Terms of Service
By accessing or using any website or service made available by Paximal, Inc. under the "Idea Clerk" brand, you acknowledge that you (i) have read and agree to be bound by these Terms of Service and (ii) agree to comply with all applicable laws and regulations, including U.S. federal, state, and local laws and regulations, and export and re-export control laws and regulations.
It is your responsibility to review these Terms periodically. If at any time you find these Terms unacceptable or do not agree to them, please do not access or use the Services.
YOU AGREE THAT BY USING THE SERVICES YOU ARE AT LEAST 18 YEARS OF AGE AND LEGALLY ABLE TO ENTER INTO A CONTRACT.
Definitions
The following definitions apply throughout these Terms of Service:
• "Site" refers to any website or web property made available under the Idea Clerk brand by Paximal, Inc.
• "Services" refers to the Site and all services and content provided through Idea Clerk.
• "Idea Clerk," "we," "us," and "our" refer to Paximal, Inc. and its officers, directors, employees, consultants, and agents.
• "User," "you," and "your" refer to each customer, user, or visitor of the Services. If you use the Services on behalf of an organization or entity, then (a) "you" also refers to that entity, (b) you represent and warrant that you are authorized to bind that entity, and (c) you agree to these Terms on the entity’s behalf.
Not Legal Advice
Idea Clerk is not a law firm and does not provide legal advice. Our Services are not a substitute for legal counsel. You understand that:
• No attorney-client relationship exists between you and Idea Clerk or Paximal, Inc.
• The document generation tools and content available through the Services (collectively, the “Document Materials”) are for informational purposes only.
• We do not review your inputs or outputs for legal accuracy, sufficiency, or completeness.
• You are solely responsible for ensuring that any documents created using the Services are appropriate for your specific needs and comply with applicable laws and regulations.
If you require legal advice, you should consult a qualified attorney in your jurisdiction.
Your Account and Security
You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You may not use another person's account or share your credentials with others. If the email domain associated with your account is controlled by your employer or organization, you grant that organization administrative rights over your account.
We are not responsible for any loss or harm caused by unauthorized use of your account, and you may be held liable for any harm caused to us or others resulting from such use.
Prohibited Conduct
You agree not to misuse the Services or access them in a manner that:
• Violates any law or regulation
• Infringes the rights of others
• Introduces viruses, bots, or malicious code
• Attempts to reverse-engineer, copy, or replicate any aspect of the Services
• Circumvents access controls or security mechanisms
• Is misleading, fraudulent, defamatory, harassing, or otherwise objectionable
We reserve the right to suspend or terminate your access to the Services at our sole discretion.
Intellectual Property and Limited License
We grant you a limited, non-transferable, revocable license to use the Services as intended, subject to these Terms. All content provided through the Services, including software, text, graphics, logos, and documentation (collectively, the "Idea Clerk Content") is the property of Paximal, Inc. or its licensors and is protected by intellectual property laws.
You may not copy, modify, distribute, or create derivative works from any Idea Clerk Content without our express written permission.
User Content
You may submit content or data (e.g., invention descriptions, comments) through the Services ("User Content"). You retain ownership of your User Content. However, by submitting User Content, you grant Paximal, Inc. a license to use, host, reproduce, and process such content solely for the purpose of providing the Services and improving our offerings.
You are solely responsible for your User Content and agree not to submit anything unlawful, infringing, or otherwise in violation of these Terms.
Patent Non-Assertion Covenant
You agree that you will not assert, and will not permit others to assert, any patent rights that are in whole or in part based on or derived from documents, materials, or inventions generated using the Services against Paximal, Inc., its affiliates, or their respective directors, officers, employees, contractors, or agents. This covenant not to sue is intended to protect Paximal, Inc. from any claim of patent infringement arising from the use, development, provision, or improvement of the Services.
Payments and Billing
Certain features or tools may be provided on a paid basis. By using such features, you agree to pay all fees in accordance with our posted pricing and billing terms. All payments are non-refundable unless otherwise stated. We may change pricing at any time with prior notice.
You are responsible for all charges made using your payment method and for any applicable taxes.
Confidentiality and Data Protection
We treat your User Content and other personal data in accordance with our Privacy Policy and take reasonable steps to protect your information.
"Confidential Information" means non-public information disclosed by either party that is designated as confidential or that a reasonable person would understand to be confidential. Confidential Information does not include information that is publicly available or independently developed.
We will use Confidential Information only to provide the Services and will not disclose it to third parties except as required to deliver the Services or comply with legal obligations.
Termination
We reserve the right to terminate or suspend access to the Services at any time, with or without notice. Upon termination, you remain bound by these Terms.
Disclaimers
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT THE SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, OR SECURE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAXIMAL, INC. AND ITS REPRESENTATIVES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF DATA, PROFITS, OR GOODWILL, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO USE THE SERVICES IN THE PRIOR SIX MONTHS OR (B) $100.
Indemnification
You agree to indemnify, defend, and hold harmless Paximal, Inc. and its affiliates from and against any claims, liabilities, damages, losses, and expenses, including legal fees, arising out of or in any way connected with your use of the Services or violation of these Terms.
Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any dispute will be resolved exclusively in the state or federal courts located in Los Angeles County, California.
Export Controls and Foreign Filing Restrictions
You agree to comply fully with all U.S. and applicable foreign export control and sanctions laws and regulations, including but not limited to the Export Administration Regulations (EAR) administered by the U.S. Department of Commerce and the International Traffic in Arms Regulations (ITAR) administered by the U.S. Department of State. Without limiting the foregoing:
• You represent and warrant that you are not located in, a resident of, or a national of any country subject to U.S. embargoes or economic sanctions (including Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, or Luhansk regions of Ukraine), and that you are not a prohibited end user under U.S. export laws.
• You agree not to use the Services to transfer or upload any technical data, software, or other content that is restricted under applicable export control laws without appropriate authorization or licensing.
• If you are preparing a patent application through the Services and you or any inventor is a U.S. resident or national, you acknowledge that a foreign filing license may be required from the United States Patent and Trademark Office (USPTO) before filing any patent application in a foreign country. You are solely responsible for determining whether such a license is required and for obtaining it if necessary.
We make no representation that the Services, or any materials generated through the Services, are appropriate for use in locations outside the United States. Accessing the Services from jurisdictions where their contents are illegal is prohibited.
Changes to These Terms
We may update these Terms from time to time by posting the revised version on the Site. Your continued use of the Services constitutes acceptance of any changes.
