memore

Legal · memore.tech

Terms of Service

Last updated: 19 August 2026

These Terms of Service ("Terms") are a binding agreement between you and Shoon's LLC, which operates Memore.tech ("Memore", "we", "us", or "our"). By accessing or using the platform, you accept these Terms in full. If you do not accept them, do not use the platform.

1Eligibility and age

You must be at least 16 years old to hold an account or otherwise use the Services yourself, and you must have the legal capacity to enter into these Terms. If you are 16 or 17, you may use the Services only if a parent or guardian has reviewed and agreed to these Terms on your behalf, and they remain responsible for your use.

The Services are not directed to and may not be used by anyone under 16, and no account may be held for a person under 16. If we learn that an account is held by someone under 16, we will close it.

A tutor may use the Services to organise their teaching of students of any age. Where a student is under 16, that student may not hold or operate an account or use the Services themselves — a parent or guardian may hold an account and act on their behalf — and the tutor and the parent or guardian, not Memore, are responsible for every consent and authorization the student's age requires (see sections 6 and 7).

If you provide access to the Services to any other person — including your students, their parents, or your staff — you are responsible for their use of the Services and for making them aware of these Terms.

2Services

Memore provides software that may include:

We may add, change, suspend, limit, or discontinue any part of the Services at any time, for any reason, without notice and without liability to you.

3What Memore is not

Memore is a software tool. It is not a party to any relationship between you and your students, clients, employers, or institutions, and it does not supervise, endorse, or take responsibility for the teaching services you provide or receive.

We are not a bank, payment institution, escrow agent, accountant, bookkeeper, auditor, tax adviser, or law firm. Nothing in the Services is financial, tax, accounting, legal, employment, or professional advice, and no fiduciary, advisory, agency, partnership, employment, or joint-venture relationship is created by these Terms.

You are solely responsible for your own tax, invoicing, employment-classification, licensing, registration, insurance, and regulatory obligations, and for any dispute between you and any student, parent, client, institution, or authority.

4Accounts and security

You must provide accurate information and keep it current. You are responsible for safeguarding your credentials and for all activity that occurs under your account, whether or not authorized by you. Notify us promptly at legal@memore.tech if you suspect unauthorized access.

We are not liable for any loss arising from unauthorized use of your account, from your failure to protect your credentials, or from any act or omission of a person you gave access to.

5Your content and the license you grant us

You retain ownership of the content you submit. You grant Memore a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to host, store, copy, transmit, process, analyze, adapt, and display that content, and to transmit it to our service providers, in each case as necessary to operate, secure, support, and improve the Services and to provide the features you use.

This license continues for as long as we retain the content and survives to the extent necessary for backups, security, dispute resolution, and legal compliance. It does not transfer ownership of your content to us.

You represent and warrant that you hold all rights, permissions, and consents necessary to submit the content and to grant this license, and that the content does not infringe any third-party right or violate any law.

We may — but are never obliged to — review, refuse, restrict, or remove any content or account at our sole discretion.

Where your content contains personal data about other people — your students and their households — our handling of it is governed by the Data Processing Agreement, which forms part of these Terms. Under it we act only on your instructions, we do not use that data for our own purposes, and we do not use it to train any AI model. The licence above is limited accordingly, and where it and the DPA differ, the DPA prevails.

Where you submit a link instead of a file — a public video URL, or an article or news page — you are asking us to process material published by someone else. You represent and warrant that you are entitled to have that material processed for your purposes, and you remain responsible for that decision. We read only what is publicly reachable at the address you give us, we may pass it to a third-party AI provider to produce a transcript or extract its text, and we store the resulting text and a reference to the source rather than a copy of the original work. We may refuse or stop processing any link at our discretion.

6Recording consent and compliance

You are solely responsible for ensuring that every recording, upload, transcript, and AI output complies with all applicable laws, institutional policies, and contracts. You represent and warrant that you have obtained all permissions, notices, and consents required from every person captured or described, before recording or uploading.

Any consent, notice, or disclosure feature we may offer is provided as a convenience only. It does not transfer responsibility to us, does not constitute legal advice, and does not guarantee compliance in your jurisdiction.

7Minors and educational use

If you use the Services in connection with a person under 18, you must obtain and retain all legally required consent and authorization from a parent, guardian, school, or institution. We do not verify age, identity, consent, or authority, and we have no obligation to do so.

8Educational records & sensitive information

Do not upload or process student information, academic records, attendance data, health or biometric information, personal data, or other sensitive information unless you are legally authorized to do so. You are solely responsible for determining what you may lawfully upload and for compliance with all applicable data protection, educational, and privacy laws and institutional policies.

9Calendar, records, and reporting are informational only

Memore may read, create, and modify calendar events as you authorize. Schedules, lesson tracking, balances, ledgers, invoices, reports, reminders, and notifications are provided for your convenience and are informational only. They are not accounting records, tax records, invoices, or statements of account, and they may be incomplete, delayed, or incorrect.

You are solely responsible for verifying accuracy before relying on any of it, for maintaining your own records, and for collecting your own fees.

10AI features

AI-generated transcripts, summaries, materials, corrections, and notes are produced automatically, may be inaccurate, incomplete, biased, or misleading, and are not reviewed by us. They are suggestions only.

You must independently review and verify every AI output before relying on it, sharing it, or acting on it, and you are solely responsible for any use you make of it. We make no warranty as to the accuracy, reliability, suitability, or availability of any AI feature, and we have no liability for any AI output or for any decision made in reliance on one.

11Acceptable use

You may not:

12Third-party services

The Services interoperate with third-party products, including calendar, meeting, storage, email, payment, analytics, and AI providers. Those products are controlled by their own providers and terms. We do not control them, do not warrant them, and are not responsible or liable for their availability, accuracy, acts, omissions, changes, pricing, security, or discontinuation, or for any loss arising from your use of them.

13Intellectual property

The Memore platform, including its software, design, text, interfaces, and trademarks, is owned by Shoon's LLC or its licensors and is protected by law. All rights not expressly granted to you are reserved. You receive only a limited, revocable, non-exclusive, non-transferable right to use the Services in accordance with these Terms.

We respect intellectual property and will respond to valid infringement notices. Send notices, including the information required by applicable copyright law, to legal@memore.tech. We may remove content and terminate repeat infringers at our discretion.

14Feedback

If you send us feedback, suggestions, or ideas, you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable, transferable license to use and exploit them for any purpose, without restriction, attribution, confidentiality, or compensation.

15Fees, billing, and refunds

Certain features are paid. Prices, plans, and billing periods are those presented to you at purchase. Unless stated otherwise:

Free, trial, beta, and preview features are provided "as is", may be changed or withdrawn at any time, and carry no warranty, support, or service commitment of any kind.

16Suspension, termination, and your data

You may stop using the Services and delete your account at any time. We may suspend, restrict, or terminate your access, and delete your content, at any time and at our sole discretion, with or without notice or cause.

We will not be liable to you or anyone else for any suspension, termination, deletion, or loss of content or access. Where practicable and lawful, and at our discretion, we may make your data available for export for a limited period after termination; this is an accommodation, not an obligation.

You are responsible for maintaining your own copies and backups of your content. Do not rely on the Services as your only record.

17Service availability

We do not guarantee that the Services will be available, uninterrupted, timely, secure, or error-free, and we offer no uptime commitment, service level, or compensation for downtime, delay, data loss, or degraded performance.

18Disclaimer of warranties

To the maximum extent permitted by law, the Services are provided "as is" and "as available", with all faults and without warranty of any kind, express, implied, statutory, or otherwise. We specifically disclaim all implied warranties of merchantability, fitness for a particular purpose, title, accuracy, quiet enjoyment, and non-infringement, and any warranty arising from course of dealing or usage of trade.

Without limiting the foregoing, we do not warrant that the Services will meet your requirements, that results obtained will be accurate or reliable, that defects will be corrected, or that content, recordings, or data will be preserved, retrievable, or free of loss or corruption.

19Limitation of liability

Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or any statutory rights of consumers that cannot be waived. Where such rights apply to you, the remaining provisions of this section apply only to the fullest extent permitted by law.

Subject to that, to the maximum extent permitted by law, neither Shoon's LLC nor its owners, officers, employees, agents, licensors, or suppliers will be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages, or for any:

This applies regardless of the theory of liability and even if we were advised of the possibility of such damages.

Our total aggregate liability for all claims arising out of or relating to these Terms or the Services is limited to the greater of $100 or the total amount you paid us in the 12 months immediately before the event giving rise to the claim. This limit applies in aggregate across all claims and is not multiplied by the number of claims or claimants.

You acknowledge that these limitations are a fundamental basis of the bargain and that the Services would not be provided on these prices or terms without them.

20Indemnification

You will defend, indemnify, and hold harmless Shoon's LLC and its owners, officers, employees, agents, licensors, and suppliers from and against any claim, demand, investigation, loss, liability, damage, fine, penalty, cost, and expense (including reasonable legal fees) arising out of or relating to:

We may assume the exclusive defense and control of any matter subject to indemnification, at your expense, and you will cooperate with us. You may not settle any matter in a way that imposes any obligation or admission on us without our prior written consent.

21Disputes, class waiver, and time limit

Before starting any proceeding, you agree to contact us at legal@memore.tech with a written description of the dispute and the relief sought, and to negotiate in good faith for 60 days.

To the fullest extent permitted by law, any claim must be brought in your individual capacity and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding, and you and we each waive any right to a jury trial.

To the fullest extent permitted by law, any claim arising out of or relating to these Terms or the Services must be filed within one year after it arises, or it is permanently barred.

22Governing law and venue

These Terms are governed by the laws of the State of Wyoming, U.S., without regard to conflict of law principles and excluding the UN Convention on Contracts for the International Sale of Goods. The exclusive venue for disputes between you and Shoon's LLC shall be the state or federal courts located in Wyoming, and you consent to their personal jurisdiction.

If you are a consumer resident in a jurisdiction whose law grants you a non-waivable right to the protection of its courts or laws, nothing in this section removes that right.

23Force majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including outages, network or provider failures, cyberattacks, acts of God, war, civil unrest, labor disputes, epidemics, sanctions, and changes in law.

24Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign or transfer these Terms freely, including in connection with a merger, acquisition, financing, reorganization, or sale of assets.

25Notices and electronic communications

You consent to receive communications from us electronically, and you agree that electronic communications satisfy any legal requirement that a communication be in writing. We may give notice by email to the address on your account or by posting within the Services, and notice is effective when sent or posted. Keep your email address current.

26Changes to these Terms

We may update these Terms at any time. Material changes take effect when we post the updated Terms and update the "Last updated" date above, and we may also notify you by email or within the Services. Your continued use after that constitutes acceptance. If you do not agree, your only remedy is to stop using the Services and delete your account.

27General

If any provision is held unenforceable, it shall be modified and interpreted to accomplish its objectives to the greatest extent permitted by law, and the remaining provisions shall remain in full force. Our failure to enforce any provision is not a waiver of it. These Terms, together with the Privacy Policy, the Data Processing Agreement, the Cookie Policy and any terms presented at purchase, are the entire agreement between us and supersede all prior agreements on their subject matter. Sections 3, 5–10, 13, 14, and 16–27 survive termination. Headings are for convenience only.

28Company information

Memore is operated by Shoon's LLC. References in these Terms to "Memore", "we", "us", or "our" mean Shoon's LLC.

29Contact

Questions about these Terms: legal@memore.tech.

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