TERMS OF USE
Last Modified: October 31, 2026
Introduction
Welcome to Paprclip! Paprclip is a social accountability platform designed to facilitate shared personal growth through connection, commitment, and mutual participation. The Service enables users to link with one another, set and pursue shared goals, habits, and tasks, and document progress through user-generated content (“Clips”).
The purpose of Paprclip is to provide users with tools that support accountability, motivation, and relationship-based productivity by creating a structured environment where individuals can voluntarily commit to one another and track their progress over time. The platform is intended to promote positive engagement, collaboration, and personal development through shared experiences, rather than passive content consumption.
Paprclip does not guarantee outcomes, results, or behavioral change. All goals, habits, and tasks created through the Service are self-directed by users, and participation is voluntary. The Service is not intended to provide medical, psychological, financial, or professional advice, and should not be relied upon as such.
By using Paprclip, users acknowledge that the platform is a tool for facilitation—not enforcement—and that all activity, commitments, interactions, and content shared within the Service are the responsibility of the users involved.
Definitions
· “App”: Our social media productivity app available via the Apple App Store and Google Play Store.
· “Company”: Paprclip, Inc., located at 581 Warren Street, Apt 1L, Brooklyn, NY 11217. May also be referred to throughout this Agreement as “we,” “us,” “our,” “the App.”
· “Content”: Any post or other contribution by a User, including text in the form of comments, posts, or captions, photos, videos, audio recordings, and other material that a User posts or shares with other Users.
· “Interactive Services”: Allow Users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the App.
· “Personal Data/Information”: Any information that is identifying to an individual, either on its own or combined with other information that is traced or traceable to a certain individual, including but not limited to your full name, email address, telephone number, IP address, mailing address, and payment information.
· “Services”: All aspects of the App, our website, and the software and systems powering the App and our website.
· “Terms”: This Agreement, which outlines the App’s usage and the scope of the relationship between the Company and Users. May also be referred to throughout as “the Terms,” and “this Agreement.”
· “User”: Any person who downloads the App, creates an account, and uses the App. May also be referred to throughout this Policy as “you.”
· “User Contributions”: Any content that a User posts, submits, publishes, displays, or transmits to other Users on or through the App.
· “Violative Content”: Content that violates another person’s rights, or does not comply with laws, rules, regulations or this Agreement.
Who Can Use our Services
Our Services include all aspects and uses of the App, our website, and the software and systems that power our App and website.
The App is not to be used by AI or any bots. Users must:
· Be older than 18 years old. Depending on where you live, if you are younger than the age of consent in your country, then a parent or guardian must provide consent for your use of our Services.
· Have the legal authority to create an account on behalf of another person, company, organization, government or other legal entity, if you’re not creating an account for yourself.
All references to “you” and “your” in this Agreement means both you, the end user and/or for accounts created on behalf of another person, company, organization, government or other legal entity, the person who has legal authority to create and/or operate the account.
Acceptance of the Terms of Use
These Terms are entered into by and between you and the Company. The following Terms, together with any documents they expressly incorporate by reference collectively, “Terms of Use,” govern your access to and use of the App, including any content, functionality, and services offered on or through the App, whether as a guest or a registered user.
Please read the Terms of Use carefully before you start to use the App. By using the App or indicating that you accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms and our Privacy Policy, found at paprclip.com in the Privacy policy section, incorporated herein by reference. If you do not want to agree to these Terms or the Privacy Policy, you must not download, create an account, or otherwise use/access the App.
This App is offered and available to users who are 18 years of age or older and reside in (1) the United States or any of its territories or possessions; or (2) Canada or any of its territories or possessions.
OTHER ELIGIBILITY REQUIREMENTS. By using the App, you represent and warrant that you are either (1) of legal age to form a binding contract with the Company, or (2) received the consent required to create an account and the person providing such consent also consents to your being bound by contract with the Company, and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not download, create an account, or otherwise access or use the App.
Changes to the Terms of Use
We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we share/post them and apply to all access to and use of the App thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Error! Reference source not found. will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the App.
Your continued use of the App following the sharing/posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time/frequently/each time you access the App, so you are aware of any changes, as they are binding on you.
Accessing the App and Account Security
We reserve the right to withdraw or amend this App, and any service or material we provide on the App, in our sole discretion without notice. We will not be liable if for any reason all or any part of the App is unavailable at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the App or the entire App.
You are responsible for both:
· Making all arrangements necessary to access to the App.
· Ensuring that all persons who access the App through your internet connection are aware of these Terms and comply with them.
To access the App or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the App that all the information you provide on the App is correct, current, and complete. By using the App, you agree that all information you provide to register with this App or otherwise, including, but not limited to, through the use of any interactive features on the App, is governed by our Privacy Policy, which is located at paprclip.com in the Privacy Policy section, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with a password, or any other piece of information as part of our security procedures that is intended to be unique to you and for the purposes of your account security, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this App or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You are responsible for ensuring that you exit from your account after each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Account Deletion and Termination
You may delete your account at any time through the account settings within the App. If you have any question regarding account deletion, please contact us at: hello@paprclip.com
Upon deletion, your right to access and use the App terminates immediately. However, deletion will not relieve you of any obligations to pay any accrued subscription fees, if applicable to you.
Additionally, all provisions of these terms which by their nature should survive account termination will survive, including but not limited to: intellectual property licenses, indemnities, ownership provisions, or limitations of liability.
Paprclip reserves the right in our sole discretion to terminate your account or access the App at any time, for any reason, with or without notice. We will not be held liable to you or any third party for the termination or suspension of your account.
Intellectual Property Rights
The App and its entire contents, features, and functionality including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the App for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our App, except as follows:
· Your device may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
· You may store files that are automatically cached by your Web browser or mobile App for display enhancement purposes.
· If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
· Modify copies of any materials from this App in an inappropriate manner.
· Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the App.
You must not access or use for any commercial purposes any part of the App or any services or materials available through the App.
If you wish to make any use of material on the App other than that set out in this section, please address your request to: hello@paprclip.com
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the App in breach of the Terms of Use, your right to use the App will terminate immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the App or any content on the App is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the App not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Trademarks
The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the App are the trademarks of their respective owners.
Prohibited Uses
You may use the App only for lawful purposes and in accordance with these Terms of Use. You agree not to use the App:
· In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
· For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
· To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.
· To transmit, or procure the sending of, any advertising or promotional material without our prior written consent.
· To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
· To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the App, or which, as determined by us, may harm the Company or users of the App, or expose them to liability.
Additionally, you agree not to:
· Use the App in any manner that could disable, overburden, damage, or impair the App or interfere with any other party’s use of the App, including their ability to engage in real time activities through the App.
· Use any automatic device, process, or means to access the App for any purpose, including monitoring or copying any of the material on the App.
· Use any manual process to monitor or copy any of the material on the App, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
· Use any device, software, or routine that interferes with the proper working of the App.
· Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
· Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the App, the server on which the App is stored, or any server, computer, or database connected to the App.
· Attack the App via a denial-of-service attack or a distributed denial-of-service attack.
· Otherwise attempt to interfere with the proper functioning of the App.
User Contributions
The App may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (post) content or materials (collectively, “User Contributions”) on or through the App.
All User Contributions must comply with the Content Standards set out in these Terms of Use.
Any User Contribution you post to the App will be considered non-confidential and non-proprietary. By providing any User Contribution on the App, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.
In limited circumstances, you own the nonpublished, private content you share through the App and grant the Company a license to use the Content under the following conditions:
· Private Content: Content you shared only with your friends on Paprclip and decided not to publish. Note that if your friend(s) did publish a piece of content in the app that contains one of your contributions, then Paprclip does own that content under the above contribution policies. On a voluntary basis, some people may choose to share their private content with Paprclip so that it can be used for communication, commercial and marketing purposes.
· Public Content: Content you publish within the app and outside of the App, not only your friends. In exchange for using our Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable license to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute the public content you share in any and all media or distribution methods. This license authorizes us to make your public content available to the rest of the world and to let others do the same. You agree that this license includes the right for the Company to provide, promote, and improve our Services and to make public content available to other companies, organizations or individuals for the syndication, broadcast, distribution, promotion or publication on other media and services. Such additional uses by the Company, or other companies, organizations or individuals, is made with no compensation paid to you with respect to the public content as the use of our Services by you is hereby agreed as being sufficient compensation.
You represent and warrant that:
· You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
· All of your User Contributions do and will comply with these Terms of Use.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the App.
License Grant
Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, and nontransferable license to:
· download, install, and use the App for your personal, non-commercial use on devices owned or otherwise controlled by you strictly in accordance with the these Terms; and
· access, stream, download, and use on such devices the Content and Services (as defined in Section 5) made available in or otherwise accessible through the App, strictly in accordance with this Agreement.
License Restrictions
Except as may be expressly permitted by applicable law or expressly authorized by the App, you shall not:
· copy the App, except as expressly permitted by this license;
· modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the App;
· reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the App or any part thereof;
· remove, delete, alter, or obscure any trademark or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the App, including any copy thereof;
· rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the App, or any feature or functionality of the App, to any third party for any reason, including by making the App available on a network where it is capable of being accessed by more than one device at any time;
· use any robot, spider, or other automatic device, process, or means to access the App for any purpose, including monitoring or copying any of the material on the App;
· use any manual process to monitor or copy any of the material on the App, or for any other purpose not expressly authorized in this Agreement, without the Company’s prior written consent;
· frame, mirror, or otherwise incorporate the App or any portion of the App as part of any other mobile application, website, or service;
· use the App in any manner that could disable, overburden, damage, or impair the App or interfere with any other party’s use of the App;
· remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the App; or
· use the App in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments.
Reporting Violative Content
We are under no obligation to monitor the Content Users share on our App. Nevertheless, we want our App to be a place where Users can safely connect with friends and share goals. Content that violates another User’s rights, or does not comply with laws, rules, regulations or the User Agreement (“Violative Content”) is prohibited. If you see Violative Content, you can report it to us through the reporting feature in the App or by visiting the reporting form on our website.
If you believe your Content has been copied in a way that infringes your intellectual property rights, you can report this directly in the App or by visiting our intellectual property reporting form on our website.
Monitoring and Enforcement; Termination
We have the right to:
· Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
· Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of other Users or the public, or could create liability for the Company.
· Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
· Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the App.
· Terminate or suspend your access to all or part of the App for any or no reason, including without limitation, any violation of these Terms.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the App. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY/ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we cannot/do not undertake to review all material before it is posted on the App and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
Content Standards
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:
· Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
· Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
· Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
· Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy.
· Be likely to deceive any person.
· Promote any illegal activity, or advocate, promote, or assist any unlawful act.
· Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
· Impersonate any person or misrepresent your identity or affiliation with any person or organization.
· Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
· Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Copyright Infringement
If you believe that any User Contributions violate your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement. It is the policy of the Company to terminate the user accounts of repeat infringers.
Reliance on Information Posted
The information presented on or through the App is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the App, or by anyone who may be informed of any of its contents.
The App may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the App
We may update the content on the App from time to time, but its content is not necessarily complete or up to date. Any of the material on the App may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Usage
All information we collect on this App is subject to our Privacy Policy. By using the App, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
In-App Purchases and Other Terms and Conditions
All in-App purchases or other transactions for the sale of goods, or services, or information carried out through the App, or resulting from visits made by you, are governed by our Terms of Sale, which are hereby incorporated into these Terms.
Additional terms and conditions may also apply to specific portions, services, or features of the App. All such additional terms and conditions are hereby incorporated by this reference into these Terms.
Social Media Features
This App provides certain social media features that enable you to:
· Link from your own or certain third-party websites to certain content on the App.
· Send emails or other communications with certain content, or links to certain content, on the App.
· Cause limited portions of content on the App to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
· Establish a link from any website or application that you do not own.
· Cause the App or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
· Otherwise take any action with respect to the materials on the App that is inconsistent with any other provision of these Terms.
The website or application from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
Links from the App
If the App contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the App, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions
The owner of the App is based in the United States. We provide this App for use only by persons located in the United States and Canada. We make no claims that the App or any of its content is accessible or appropriate outside of the United States and Canada. Access to the App may not be legal by certain persons or in certain countries. If you access the App from outside the United States and Canada, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the App will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR DEVICE, COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE OR OTHER APPLICATION LINKED TO IT.
YOUR USE OF THE APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP IS AT YOUR OWN RISK. THE APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE APP. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE APP, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR APP OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE APP, ANY WEBSITES OR OTHER APPLICATIONS LINKED TO IT, ANY CONTENT ON THE APP OR SUCH OTHER WEBSITES OR APPLICATIONS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the App, including, but not limited to, your User Contributions, any use of the App’s content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the App.
Governing Law and Jurisdiction
All matters relating to the App and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the App shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE APP MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
Entire Agreement
The Terms, and our Privacy Policy, and any other documents and policies incorporated by reference constitute the sole and entire agreement between you and the Company regarding the App and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the App.
Your Comments and Concerns
This App is operated by Paprclip, Inc., with a principal place of business at 581 Warren Street,
Apt 1L, Brooklyn, NY 11217.
All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set out therein.
All other feedback, comments, requests for technical support, and other communications relating to the App should be directed to: hello@paprclip.com
TERMS OF SALE
Effective Date: October 31, 2026
These Terms of Sale (the Terms) govern your purchase and use of digital content, features, subscriptions, and services made available within the Paprclip mobile application (the App), operated by Paprclip, Inc., a Delaware Corporation with its principal place of business at 581 Warren Street, Apt 1L, Brooklyn, NY 11217 (“Company, we, us, or our”). The App enables users to access and purchase digital products and services designed to track wellness goals, access premium content, and support User accountability.
By initiating a purchase within the App, you agree to be bound by these Terms in addition to the App’s Terms of Use and Privacy Policy.
Definitions
● App: Our social media productivity app available via the Apple App Store and Google Play Store.
● Digital Products: Includes any digital content or services within the App.
● User: Any person who downloads the App, creates an account, and uses the App. May also be referred to as “you.”
● Material Changes: A significant alteration in the terms of the contract that impacts Users’ rights, obligations, or value of the purchase originally made.
● Payment Provider: Includes third-party payment processors, app stores, marketplaces, or other providers that process payments.
● Subscription: any subscription services provided through the application, including Paprclip Pro, Clipboard, and any other service a user pays for via a weekly, monthly, or yearly fee within the application.
● Virtual Items: Include digital goods such as badges, themes, stickers, boosts, and other in-App content.
Acceptance of Terms
By purchasing a Subscription or any Virtual Items on Paprclip (the “App”), you (“User”) agree to these Terms of Sale. If you do not agree, do not complete your purchase.
Subscription
The Subscription grants access to premium features on the App on a recurring basis (monthly or annual, as selected). Subscriptions automatically renew at the end of each billing cycle unless cancelled before the renewal date.
User Obligations
You agree to comply with all applicable laws, rules, and regulations in connection with your purchases and use of the App and Digital Products.
You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You must promptly notify us of any unauthorized use.
You agree to provide and maintain accurate, current, and complete payment and account information and to promptly update such information as needed.
You shall not:
● Engage in fraudulent, abusive, or deceptive practices;
● Attempt unauthorized access to the App;
● Interfere with or disrupt the App’s operation; or
● Use the App or Digital Products in a manner that infringes the rights of Company or any third party.
Virtual Items
Virtual Items are licensed to you for personal, non-commercial use within the App only. Virtual Items have no real-world monetary value and may not be transferred, traded, or exchanged outside the App.
License Scope
Subject to your compliance with these Terms and full payment of all applicable fees, Company grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Digital Products solely for your personal, non-commercial use within the App.
Except as expressly permitted by applicable law that cannot be contractually waived, you shall not:
● Reproduce, distribute, publicly perform, or publicly display any Digital Products;
● Sell, resell, rent, lease, lend, sublicense, or otherwise transfer the Digital Products or any license rights;
● Circumvent, disable, or interfere with security-related features;
● Reverse engineer, decompile, or disassemble any part of the App or Digital Products;
● Use the Digital Products to create derivative works or competing products; or
● Use the Digital Products for any illegal or unauthorized purpose.
The App and Digital Products are licensed, not sold. Company and its licensors retain all right, title, and interest in and to the App and Digital Products, including all associated intellectual property rights.
Purchasing
You may purchase Digital Products within the App by following the in-App purchasing flow. Before you complete a purchase, we will present the applicable price and a summary of the Digital Products included.
If you purchase a Subscription, it will commence on the subscription start date and automatically renew for successive periods of the same length unless canceled prior to the renewal date. Renewal charges will be billed to your payment method on file with the applicable Payment Provider.
Pricing
Prices are as displayed at the time of purchase and may change from time to time. Unless expressly stated otherwise, prices are shown in U.S. dollars and exclude any applicable taxes, fees, or charges. You are responsible for any sales, use, VAT, GST, or similar taxes applicable to your purchase. Where required, such taxes will be calculated and collected at checkout based on your billing address and applicable law.
Payment
Payment may be processed through third-party payment processors, app stores, or marketplaces (each, a Payment Provider). Accepted payment methods are determined by the applicable Payment Provider and may include credit/debit cards, digital wallets, and app store billing. By submitting a payment, you authorize the Payment Provider to charge the total amount displayed at checkout.
You authorize us to charge your payment method at the time of purchase and, for subscriptions, at each renewal. You are responsible for any applicable taxes.
Upon successful payment authorization, you will receive a purchase confirmation and access to the applicable Digital Products. Delivery is deemed complete when the Digital Products are made available in your account.
Third-Party Payment Processors
If you purchase through a third-party app store or marketplace, your purchase may be governed by that provider’s terms, and billing, refunds, and cancellations may need to be managed through your account with that provider.
Refunds, Cancellations, and Changes
Except as required by applicable law or expressly stated in these Terms, all sales of Digital Products are final and non-refundable.
If a Digital Product you purchased is defective or not delivered to your account after successful payment, you must notify us at hello@paprclip.com within 2 days of purchase. Upon verification, we may, at our discretion, provide replacement access or a refund to the original payment method.
Nothing in these Terms limits any non-waivable statutory rights you may have under applicable consumer protection laws, including rights to refunds or remedies where mandated by law.
You may cancel a Subscription at any time through the App or the applicable Payment Provider’s account settings. Cancellation takes effect at the end of the then-current billing period, and you will retain access to the subscribed Digital Products until that period ends. Partial-period refunds are not provided unless required by law. If purchased via an app store, cancellations and any requests for refunds must be made through that store where required by its policies.
We may modify subscription prices, features, or content on a prospective basis. We will provide advance notice of price changes as required by law or the applicable Payment Provider. Continued use after a price change takes effect constitutes acceptance of the new price
Termination and Suspension
You may stop using the App and Digital Products at any time and may cancel Subscriptions as described above.
We may suspend or terminate your access to the App or Digital Products, in whole or in part, upon notice to you if:
● You materially breach these Terms or the App’s Terms of Use;
● We are required to do so by law or a governmental authority;
● Your payment is declined, reversed, or charged back; or
● There is suspected or actual fraudulent or unauthorized activity associated with your account.
Upon termination, your license terminates and you must cease all access to the Digital Products, except that termination will not limit any rights or remedies available to either party at law or in equity. Sections that by their nature should survive termination shall survive, including ownership, disclaimers, limitations of liability, indemnification, and governing law.
Disclaimers; Limitation of Liability
The App and Digital Products are provided on an “as is” and “as available” basis to the fullest extent permitted by law. Company disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, except to the extent such disclaimers are prohibited by law.
To the maximum extent permitted by law, Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenues, data, or goodwill, arising out of or related to these Terms or your use of the App or Digital Products.
To the extent liability cannot be excluded, Company’s aggregate liability shall not exceed the amount you paid for the Digital Product giving rise to the claim during the twelve (12) months preceding the event. These limitations apply even if a limited remedy fails of its essential purpose.
Indemnification
You agree to indemnify, defend, and hold harmless Company and its affiliates, officers, directors, employees, agents, and successors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to your breach of these Terms or misuse of the App or Digital Products.
Privacy
Your purchases and use of the App and Digital Products are subject to our Privacy Policy, which describes how we collect, use, and disclose personal information. The Privacy Policy is available at paprclip.com
Virtual Item Policy
Virtual Items are subject to the following conditions:
• Virtual Items are non-transferable and may not be sold, gifted, or exchanged.
• We reserve the right to modify, discontinue, or remove Virtual Items at any time without compensation.
• Virtual Items are forfeited upon account termination.
Changes to These Terms
We may update these Terms from time to time. Material changes will be notified through the App or by email before they take effect as required by law. Your continued purchases or use of the App or Digital Products after the effective date of updated Terms constitutes acceptance.
Governing Law and Dispute Resolution
These Terms of Sale are governed by and construed in accordance with the laws of New York, without regard to conflict of law principles. Any disputes shall be resolved exclusively in the courts located in New York, New York and each party waives any objection to such courts based on inconvenient forum or lack of personal jurisdiction, except where applicable law mandates a different forum.
If you are a consumer and applicable law grants you the right to bring claims in other forums or under other laws that cannot be waived, this section does not deprive you of those non-waivable rights.
Initiating an unauthorized chargeback or payment dispute may result in immediate suspension or termination of your account and forfeiture of all Virtual Items and subscription access. We encourage you to contact us at hello@paprclip.com before disputing any charge.
Contact Us
For questions, support, or refund requests, contact us at:
Paprclip Support | hello@paprclip.com | https://www.paprclip.com/
Miscellaneous
● Entire Agreement: These Terms, together with the App’s Terms of Use and Privacy Policy, constitute the entire agreement between you and Company regarding purchases made within the App.
● Severability: If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
● Assignment: You may not assign or transfer these Terms, in whole or in part, without our prior written consent. We may assign these Terms without restriction.
● No Waiver: Our failure to enforce any provision shall not constitute a waiver of future enforcement of that or any other provision.
● Notices: We may provide notices by posting within the App, sending an email to the address associated with your account, or by other reasonable means. You consent to electronic communications and records related to your purchases.
COPYRIGHT POLICY
Effective Date: 31 October 2026
Overview
Copyright is a type of intellectual property that protects original works of authorship. Under the US Copyright Act, copyright arises automatically when an author creates an expressive work if the work is both:
● Original, meaning that the work:
● is independently created by the author(s); and
● has some minimal creativity (the required level of creativity is low).
● Fixed, meaning that the work is captured in a tangible form.
Copyright protects both published and unpublished original works of authorship in a broad range of forms, including:
● Text of advertising or marketing materials, books, and newsletters.
● Website content, including text, graphics, and audiovisual elements.
● Computer software programs, including any accompanying manuals and documentation.
● Photographs, drawings, diagrams, and other types of artwork.
● Audiovisual works.
● Songs and jingles.
Copyright does not protect:
● Ideas, systems, processes, or methods of operation.
● Titles, short phrases, or slogans.
● General layouts or formats, for example, of a website, poster, or book cover.
● Common symbols and designs, for example, polka dots, abbreviations, familiar religious symbols, or emoticons.
However, these elements may be protected by trademark, patent, or other proprietary or personal rights.
A copyright provides its owner with a bundle of exclusive rights in a protected work. The primary exclusive rights are as follows:
● Reproduction: Making copies of a work.
● Distribution: Transferring ownership of a tangible copy of a work, or transferring custody, but not ownership, of a tangible copy, for example, through rental or lending.
● Public performance: Reciting, rendering, playing, dancing, or acting a work in a place open to the public or where a substantial number of people other than family members and acquaintances are gathered.
● Public display: Showing a copy of a work in a place open to the public or where a substantial number of people other than family members and acquaintances are gathered.
● Derivative works: Making adaptations of a work, for example, translations, art reproductions, or a motion picture based on a book.
For the copyright’s duration, use of any of these exclusive rights generally requires the copyright owner’s permission to avoid infringement. The duration of copyright protection is limited and varies depending on several factors.
Fair use allows certain limited uses of copyrighted works without the copyright owner’s permission. These may include uses for the purpose of:
● Criticism.
● Commentary.
● News reporting.
● Teaching.
● Scholarship.
● Research.
Whether a use qualifies as fair use depends on a legal analysis balancing the following factors:
● The purpose and character of the use (for example, whether it is for a commercial or a nonprofit educational purpose).
● The nature of the copyrighted work (whether the work is creative or factual).
● The amount and substantiality of the portion used in relation to the copyrighted work as a whole.
● The effect of the use on the potential market for or value of the copyrighted work.
The determination of fair use is highly dependent on the particular facts, and the distinction between fair use and infringement is not always clear or easily defined.
Protecting Paprclip’s Copyrights
Our Protected Materials
Specifically, our copyright protects the following elements of the Application:
● The entire look and feel of the app, including our custom user interface design, specific screen layouts, arrangements, button styling, and unique visual combinations.
● All original graphics, custom icons, illustrations, animations, and visual artwork.
● All underlying software, programming code, source code, object code, scripts, and algorithms.
● All of Paprclip’s own audio recordings, sound effects, and music.
What You Are Allowed to Do
We grant you a personal, limited, non-transferable, and revocable license to download, install, and use the Application strictly for your own personal, non-commercial purposes according to these terms.
What You Are Not Allowed to Do
You do not gain any ownership rights by using the Application. Unless you have our express, written permission, you are strictly prohibited from:
● Copying, reproducing, redistributing, or publishing any visual designs, layouts, text, or graphics from our interface.
● Reverse-engineering, decompiling, or attempting to extract the underlying source code of our Application.
● Modifying, creating derivative works of, or creating copycat apps that clone the unique visual arrangement and "look and feel" of our interface.
If you violate these terms, we reserve the right to immediately terminate your access to the Application and pursue legal action for copyright infringement.
Paprclip Employees and Protecting Our Copyrights
Paprclip employees must protect Paprclip’s copyrights and the value of these assets from infringement by others.
In general, works created by Paprclip employees in the scope of their employment are owned exclusively by Paprclip as works made for hire under the US Copyright Act. Materials created by third-party independent contractors for Paprclip may, in some cases, also be works made for hire.
Contact Kyle@paprclip.com prior to engaging any third-party independent contractors to confirm and secure copyright ownership in any contractor work product.
Do not allow others to use Paprclip copyrights without appropriate internal approval. If a third party requests a license or permission to use any Paprclip copyrights, please contact Kyle@paprclip.com
Suspected infringements of Paprclip copyrights should be reported to Kyle@paprclip.com. It is important that action be taken quickly because undue delay can potentially limit legal remedies. If Paprclip must take enforcement action, time is of the essence and statutes of limitation and filing deadlines must be complied with.
The appropriate copyright notice should be included on all Paprclip copyrighted works, whether registered or unregistered. These include websites, apps, software, artwork, advertising, marketing and promotional materials, and product packaging and labels. Please contact Kyle@paprclip.com to confirm the correct content and placement of the copyright notice.
Employees should not externally distribute any Paprclip materials without ensuring that appropriate security measures have been implemented to protect Paprclip’s copyrights.
It is Paprclip’s policy to register copyrights in:
● Literary Work including compilations of information, computer programs, etc.
● Work of Visual Arts including graphics, and digital designs, etc.
Kyle@paprclip.com may contact you for additional information or materials necessary to register Paprclip copyrights. Please cooperate in responding promptly to these requests.
Proper Use of Third-Party Copyrights
Paprclip employees may sometimes need to use third-party copyrighted works in their work for Paprclip, including but not limited to photographs, video recordings, sound recordings, video and/or sound clips or any other related work.
It is against Paprclip policy for any employee to copy, scan, digitize, distribute, broadcast, perform, excerpt, modify, translate, or otherwise use any third-party copyrighted works, whether for personal use, internal or external Paprclip use, or use by others, in violation of copyright laws.
Use of third-party copyrighted works generally requires permission or a license. If a work was created by a third-party contractor, confirm with Kyle@paprclip.com that the contractor has entered into Paprclip’s third-party contractor agreement. If the contractor has not entered into this written agreement, the third-party contractor owns the copyright in the work.
Providing information regarding the source, author, or owner of a work does not eliminate the need to obtain permission or a license for use of the work. If there are any questions regarding the permissibility of using third-party copyrighted works, please contact Kyle@paprclip.com for additional guidance.
Do not assume that the proposed use of a third-party copyrighted work will qualify as fair use. Contact Kyle@paprclip.com before relying on fair use instead of seeking permission or a license.
Permission to use third-party copyrighted works should be obtained through Kyle@paprclip.com
Paprclip may have purchased or licensed the use of certain third-party copyrighted works. Paprclip employees must comply with all terms and conditions of any applicable agreements concerning the use of these third-party copyrighted works. Confirm through Kyle@paprclip.com whether the proposed use complies with these agreements.
Registration with the US Copyright Office is not required for copyright protection. Use of a © symbol or copyright notice may be optional for copyright protection of a work. Do not assume that materials without a © symbol or a copyright notice are available for use without permission of the copyright owner. If you are unsure whether a work is protected by copyright, assume that the work is copyrighted and follow the procedures for obtaining a permission or license described above.
Do not assume that materials that are available on the internet or social media may be copied, distributed, or otherwise used without permission of the copyright owner, regardless of the ability to access, copy, or download such materials. The use of content posted on the internet or social media is also subject to the App provider’s applicable terms of use. Do not circumvent or otherwise impair or remove any electronic or digital copyright protection measures.
Paprclip facilities and equipment may not be used to make or distribute unauthorized copies of copyrighted materials whether for personal use, internal or external Paprclip use, or use by others.
Reporting Claims of Copyright Infringement
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from this App (the “App”) infringe your copyright, you may request removal of those materials (or access to them) from the App by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
● Your physical or electronic signature.
● Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the App, a representative list of such works.
● Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
● Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
● A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
● A statement that the information in the written notice is accurate.
● A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent to receive DMCA Notices is:
Please email hello@paprclip.com with the subject line DMCA Notice, for the appropriate information for the designated copyright agent.
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the App is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
Counter Notification Procedures
If you believe that material you posted on the App was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a “Counter Notice”) by submitting written notification to our copyright agent designated above. Pursuant to the DMCA, the Counter Notice must include substantially the following:
● Your physical or electronic signature.
● An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.
● Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
● A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
● A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the App may be found) and that you will accept service from the person (or an agent of that person) who provided the App with the complaint at issue.
Please email hello@paprclip.com with the subject line DMCA Notice, for the appropriate information for the designated copyright agent.
The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on the App was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
Repeat Infringers
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
RESEARCH & INSIGHTS PROGRAM TERMS & CONDITIONS
The Paprclip Research Program is brought to you by Paprclip, Inc. ("Paprclip").
This agreement relates to your participation in The Paprclip Research & Insights program. The program period will take place between October 13, 2026 and July 13, 2027. The program’s purpose is to better understand how users will interact with our app, and build a better experience for our public launch. We ask that you read this agreement in its entirety so you know your rights and what to expect from us.
Please email or call us if you have any questions or concerns.
You are not required to take part in this research program, and your participation is completely voluntary. While we would love to learn about your experience using Paprclip, if at any point you no longer wish to take part, please stop using the app.
These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“you” or “your”) and Paprclip and govern your participation in the Paprclip Research & Insights Program (“Program”). By clicking “submit” on our webpage or research interest form, participating in the Program or otherwise indicating your consent, you agree to these Terms.
ELIGIBILITY
Participation in the Program is only available to individuals who are at least 18 years of age, or who have reached the age of majority in their jurisdiction of residence as of their date of participation. Further eligibility criteria may be added at Paprclip’s discretion.
PUBLIC SECTOR OR GOVERNMENT EMPLOYEES
If you are (or become) a public sector employee or official, including an employee of public education institutions, it is your responsibility, where applicable, to: (i) identify yourself as such before participating (or continuing to participate, as applicable) in The Paprclip Research Program, and (ii) obtain written clearance for participation from your organization in accordance with its requirements and applicable law. If you are a public sector employee or official and you are offered free or discounted awards and benefits, you must decline these perks unless you have obtained separate express, written clearance from your organization in accordance with its requirements and applicable law. Public sector employees who are in a position to take official action specifically affecting Paprclip are not eligible to participate in giveaways, contests, or other incentive programs and must decline participation. You may also be asked to observe a few additional protocols. You must confirm your compliance with the foregoing upon request by Paprclip.
MODIFICATIONS
The Program and these Terms may be modified, suspended or canceled in whole or in part, or otherwise terminated without prior notice.
COMMUNICATIONS
By participating in the Program you expressly agree to receive communications from Paprclip about your participation in the Program, including but not limited to any feedback provided about Paprclip products or services.
RELATIONSHIP OF THE PARTIES
You are an independent contractor and are not an agent or employee of Paprclip, and have no authority to bind Paprclip by contract or otherwise.
TERM AND TERMINATION
These Terms remain in force for the duration of your participation in the Program. You may cancel your participation in this Program at any time, for any or no reason at all, by emailing the team at hello@paprclip.com. Without altering any other provision of these Terms, Paprclip may terminate this Agreement without notice or liability. Paprclip may also deny, suspend, cancel, or terminate your participation in the Program and use of the App (defined below) at any time, including without limitation, for convenience, breach or suspected breach of these Terms, or of any applicable law, rule or regulation.
COMPENSATION
Your participation will be unpaid. Unless otherwise informed by writing beforehand and memorialized in a formal agreement, you will not receive any form of compensation for this research program. Your time and input make it possible for us to improve our services. BY PARTICIPATING, YOU AGREE TO WAIVE ANY RIGHT OR CLAIM RELATING TO COMPENSATION.
PRIVACY AND LICENSE TO USE YOUR NAME
Your privacy is important to us. Your personal data will be handled in accordance with our Privacy Statement as updated by Paprclip from time to time and displayed on paprclip.com. You are not to use any false email addresses, mailing addresses or names.
PERSONAL RELEASE
Paprclip (and/or others on behalf of Paprclip) will be, from time to time, photographing, transcribing, recording (both audio and video), webcasting and podcasting information and content you provide during your participation in the Program (collectively “Recording”). By agreeing to these terms and participating in the Program:
● You agree that your image, likeness, voice, statements and other identifying characteristics (your "Image") may be recorded, and you consent to the use of your Image in connection with the lawful use of any Recordings (“ Recordings”).
● You irrevocably grant Paprclip and its agents, contractors, licensees and designees and their respective successors and assigns (the "Paprclip Parties") a non-exclusive, worldwide, royalty-free and fully paid-up, sub-licenseable, perpetual license to use, reproduce, distribute, prepare derivative works of, translate, display, perform and otherwise exploit the Recordings and your Image therein, in whole or in part, in any and all media formats and through any and all media channels, in any manner and for any purpose in connection with Paprclip, its business and/or Events (including any future reoccurrence of the Event or a similar event), and for any other lawful purpose.
● You waive any right you may have to inspect and/or approve the use of the Recordings or any reproductions thereof, and you agree that Paprclip is not obligated to make any use of your Image or exercise any of the rights granted to it.
● You understand that your Image may appear in Recordings made available to you, other participants, or the public, and that third-parties may retain and distribute those Recordings.
● You agree that Paprclip exclusively owns all rights (including without limitation, intellectual property rights) in the Recordings and all results and proceeds derived from the use of the Recordings and your Image therein, and that no portion of such proceeds will be shared with you.
● You waive and release: (i) any and all rights of privacy and publicity to the extent permitted under applicable law; and (ii) any and all claims to compensation or damages or of violation of intellectual property rights, in connection with our use of the Recordings and your Image therein and/or any advertising or publicity relating thereto.
SUGGESTIONS AND FEEDBACK
You agree that any suggestion, idea, enhancement request, recommendation, correction or other feedback you provide while participating in the Program is owned by Paprclip. You represent and warrant that any statements you make about Paprclip or its products and services represent your honest beliefs.
CONFIDENTIALITY
While participating in the Program, you should never share any confidential or proprietary information owned by yourself, by your current employer, or any third party. Keep in mind that if you send or share with Paprclip any information, ideas, suggestions, or other communications, those communications will not be confidential.
Moreover, unless we tell you otherwise, we reserve the right to reproduce, use, disclose, and distribute such communications without any obligation to you. You agree to indemnify, release, and hold Paprclip harmless from any and all liability, claims, actions, loss, harm, damage, injury, cost or expense arising out of any information you provide to Paprclip as a participant in the Program.
During your participation in the Program, you may be exposed to features and functions of Paprclip products or services that are not generally available and other confidential information as designated by Paprclip (collectively, "Confidential Information"). You agree not to use Confidential Information or disclose it to anyone else (including other employees of your company) except with Paprclip’s prior written consent. You agree to use reasonable care to maintain the confidentiality of the Confidential Information and, upon becoming aware of any unauthorized use or disclosure of the Confidential Information, to promptly notify Paprclip, and provide reasonable assistance to Paprclip in remedying any such unauthorized use or disclosure.
COMPENSATION; TAXES
You will not receive compensation for participating in the Program unless otherwise informed, in writing, by Paprclip or its authorized agents. It is your responsibility to notify Paprclip concerning any policies your organization may have that limit your ability to receive gifts or compensation for participating in the Program. Additional restrictions may apply to employees or officials of any governmental entity.
Any prizes, incentives or compensation you receive in connection with your participation in the Program may be reported as income to you, and you will be responsible for all associated tax obligations. In order to receive a prize, incentive or compensation, Paprclip may require you to complete and return tax forms or other documents within the time period stipulated by Paprclip. Any promotion, offering, incentive or compensation (each an “Offer”) may be subject to further terms as expressed or otherwise conveyed by Paprclip, to the extent of any inconsistency, the terms of the Offer take precedence.
YOUR REPRESENTATIONS AND WARRANTIES
You represent and warrant that you are at least 18 years of age and that you have the capacity, right and authority to enter into this agreement and abide by its terms and conditions. You represent and warrant that you will comply with all applicable laws, rules, regulations and ordinances (including intellectual property laws) in connection with your participation in the Program. You also represent and warrant that you will not use the Program or the App (as defined below) for any unlawful or unauthorized purposes. You represent and warrant that your participation in the Program does not and will not violate any agreement between you and any third party.
PAPRCLIP WARRANTIES AND DISCLAIMERS
We provide the Program and App using a commercially reasonable level of care and promise to do our best to make sure you enjoy the Program. But there are certain things that we don’t promise about the Program.
OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS, NEITHER PAPRCLIP NOR ITS AGENTS OR SERVICE PROVIDERS (THE “ENTITIES”) MAKE ANY SPECIFIC PROMISES ABOUT THE PROGRAM. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE PROGRAM APPLICATION (“APP”), THE SPECIFIC FUNCTION OF THE PROGRAM OR THE APP, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE PROGRAM AND APP “AS IS”.
SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.
LIABILITY FOR OUR SERVICES
EXCEPT WHERE PROHIBITED, UNDER NO EVENT WILL PAPRCLIP, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS, OR SERVICE PROVIDERS (“THE PROGRAM ENTITIES”) BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OR LOSS ARISING FROM YOUR PARTICIPATION IN THE PROGRAM OR USE OF THE APP, OR ANY THIRD PARTY’S USE OF THE APP. THESE EXCLUSIONS INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, COMPUTER FAILURE, OR THE VIOLATION OF YOUR RIGHTS BY ANY THIRD PARTY, EVEN IF THE ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED.
INDEMNITY
You agree to indemnify and hold the Program Entities harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys' fees (collectively, “Claims”), arising out of or in connection with: (1) your participation in the Program and use of the App; (2) any violation by you of these Terms; and (3) any violation by you of any applicable law, the intellectual property rights of any third party, or confidentiality obligations due to any third party. You may not settle any Claims without the prior written consent of Paprclip.
ADDITIONAL TERMS
If you do not comply with these Terms and we don’t take action right away, this doesn’t mean we’re OK with what you did, or that we are giving up any rights that we may have (such as taking action in the future). We reserve the right to seek remedies and damages from anyone who violates these Terms to the fullest extent permitted by law, including without limitation, criminal prosecution.
You expressly agree that the exclusive jurisdiction for any claim or dispute under these Terms and or your participation in the Program resides in the courts located in New York, New York and you further expressly agree to submit to the personal jurisdiction of such courts for the purpose of litigating any such claim or action.
If it turns out that a particular provision in these Terms is not enforceable, that will not affect any other provision.