website.
8. Subscription - a Tariff selected and, if necessary, paid for by the User for a certain period to use the Service functionality.
9. Balance - a counter located in the Service that records the User's advance payments and amounts of funds withheld (debited) as payment for using the Service.
10. Acceptance of the Offer - full and unconditional acceptance of the Offer by the User through performing the actions specified in paragraph 3 of the Offer. Acceptance of the Offer means conclusion of the Agreement.
11. Agreement - a paid service agreement between the User and the Provider, which is concluded through Acceptance of the Offer, in accordance with the terms set forth in the Offer, as well as the norms of the legislation of the Russian Federation.
12. VCS Platforms - video conferencing platforms of third-party companies, when using which it is possible to apply the Service functionality.
13. Account - the User's personal cabinet in the Service, designed to gain access to it and use its functionality.
14. Device - any device that can access the Service, such as a computer, laptop, mobile phone, smartphone or digital tablet.
15. Personal Data - information regulated by the Agreement-Offer, relating to a specific natural person, recorded on electronic, paper and/or other material media.
16. Collection of Personal Data - actions aimed at obtaining Personal Data.
17. Processing of Personal Data - actions aimed at accumulation, storage, modification, supplementation, use, distribution, anonymization, blocking and destruction of Personal Data.
18. Third Parties - persons connected, both currently and in the future, with the Provider by circumstances or legal relations regarding the Collection, Processing and protection of the User's Personal Data.
19. Parties - the Provider and the User.

2. Subject of the Agreement

1. The Agreement defines the general terms of relations arising between the Provider and Users when the Provider renders paid Services of an information-technical nature on the Internet in case of Acceptance of this Offer.
2. The Service is designed for recording, transcription (of audio and video files and online meetings), summarizing (online meetings, audio and video files) using artificial intelligence.
3. The Provider undertakes to provide the User with remote access to the Service via the Internet, and the User undertakes to pay remuneration for providing such access in accordance with the selected Tariff.
4. Access to the Service is provided via the Internet.
5. The list of VCS platforms, when using which it is possible to apply the Service functionality, is indicated on the Provider's website. This list may be changed and supplemented by the Provider unilaterally at any time without notifying the User.
6. For the purpose of familiarizing with the Service capabilities, the User has the right to free access to the Service for a trial period specified on the Provider's official website. In case the User chooses a free trial Tariff, no remuneration is paid to the Provider.
7. The cost of providing access to the Service, as well as the number of minutes available within the Subscription for using the Service, are specified by the Provider in the Tariffs. The Tariffs posted on the Provider's official website are an integral part of the Agreement. In case of discrepancy between the Offer provisions and information in the Tariffs, the information specified in the Tariffs takes priority.
8. The User, among other things, may use the Service to record and transcribe their online meetings, therefore they independently bear responsibility for obtaining consent for such recording and subsequent transcription from all meeting participants before starting the recording. When conducting an online meeting in the corresponding platform (Yandex Telemost, Zoom, Google Meet and others) for recording and subsequent transcription, a special extension available in the Google Chrome browser is used. If any of the online meeting participants does not agree to the use of this extension, they have the right and opportunity to leave the meeting. Since the User uses the Service to record online meetings, they bear independent responsibility for collecting consent from all online meeting participants before starting the recording.
9. The Offer represents an Agreement with open terms. Essential terms of each transaction for providing paid Services made in the Service are formed online individually for the User using the Service web interface, as well as using the Telegram bot «Memo AI», through which the User selects a Tariff, and the Parties agree on the transaction terms.

3. Conclusion of the Agreement

1. The terms for providing access to the Service are defined in this Offer and may be accepted by the User only by joining the proposed Agreement through Acceptance of the Provider's Offer.
2. Acceptance of the Provider's Offer is considered accepted by the User from the moment of performing any of the following actions:
   • registration in the Service;
   • payment of Subscription by the User in the manner and on the terms specified in the Agreement.
3. When the User makes Acceptance in the above-described manner, it is considered that:
   • the User has read, familiarized themselves with, agreed to (accepted) the Provider's offer;
   • Acceptance has been received by the Provider;
   • the Agreement is concluded, does not require bilateral signing and is valid in electronic form;
   • written form of the transaction is observed;
   • the Provider has the right to withdraw their offer to conclude the Agreement at any time, but this is not grounds for refusing the Provider's obligations under the Agreement.
4. The Service may be temporarily unavailable, partially or completely, and accordingly, provision of access to the Service may be temporarily suspended, partially or completely due to preventive or other work, as well as for any other technical reasons. The Provider has the right to periodically conduct necessary preventive or other work with or without prior notification to Users.

4. Terms of Providing Access to the Service

1. Providing access to the Service, which is the subject of individual transactions made in execution of the Agreement, represents functional capabilities of the Service that are offered for a fee and exclusively within the Service rules ensuring its operation.
2. The condition for obtaining access to the Service is payment of the Subscription in accordance with the selected Tariff, Acceptance of the Offer and strict compliance by the User with the Service Usage Rules.
3. The Provider's obligations to provide the User access to the Service are mutual to the User's obligations to comply with the Service Usage Rules and pay for access to the Service. In case of non-fulfillment of these obligations by the User, the Provider, acting on the basis of the Service Usage Rules, may suspend or refuse access to the Service.
4. The Provider does not undertake obligations to provide access to the Service to every person who applies to them, and may refuse to provide access to the Service to a User if its provision does not comply with the Service Usage Rules, as well as if providing access to the Service would contradict legislation or social moral norms.
5. Before registration, the Visitor must familiarize themselves with the Agreement terms; in case of disagreement with the terms set forth in the Offer, they should not register in the Provider's Service.
6. The User independently bears responsibility for the accuracy and correctness of data entered in the Service.
7. The User bears responsibility for maintaining the confidentiality of Confidential data used for authorization and authentication in the Service.
8. The User accepts the condition that the Provider under no circumstances bears responsibility for consequences directly or indirectly causing any harm or damage to the User, caused by unauthorized acquisition of the User's Confidential data or other actions performed using the Service functionality.
9. In case of unauthorized use of the Account, the User undertakes to immediately notify the Provider of this by any method provided in the Service. The Provider bears no responsibility for any losses caused to the User in connection with unauthorized use of their Account.
10. When using the Service, the User is prohibited from any actions aimed at gaining unauthorized access to the Provider's resources, Personal, account and other data of other Users.
11. Use of the Service must be carried out by the User only for lawful purposes and by lawful means.
12. The User realizes that the Provider provides access to the Service when such a possibility exists. These possibilities directly depend on the User's compliance with the Service Usage Rules, and the User realizes that non-compliance with the Service Usage Rules may lead to termination of access to the Service by the Provider.
13. In case of circumstances where the User contacts the Provider with a statement, request or other appeal related to the Provider's provision of access to the Service, the User, at the Provider's request, undertakes to provide documents and information necessary to identify the User as a party to the Agreement.
14. Within the framework of Agreement execution, the User may arrange an unlimited number of Subscriptions. At the same time, fulfillment of the Provider's obligations under one Subscription does not terminate the effect of another Agreement.

5. Providing Access to the Service (Account Registration)

1. To gain access to the Service, the User needs to register in the Service on the Provider's official website to create an Account or by clicking the "start" button in the Telegram bot «Memo AI».
2. Before registration, the User familiarizes themselves with the Offer text and may then acquire a trial tariff on a gratuitous basis or make payment in accordance with another selected Tariff with full and unconditional agreement to all Offer terms.
3. By registering an Account and accepting the Offer, the User confirms and guarantees to the Provider that:
   • they have reached the age of majority to conclude the Agreement (or the User has received permission to use the Service from parents or other legal representatives who have agreed to the Offer terms on behalf of the User);
   • they have fully familiarized themselves with the Offer terms, fully understand the subject of the Offer, fully understand the meaning and consequences of their actions regarding the conclusion and execution of the Agreement;
   • they have the technical ability to install a browser on their Device, as well as have suitable Internet connection;
   • they independently and at their own expense ensure the availability of necessary Devices and Internet access;
   • they give consent to the Provider's processing of their Personal data;
   • if the User agrees to the Offer terms on behalf of a legal entity, then the User declares and guarantees that they are authorized to act on behalf of this legal entity, including authorized to agree to the Offer terms.
4. If any of the specified User guarantees proves false, the Provider immediately terminates such User's access to the Service.
5. When registering an Account, the User specifies an email address and password for their Account or may register an Account through third-party platform accounts available during registration, as well as by clicking the «start» button in the Telegram bot «Memo AI».
6. When specifying an email during registration, the User allows the Provider to send a verification code to the specified email.
7. Access to the Service on terms of a Tariff provided on a paid basis is granted to the User only upon receipt of 100% advance payment of the Tariff cost to the Provider's settlement account.
8. Access to the Service is provided to the User on the terms «1 account = 1 person». The User has no right to transfer their Account or provide access to it to anyone else without prior written permission from the Provider.
9. Violation of this rule and transfer of one's account to another person is a violation of the Agreement terms and entails termination or suspension of the User's access to the Service without refund of funds.
10. At the same time, the Provider may transfer, assign or delegate their rights and obligations under the Agreement without the User's consent.
11. When the User acquires access to the Service for business and/or their employees (Corporate tariff), the Provider establishes a minimum number of employees for each of whom it is necessary to purchase and pay for a Subscription. More specific information is contained in the Tariffs.

6. Terms and Procedure for Using the Service

1. The Subscription period is 30 calendar days (except for the free Tariff) and begins from the moment of payment for the selected Tariff.
2. The Subscription period does not depend on the date of actual account activation by the User or the date of Service use commencement by the User.
3. After gaining access to the Service, its capabilities are studied and used by the User independently and at their discretion.
4. The User may contact the Provider for technical and information support at the email address: hello@memoai.tech. The Provider responds to User questions at convenient times.
5. The Service capabilities and functionality are determined by the Provider at their discretion. The Provider always tries to improve the Service, so its functionality may change over time. The Provider has the right at any time without any notifications to make changes to the Service functionality and operation.
6. The Provider's obligations regarding each Tariff are considered fulfilled in full and proper manner from the moment of ensuring the possibility of access to the Service on terms of the Subscription purchased by the User, regardless of the User's actual use of the Subscription capabilities. In connection with this, refund of payment for unused Subscription minutes purchased on a paid basis is not provided.
7. The Provider's obligations to provide the User access to the Service are considered fulfilled and accepted by the User without drawing up delivery-acceptance acts.
8. Upon expiration of the Subscription period (provided refusal to renew it), the User's access to Service capabilities is limited.
9. In case the User purchases a new Subscription before the expiration of the previous Subscription, the previous Subscription ceases to be effective. At the same time, available minutes for using the Service from the previous Subscription are added to the minutes of the new Subscription. Money refund for the previous Subscription in such case is not provided.

7. Financial Terms

1. The Subscription cost is determined in accordance with the Provider's current Tariffs.
2. The Subscription cost for each period of providing access to the Service is a constant value, does not depend on the volume of actual Service use by the User and is specified on the Official website.
3. Tariffs may differ depending on characteristics determined by the type of Service, composition of the Service package, current discounts and promotions, time of day, and other characteristics affecting pricing.
4. The Subscription may be paid by any of the methods offered to the User after selecting one of the proposed Tariffs, including the possibility of paying for the Subscription by bank transfer to the Provider's settlement account by a legal entity.
5. The User undertakes to familiarize themselves with the proposed Tariff cost before arranging a Subscription.
6. Payment for the Subscription is made by the User in terms of 100% (one hundred percent) advance payment by making advance payments.
7. By this Agreement, the Parties have agreed that non-performance or improper performance by the User of the obligation to pay for the corresponding Subscription relieves the Provider from fulfilling their obligations, i.e., the Subscription is considered not arranged by the User, not received by the Provider and accordingly not accepted for execution.
8. The Subscription cost is not subject to value-added tax.
9. The User may familiarize themselves with information about all payments made in the Service in a special section, as well as in the Telegram bot «Memo AI». The Provider keeps records of all funds deposited by the User as advance payment and bonuses credited to the User, which may be used for subsequent payment.
10. Refund of funds paid by the User is carried out by the Provider in the following cases:
    • in case of technical malfunctions in the Service preventing the User from using the Service for more than 24 hours. In this case, the Provider refunds funds to the User only for the period when the Service was unavailable, calculated proportionally from the Subscription period;
    • in case of deletion or blocking of the User's account by the Provider or by the user themselves or their authorized representative, refund of funds deposited as advance payment is carried out exclusively upon written request of the User or their authorized representative according to the application form provided by the Provider.
11. The Provider has the right to refuse to refund paid funds to the User if the User violated the Service Usage Rules more than twice during the entire period of using the Service.
12. When purchasing a corporate tariff for business, the Provider issues a separate invoice to the User for purchasing access to the Service.
13. The Provider bears no responsibility for any actions or inaction of any third party carrying out monetary transactions for Subscription payment. Security, confidentiality, as well as other terms of using payment methods selected by the User for Subscription payment are beyond the scope of the Agreement and are regulated by agreements between the User and corresponding financial organizations.
14. The User independently bears all banking and other expenses for Subscription payment when they exist, and also bears responsibility for the correctness of payments made by them and filling out necessary payment documents.
15. The User's obligation to pay is considered fulfilled at the moment funds are credited to the Provider's settlement account.
16. The Provider has the right to change existing and introduce new Tariffs at any time unilaterally.
17. New Tariffs come into force at the moment of their publication on the Provider's Official website, unless another term for new Tariffs to come into force is determined upon their publication.
18. New Tariffs do not apply to Subscriptions already previously paid by the User. Renewal of use of a previously arranged Subscription at new prices means the User's agreement to Tariff changes.
19. Refund of payment for unused period is not provided due to the fact that the Provider's obligations are considered fulfilled at the moment of providing the User with the possibility of access to the Service functionality specified in the Tariff. The User is considered to have used all Tariff possibilities available in the Service, and in connection with this has no right to demand refund of funds.
20. The Tariff cost paid by the User is not recalculated and is not subject to refund if the User during the paid period of Tariff validity did not use access to Service capabilities or used such right incompletely.
21. The User confirms their agreement that after the first payment of Subscription for the selected Tariff, debiting of funds for Subscription renewal for the subsequent period for the selected Tariff will occur automatically from the User's bank card from which the initial payment was made. The User may cancel automatic payment at any time.

8. Responsibility of the Parties

1. For non-fulfillment and/or improper fulfillment of obligations under the Agreement, the Parties bear responsibility in accordance with the Agreement and legislation of the Russian Federation.
2. The Provider undertakes to make reasonable efforts necessary to provide the User access to the Service.
3. The Provider provides no direct or implied warranties under the Agreement and expressly disclaims any warranties or conditions regarding the Service, including regarding its availability and its compliance with the User's specific purposes.
4. The Provider is periodically forced to perform Service updates and technical maintenance for technical reasons. During this time, the Service may be unavailable. The User accepts this and guarantees that they have no right to make any claims regarding Service availability.
5. The Provider does not answer for and does not compensate the User's losses formed in cases of:
   • any communication channel malfunctions or stoppage/deterioration of communication service provision, including complete or partial loss by the User of Internet access;
   • User's loss of access to Service functionality requiring User authorization and authentication;
   • unauthorized interference in Service operation by third parties, including DDOS attacks, hacker attacks, actions of authorized bodies, unavailability of third-party services used in User interaction with the Service;
   • occurrence of force majeure circumstances;
   • any other cases not directly dependent on the Provider, in which obstacles may arise in providing the User access to the Service.
6. In case of causing losses to the User through the Provider's fault, the Provider's responsibility is determined in an amount not exceeding the cost of the paid Subscription, or not exceeding the sum deposited by the User in advance.

9. Force Majeure Circumstances

1. A Party to the Agreement is released from responsibility for partial or complete non-performance, or improper performance of an obligation, if this resulted from force majeure circumstances that arose after conclusion of the Agreement as a result of extraordinary circumstances that the Party could not foresee or prevent.
2. Force majeure circumstances are understood to include: flood, fire, earthquake, natural phenomena, epidemic, war or military actions, as well as decisions of state authorities or administration.
3. Upon occurrence of such circumstances, the Party experiencing their effect must notify the other Party of them in writing or electronic form within five days.
4. In cases of force majeure circumstances, the term for fulfillment by the Party of obligations under the Agreement is postponed proportionally to the time during which these circumstances and their consequences operate. If the occurred force majeure circumstances and their consequences continue to operate for more than 7 (seven) days, the Parties may conduct additional negotiations to determine acceptable alternative ways of Agreement execution, or the Parties' obligations cease due to impossibility of performance (except for monetary obligations) from the moment of force majeure circumstances occurrence.

10. Third-Party Websites and Materials

1. The Service may contain links to third-party websites on the Internet, as well as materials belonging to or originating from third parties. The Provider does not control such websites and bears no responsibility for their content, products, services. The User assumes all risks associated with their use of any third-party websites or resources.
2. The Provider recommends that the User familiarize themselves with the offer terms and privacy policies of each third-party website or service that the User visits or uses.
3. A link to any website, product, service, any commercial or non-commercial information posted in the Service is not an endorsement or recommendation by the Provider. The Provider bears no responsibility for any information, materials posted on third-party websites.

11. User Personal Data

1. When using the Service, the Provider will collect and process the User's Personal Data, including data about their use of the Service. The list of processed personal data, methods and purposes of their processing are specified by the Provider in the Privacy Policy published on the Provider's Official website.

12. Termination of Access to the Service

1. The Provider has the right at any time to terminate or suspend the User's access to the Service for any reason at the Provider's discretion, including the User's violation of Agreement terms.
2. Termination of the Account may lead to destruction of any content associated with the User's Account, including User transcripts. The Provider will try to notify the User in advance before deleting their Account, but may not do so.
3. If the User deletes their Account by mistake, they need to immediately contact the Provider at hello@memoai.tech.

13. Consent to Receive Advertising Mailings

1. The User, by clicking the «Register» button when registering an Account, as well as by checking the checkbox next to the consent and link to the Agreement, as well as clicking the «start» button in the Telegram bot «Memo AI», provides the Provider with their consent to receive informational, marketing and advertising materials, and also provides their consent to Personal Data processing to the Provider as Personal Data Processing Operator.
2. The User has the right at any time to withdraw any of the specified consents by contacting the Provider at the email address: hello@memoai.tech.

14. Dispute Resolution

1. Pre-trial dispute settlement is carried out through negotiations and presentation of claims and is mandatory.
2. The Parties define the following mandatory procedure for pre-trial dispute settlement:
   • a claim is presented in written form and signed by a duly authorized person;
   • the claim specifies: requirements, claim amount and its substantiated calculation (if the claim is subject to monetary evaluation), circumstances on which the requirements are based, and evidence confirming them;
   • the list of documents and other evidence attached to the claim, other information necessary for dispute settlement is determined by the Parties;
   • the claim is considered within 10 (ten) calendar days from the date of receipt, and the Party that sent the claim is notified of the consideration results in written or electronic form;
   • in the response to the claim, the Party that received the claim must specify the motives for the decision and proposals for the procedure of dispute settlement;
   • if documents necessary for claim consideration are not attached to the claim, they are requested from the Party that sent the claim within 3 (three) working days from the date of claim receipt, with indication of the presentation term, but not less than 3 (three) working days;
   • if the requested documents are not received by the specified term, the claim is considered based on available documents.
3. Disputes are resolved in court in accordance with the legislation of the Russian Federation.

15. Procedure for Agreement Amendment and Termination

1. The Parties have agreed that the parties may exchange notifications and/or requests under the Agreement in any of the following forms:
   • on paper media sent by mail necessarily by registered mail (registered letter) or by hand against signature of the recipient on the sender's notification copy;
   • without using paper media, through messages sent by email.
2. Notification and/or request transmitted in the form of an email message must contain:
   • in the subject line - the notification and/or request topic;
   • in the message text - information necessary for request consideration or information sufficient for understanding the presented notification;
   • The Parties separately agreed that letters sent from other email addresses, in a form other than those described above, may not be considered.
3. The Parties have agreed that the Provider has the right at their discretion to change and/or supplement the Agreement, including terms and/or procedure for providing access to the Service, volume, quantity and/or completeness of Tariffs, their cost. In this case, the User independently monitors changes to Agreement terms made by the Provider.
4. In case of the User's disagreement with changes and/or additions made to the Agreement, they must notify the Provider of this in writing before their entry into force and/or cease using the Service. The Parties have agreed that the absence of such written notification from the User is considered as their agreement to changes and/or additions to the Agreement proposed by the Provider. The Agreement is considered changed and/or supplemented from the moment specified in the Provider's notification and based on it, without signing any additional agreements to the Agreement.
5. The current version of the Agreement is posted on the Provider's Official website.
6. Agreement termination is possible by mutual agreement of the Parties, as well as in case of unilateral refusal to perform the Agreement on grounds provided by the Agreement and legislation of the Russian Federation.
7. In addition to those established by legislation, the Parties have agreed by the Agreement on other cases caused by a Party's violation of the Agreement, in which the other Party has the right to refuse the Agreement:
   • repeated (2 (two) times or more) non-fulfillment and/or improper fulfillment by the Provider of undertaken obligations regulated by the Agreement;
   • Provider's delay in fulfilling obligations regulated by the Agreement for a period of more than five days;
   • non-fulfillment and/or improper fulfillment of obligations regulated by the Agreement;
   • repeated (2 (two) times or more) non-fulfillment and/or improper fulfillment by the User of undertaken obligations regulated by the Agreement.

16. Final Provisions

1. The Agreement, as well as all legal relations arising in connection with Agreement execution, are regulated and subject to interpretation in accordance with the legislation of the Russian Federation.
2. The Agreement comes into force at the moment of the User's accession to the Agreement, i.e., when the User makes Acceptance in the procedure regulated by the Agreement, and is effective until the moment of complete fulfillment by the Parties of their undertaken obligations.

17. Party Details

Individual Entrepreneur Minaev Sergei Sergeevich
TIN: 780445340876
PSRNIP: 320784700059341