Terms and Conditions

Definitions

In these Terms:

• "Notepad.exe," "we," "us," or "our" refers to the provider and owner of the Software.
• "Software" means the Notepad.exe application and related services.
• "User," "you," or "your" refers to the individual or entity using the Software.
• "Polar" refers to Polar Software Inc., our third-party payment service provider.

License Grant

Upon purchase of a lifetime license, Notepad.exe grants you a perpetual, non-transferable, non-exclusive license to use the Software on your macOS devices, subject to these Terms. This license includes:

• All updates within the major version purchased (e.g., if you purchase v1, you receive all v1.x updates).
• This license does not include updates to future major versions.
• Optionally renewable updates available thereafter.
• The license can be activated on up to 3 devices simultaneously for the same user.

For monthly subscriptions, Notepad.exe grants you a non-transferable, non-exclusive license to use the Software for the duration of your paid subscription period only. Access to the Software will be terminated upon cancellation or if payment fails. The subscription can be activated on up to 3 devices simultaneously for the same user.

Device Activation and Management:

• The Software will verify device activation status when internet connectivity is available.
• If you attempt to activate the Software on more than 3 devices simultaneously, the oldest or least recently used activation may be automatically deactivated.
• You may manually deactivate devices through your account settings to manage which 3 devices have active licenses.
• Notepad.exe reserves the right to monitor activation patterns for abuse and may temporarily or permanently revoke activation privileges if systematic abuse is detected.

Educational License

Notepad.exe is available free of charge for educational purposes:

• Students, teachers, and educational institutions may use the full version of the Software at no cost.
• Educational users must verify their status through an approved academic verification service.
• Educational licenses include all features of the paid version, including updates within the major version.
• The Software may only be used for educational, non-commercial purposes.
• Educational institutions may install the Software on institution-owned devices used for teaching and learning.
• Educational licenses remain valid as long as the user maintains their academic status.

Upon graduation or termination of academic affiliation, users may continue using their current version but must purchase a standard license for future updates.

Graduation or termination of academic affiliation does not invalidate existing educational licenses, but renewal or upgrade pricing will revert to standard rates.

Pricing and Payments

All prices are listed in USD. We reserve the right to change prices for new purchases at any time. For existing subscribers, price changes will be communicated via email to the address associated with your account before taking effect, and in accordance with applicable laws. By continuing to use the Software after such changes, you accept the new pricing terms.

To manage your subscription, access the Polar Customer Portal

Free Ride with Serious Annoyances

A free ride with serious annoyances of the app is available with access to a defined subset of features. This free ride with serious annoyances can serve as a way to try most of the app's functionality before purchasing a paid license.

Software Features

• Features may be added, improved, modified, or discontinued as part of Notepad.exe's ongoing product development. We will provide notice of material feature changes through in-app notifications, email communications, or release notes. Core functionality of the paid version (defined as text editing, document creation, saving, and text manipulation features advertised as part of your purchased plan at the time of purchase) will not be substantially reduced during your current paid license period.
• Free ride with serious annoyances users will have access to a defined subset of features as listed on the official product page.

System Requirements

• Notepad.exe requires the latest version of Xcode to be installed on your computer.
• Notepad.exe requires macOS 14.6 (Sonoma) or later.
• Internet connection is required for license activation and certain features.

Support and Updates

• Support is available for the purchased version as long as it remains the latest major version.
• Continued support and updates for newer major versions require an active update subscription.
• Notepad.exe reserves the right to limit support for older versions that are not the latest major version.
• Support does not cover issues caused by third-party software, outdated systems, or modified environments.

Compatibility and Warranty Disclaimers

1. General Disclaimer: THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NOTEPAD.EXE DOES NOT WARRANT THAT THE SOFTWARE WILL FUNCTION UNINTERRUPTED, ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. NOTEPAD.EXE DOES NOT GUARANTEE COMPATIBILITY WITH ALL MACOS VERSIONS, THIRD-PARTY SOFTWARE, HARDWARE CONFIGURATIONS, OR FUTURE MACOS UPDATES.
2. Intellectual Property Disclaimer: NOTEPAD.EXE DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHT OF ANY THIRD PARTY. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS WITH YOU.
3. Security Disclaimer: WHILE NOTEPAD.EXE IMPLEMENTS REASONABLE SECURITY MEASURES (INCLUDING INDUSTRY-STANDARD ENCRYPTION, ACCESS CONTROLS, REGULAR SECURITY ASSESSMENTS, AND SECURITY INCIDENT RESPONSE PROCEDURES), WE CANNOT GUARANTEE THAT THE SOFTWARE WILL ALWAYS BE SECURE OR FREE FROM SECURITY VULNERABILITIES. YOU ARE RESPONSIBLE FOR MAINTAINING THE SECURITY OF YOUR ACCOUNT AND PASSWORD, INCLUDING USING STRONG PASSWORDS, ENABLING AVAILABLE SECURITY FEATURES, AND PROMPTLY NOTIFYING US OF ANY UNAUTHORIZED ACCESS.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTEPAD.EXE AND ITS AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, SUPPLIERS, AGENTS, AND RESELLERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SOFTWARE; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SOFTWARE; (iii) ANY CONTENT OBTAINED FROM THE SOFTWARE; AND (iv) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

IN NO EVENT SHALL NOTEPAD.EXE'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID TO NOTEPAD.EXE IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

THE FOREGOING LIMITATIONS WILL NOT APPLY TO DAMAGES ARISING FROM DEATH OR PERSONAL INJURY TO THE EXTENT THAT APPLICABLE LAW PROHIBITS SUCH LIMITATION.

Intellectual Property Rights

1. Ownership and Derivative Works:
   1. The Software, including but not limited to all code, content, graphics, user interfaces, visual interfaces, user experience designs, photographs, trademarks, logos, sounds, music, artwork, algorithms, features, functions, design, layout, structure, sequence, organization, "look and feel," and other intellectual property rights ("Content"), is owned or licensed by Notepad.exe and is protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The overall appearance, structure, and sequence of the user interface constitutes trade dress and is also protected.
   2. Any modifications, improvements, enhancements, updates, additions, derivative works, or other alterations to the Software, including any that incorporate Feedback or suggestions from users, are the exclusive property of Notepad.exe. The license granted to you does not confer any ownership rights or any right to create derivative works based on the Software, except as explicitly permitted in these Terms.
   3. Any output or content created by you using the Software (such as documents, images, or other creative works) belongs to you or its respective owner, subject to Notepad.exe's ownership of the underlying Software used to create such output.
2. Trademark and Copyright Notice: "Notepad.exe" and related logos are trademarks of Notepad.exe. All rights reserved. All other trademarks, service marks, graphics, and logos used in connection with the Software are the trademarks of their respective owners. You are not granted any right or license to use any of Notepad.exe's trademarks or other brand elements without prior written consent.
3. Third-Party Components: The Software may include third-party components, which may be subject to separate license terms. Such third-party components are licensed to you either under the terms of this Agreement, or, if stated, under the terms of a separate license which shall be provided to you. Certain third-party components may be licensed under open source licenses. Nothing in this Agreement limits your rights under, or grants you rights that supersede, the terms of any applicable open source license.
4. User-Generated Content:
   1. You retain all ownership rights to any content you create, develop, or upload while using the Software ("User Content").
   2. By using the Software, you grant Notepad.exe a limited, non-exclusive, royalty-free license to access and use your User Content solely for the purpose of providing the Software's services to you.
   3. You represent and warrant that you own or have the necessary rights to all User Content and that your User Content does not infringe the intellectual property rights of any third party.
5. Restrictions: You may not:
   1. Modify, adapt, translate, or create derivative works based upon the Software or Content;
   2. Copy, distribute, or publicly display any part of the Software or Content;
   3. Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code of the Software;
   4. Remove, alter, or obscure any proprietary notices on the Software or documentation;
   5. Use the Software for any purpose that is unlawful or prohibited by these Terms;
   6. Access the Software to build a similar or competitive website, product, or service;
   7. Use any of Notepad.exe's trademarks, logos, or brand elements for any purpose without prior written permission;
   8. Challenge, contest, or otherwise impair Notepad.exe's rights in its trademarks, copyrights, or other intellectual property.
6. IP Claims and Disclaimer:
   1. IP Warranty Disclaimer: Notepad.exe does not warrant that the Software will not infringe any third-party intellectual property rights. In the event of an intellectual property claim by a third party regarding the Software, Notepad.exe's sole obligation will be to (at its option): (i) modify the Software to be non-infringing, (ii) obtain a license for continued use, or (iii) terminate the license and provide a refund for any prepaid but unused subscription fees.
   2. IP Infringement Claims Process: If you believe that the Software infringes your intellectual property rights, please provide written notice to contact@notepadexe.com with the following information:
      1. An electronic or physical signature of the person authorized to act on behalf of the owner of the intellectual property interest;
      2. A description of the intellectual property claimed to have been infringed;
      3. A description of where the material that you claim is infringing is located in the Software;
      4. Your address, telephone number, and email address;
      5. A statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property owner, its agent, or the law;
      6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the intellectual property owner or authorized to act on the intellectual property owner's behalf.
   3. Response to IP Claims: Upon receipt of appropriate notification of claimed infringement, Notepad.exe will promptly investigate and take appropriate action, which may include removing or disabling access to content claimed to be infringing and/or terminating accounts.
7. Feedback:
   1. Assignment: If you provide us with any feedback, suggestions, ideas, or recommendations regarding the Software or related services ("Feedback"), you hereby irrevocably assign to Notepad.exe all worldwide rights, title, and interest (including all intellectual property rights) in and to such Feedback.
   2. License: To the extent that any Feedback cannot be assigned to Notepad.exe, you hereby grant to Notepad.exe a perpetual, irrevocable, non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, reproduce, modify, create derivative works from, distribute, publicly perform, and publicly display the Feedback in any manner and for any purpose, without any restriction or obligation.
   3. Consideration: In consideration for this assignment and license, Notepad.exe:
      1. Grants you the right to use the Software in accordance with these Terms;
      2. Acknowledges that it shall not identify you as the source of specific Feedback without your consent, unless required by law; and
      3. May incorporate the Feedback into future versions of the Software, which may indirectly benefit you as a user.
   4. Waiver: You hereby waive any moral rights or other rights of attribution with respect to the Feedback.
   5. Warranty: You represent and warrant that your Feedback is your original creation, that you have all necessary rights to assign or license the Feedback as described above, and that the Feedback does not infringe upon the rights of any third party.
8. Indemnification:
   1. User Indemnification: You agree to indemnify, defend, and hold harmless Notepad.exe and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: (i) your violation of these Terms; (ii) your User Content; (iii) your use of the Software for unlawful purposes; or (iv) your violation of any third party's intellectual property or other rights through your use of the Software.
   2. Limitation on Indemnification: Notwithstanding the above, your indemnification obligations shall not apply to claims arising solely from Notepad.exe's breach of these Terms or Notepad.exe's own violation of third-party intellectual property rights. However, you remain responsible for your own actions, including any modifications you make to the Software or any use that exceeds the scope of your license.

Termination

1. Termination by Notepad.exe: We reserve the right to terminate your license immediately if you breach any material provision of these Terms, including but not limited to violations of the Intellectual Property Rights section, exceeding the scope of your license, or engaging in illegal or fraudulent activity. For non-material breaches, we will provide you with written notice and a reasonable opportunity to cure the breach before termination. Additionally, we may terminate or suspend your access in the following specific circumstances:
   1. Extended non-use of subscription accounts (defined as no login or software activation for a continuous period of 12 months or more);
   2. Failure to pay fees after at least two payment reminders with a grace period;
   3. Upon legal requirement or government request; or
   4. If the Software is permanently discontinued, with reasonable prior notice.
   We will provide reasonable advance notice of termination when practicable except in cases of legal necessity or severe violations that pose security risks or potential harm to Notepad.exe or other users.
2. Termination by You: You may terminate these Terms at any time by ceasing all use of the Software and deleting or uninstalling it from all devices.
3. Effect of Termination: Upon termination:
   1. Your license to use the Software will immediately terminate;
   2. You must cease all use of the Software and delete all copies;
   3. Any outstanding payment obligations to Notepad.exe will remain in effect;
   4. Sections related to Intellectual Property Rights, Limitation of Liability, and Governing Law shall survive termination;
   5. Data Handling and Retention: Upon termination:
      1. You are responsible for exporting or backing up any of your data or content before termination;
      2. Notepad.exe may delete or deactivate your account and all related information and files associated with your account;
      3. Notepad.exe will retain your personal data for a period of up to 12 months following termination for legitimate business purposes such as record keeping, dispute resolution, or fraud prevention, after which it will be deleted or anonymized, unless a longer retention period is required by law;
      4. Certain non-personal data and aggregate usage statistics may be retained indefinitely;
      5. Notepad.exe will handle all data in accordance with our Privacy Policy;
4. Refunds Upon Termination: Refunds upon termination are subject to the Refund Policy section of these Terms. Unless specifically addressed in the Refund Policy, no refunds will be provided upon termination.

Refund Policy

All refunds for Notepad.exe are processed and handled by Polar, our payment service provider. Refunds are only available to purchasers of the lifetime license and must be requested within 4 days of purchase. Monthly licenses are not eligible for refunds.

For lifetime license purchasers, you may request a refund if:

• The software does not perform its core functionalities as advertised.
• You have not activated the software license on more than one device.
• You have made reasonable efforts to resolve the issue with our support team.

All refund requests require a valid reason and are subject to review. For refund details or to submit a refund request, please contact us at contact@notepadexe.com.

By downloading or otherwise acquiring the Software, you consent to immediate performance and acknowledge that you will lose your right of withdrawal once the download or applicable transmission of the digital content has begun.

Data Privacy and GDPR Compliance

1. Data Handling: Notepad.exe makes best efforts to minimize data collection. Our collection, storage, processing, and handling of personal data is governed by our Privacy Policy, which is hereby incorporated by reference into these Terms. By using the Software, you consent to the data practices described in the Privacy Policy.
2. EU/EEA User Rights: If you are located in the European Union or European Economic Area, you have certain rights under the General Data Protection Regulation (GDPR), including:
   1. Right to access - You have the right to request copies of your personal data.
   2. Right to rectification - You have the right to request that we correct any information you believe is inaccurate or complete information you believe is incomplete.
   3. Right to erasure - You have the right to request that we erase your personal data, under certain conditions.
   4. Right to restrict processing - You have the right to request that we restrict the processing of your personal data, under certain conditions.
   5. Right to object to processing - You have the right to object to our processing of your personal data, under certain conditions.
   6. Right to data portability - You have the right to request that we transfer the data we have collected to another organization, or directly to you, under certain conditions.
3. Exercise of Rights: If you wish to exercise any of these rights, please contact us at contact@notepadexe.com. We will respond to your request within 30 days. You also have the right to complain to your local data protection authority if you believe that we have not complied with applicable data protection laws.
4. Cross-Border Data Transfers: Personal data collected from users in the European Union or European Economic Area may be transferred to and processed in countries outside the EU/EEA where Notepad.exe or its service providers maintain facilities. By using the Software, you consent to the transfer of information to countries outside of your country of residence, including the United States, which may have data protection rules that are different from those of your country. When transferring data from the European Union to countries where the European Commission has not determined that an adequate level of data protection exists, we rely on appropriate safeguards, such as standard contractual clauses adopted by the European Commission, to transfer the data.

Force Majeure

Notepad.exe shall not be liable for any failure to perform its obligations under these Terms where such failure results from any cause beyond Notepad.exe's reasonable control, including, but not limited to, mechanical, electronic, or communications failure or degradation, acts of God, terrorism, pandemic, epidemic, natural disaster, strikes or labor disputes, governmental act or decision, or unforeseen circumstances.

Dispute Resolution and Class Action Waiver

1. Informal Resolution: Before filing a claim against Notepad.exe, you agree to try to resolve the dispute informally by contacting us at contact@notepadexe.com. We'll try to resolve the dispute informally by contacting you via email. Both parties agree to negotiate in good faith for at least 30 days before proceeding to formal dispute resolution.
2. Binding Arbitration:
   1. If the dispute cannot be resolved informally, you and Notepad.exe agree to resolve any disputes through binding arbitration administered by the Court of Arbitration at the Polish Chamber of Commerce in Warsaw, Poland, in accordance with its rules and procedures and the Polish Civil Code.
   2. The arbitration shall be conducted by a single arbitrator with expertise in software and intellectual property law, selected in accordance with the Court of Arbitration's rules.
   3. The arbitration proceedings shall be conducted in English.
   4. The arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions.
   5. The arbitration award shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
   6. Unless required by law, neither party nor the arbitrator may disclose the existence, content, or results of any arbitration without the prior written consent of both parties.
3. Class Action Waiver: You and Notepad.exe agree that any proceedings to resolve disputes will be conducted on an individual basis only. Neither you nor Notepad.exe shall be entitled to join or consolidate claims in arbitration by or against other users, or to arbitrate any claim as a class representative, class member, or in a private attorney general capacity.
4. Small Claims Court: Notwithstanding the foregoing, either party may bring an individual action in small claims court for disputes within the jurisdictional limits of such court.
5. Governing Law for Arbitration: The arbitration shall be governed by the laws of Poland, without regard to its conflict of law principles.
6. Costs of Arbitration: The costs of arbitration shall be borne equally by the parties, unless the arbitrator determines otherwise. Each party shall be responsible for its own attorney's fees unless the arbitrator awards attorney's fees to the prevailing party.

Severability

If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.

Assignment and Waiver

1. Assignment: These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without Notepad.exe's prior written consent. Notepad.exe may assign or transfer these Terms, in whole or in part, in connection with a merger, acquisition, corporate reorganization, or sale of assets. In such event, we will provide notification via email or in-app notice. Your rights under these Terms will not be diminished by such assignment.
2. Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Notepad.exe's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Export Control Compliance

The Software and related technology may be subject to U.S. export control laws and regulations. You agree to comply with all applicable international and national laws and regulations that apply to the Software and its use, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions that may be issued by the U.S. and other governments. You represent and warrant that you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.

Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire and exclusive understanding and agreement between Notepad.exe and you regarding the Software, and supersede and replace any and all prior oral or written understandings or agreements between Notepad.exe and you regarding the Software.

Changes to Terms

We may modify these Terms at any time. Changes become effective upon posting on our website or notifying you via email. Continued use of Notepad.exe after such modifications constitutes acceptance of the updated Terms.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of Poland, without giving effect to any principles of conflicts of law. Any dispute arising from or relating to these Terms or your use of the Software shall be subject to the exclusive jurisdiction of the courts located in Warsaw, Poland.

For payment processing and refund-related matters handled by our payment service provider (Polar), the applicable laws of the United States and the State of California may apply to those specific transactions. However, this does not affect the governing law of these Terms as stated above.

Payment Service Provider Information

Refunds and payments are processed and managed by our payment service provider:

Contact

For questions or support requests related directly to Notepad.exe:

contact@notepadexe.com

By using Notepad.exe, you acknowledge that you have read, understood, and agreed to these Terms.