Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," "User") and Adam Duchemann, operating as Memrly ("we," "our," "us," "Memrly"), governing your use of the Memrly mobile application and related services (collectively, the "Service").

By creating an account or using the Service, you agree to be bound by these Terms, our Privacy Policy, and our Acceptable Use Policy. If you do not agree, do not create an account or use the Service.

2. Eligibility

You must be at least 13 years old to create an account and use the Service. If you are under 16 and located in the European Union, you confirm that your parent or guardian has reviewed and consented to these Terms and our Privacy Policy on your behalf.

By creating an account, you represent and warrant that:

• You are at least 13 years old
• If under 16 and in the EU, your parent or guardian has consented to your use of the Service
• You have the legal capacity to enter into this agreement
• You will provide accurate and complete information when creating your account

3. Account Responsibilities

You are responsible for:

• Maintaining the accuracy of your account information
• Keeping your login credentials secure and confidential
• All activity that occurs under your account
• Notifying us immediately at support@memrly.com if you suspect unauthorized access

You may only create one account per person. Sharing account credentials with others is prohibited. We reserve the right to suspend or terminate accounts that violate these provisions.

4. Subscription Tiers and Pricing

Memrly offers five subscription tiers. All photo and album limits represent maximum capacities — whichever limit is reached first (storage capacity or item count) takes precedence.

4.1 Free Tier

Available to all users at no cost:

• Up to 5 albums
• Up to 50 photos
• 500 MB storage
• 1080p photo quality
• No video uploads

4.2 Personal Tier

• Monthly: $4.99/month
• Annual: $39/year ($3.25/month equivalent)
• Unlimited albums
• Up to 2,000 photos
• 10 GB storage
• 2K photo quality

4.3 Family Tier

• Monthly: $14.99/month
• Annual: $129/year ($10.75/month equivalent)
• Unlimited albums
• Up to 10,000 photos
• 75 GB shared storage
• 2K photo quality
• Up to 5 family members sharing the plan
• Video uploads (up to 5 minutes)
• Guest pass feature

4.4 Organizer Tier

• Monthly: $11.99/month
• Annual: $99/year ($8.25/month equivalent)
• Unlimited albums
• Up to 10,000 photos
• 100 GB storage
• 2K photo quality
• Video uploads (up to 15 minutes)
• Screenshot prevention feature

4.5 Pro Tier

• Annual only: $249/year
• Unlimited albums
• Up to 50,000 photos
• 500 GB storage
• 4K photo quality
• Video uploads (up to 15 minutes)
• All features from lower tiers included

Prices shown are in US dollars and represent fallback pricing. Actual prices may vary by region and currency based on your app store's localized pricing.

4.6 One-Time Album Purchases

In addition to subscriptions, individual albums can be purchased as one-time in-app purchases:

5. Billing and Payments

5.1 Payment Processing

All subscription and purchase payments are processed through the Apple App Store (iOS) or Google Play Store (Android) via RevenueCat. We do not directly process, store, or have access to your payment information.

5.2 Auto-Renewal

Subscriptions automatically renew at the end of each billing period (monthly or annual) unless cancelled before the renewal date. You will be charged through your original payment method.

5.3 Cancellation

You may cancel your subscription at any time through your device's subscription management:

• iOS: Settings > Apple ID > Subscriptions
• Android: Google Play Store > Subscriptions

Cancellation takes effect at the end of the current billing period. You retain full access to paid features until that date.

5.4 Refunds

Refund requests are handled entirely by Apple or Google per their respective refund policies. We do not process refunds directly. For refund assistance, contact the app store where you made the purchase.

6. Downgrade and Cancellation Policy

6.1 Payment Failure or Cancellation

If your subscription payment fails or you cancel your subscription, the following timeline applies:

6.2 Voluntary Tier Downgrade

If you downgrade to a lower subscription tier:

• All existing content is preserved at its original quality (e.g., 4K photos remain at 4K resolution)
• You cannot upload new content or create new albums that would exceed your new tier's limits
• The first limit reached (storage capacity or item count) takes precedence
• Existing features that are not available in your new tier (e.g., video uploads, screenshot prevention) are no longer accessible for new content, but existing content using those features remains intact

7. Content Ownership and License

7.1 Your Content

You retain full ownership of all photos, videos, captions, and other content you upload to Memrly ("Your Content"). We do not claim ownership over Your Content.

7.2 License to Memrly

By uploading content to the Service, you grant Memrly a non-exclusive, worldwide, royalty-free license to:

• Store, host, and back up Your Content on our infrastructure
• Process, thumbnail, and transcode Your Content as necessary for delivery
• Display and deliver Your Content to authorized album members
• Use Your Content as necessary to provide, maintain, and improve the Service

This license exists solely for the purpose of operating and providing the Service. It terminates when you delete Your Content or your account, subject to the retention periods described in Section 6.

7.3 No Marketing Use of User Content

We do not use your photos or videos in marketing materials, promotional content, social media, app store screenshots, or any other public-facing material. All Memrly marketing uses demo or stock imagery only.

We may use screenshots of the Memrly app interface (without any identifiable user content) for promotional purposes.

8. Albums and Sharing

8.1 Album Ownership

The user who creates an album is the album owner. Album owners control:

• Album settings and permissions
• Who can join or be invited to the album
• Whether uploads are locked to the owner
• Album deletion

8.2 Album Deletion on Account Closure

When an album owner deletes their account, all albums they own are also deleted. Album members receive a 30-day notice to download any content they contributed before the album is permanently deleted.

8.3 Album Members

Album members may:

• View all photos and videos in the album
• Upload content (unless uploads are locked by the owner)
• Like and comment on content
• Download content they uploaded

Album members may not:

• Delete content uploaded by other members
• Change album settings
• Invite new members (unless granted permission by the owner)

9. Prohibited Conduct

You agree not to use the Service to upload, share, or distribute content that violates our Acceptable Use Policy. Prohibited content includes, but is not limited to:

• Child sexual abuse material (CSAM)
• Non-consensual intimate images
• Graphic violence or gore
• Hate speech or content promoting discrimination
• Terrorism or extremist content
• Illegal material
• Spam or misleading content
• Copyright-infringing material

We maintain zero tolerance for child sexual abuse material. Any confirmed CSAM results in immediate account termination and reporting to the National Center for Missing & Exploited Children (NCMEC) and relevant law enforcement authorities.

For full details on prohibited content, prohibited conduct, and our enforcement process, see our Acceptable Use Policy.

10. Content Moderation

Memrly employs both automated and manual content moderation:

• Automated scanning: uploaded content may be scanned by AI and machine learning systems to detect prohibited material
• User reports: any user can report content they believe violates the Acceptable Use Policy
• Human review: all flagged content is reviewed by a human moderator before action is taken

We reserve the right to remove content and suspend or terminate accounts that violate the Acceptable Use Policy or these Terms, at our sole discretion.

11. Intellectual Property

11.1 Memrly's Property

The Memrly name, logo, app design, software, and all related intellectual property are owned by Adam Duchemann and are protected by applicable intellectual property laws. You may not copy, modify, distribute, or create derivative works based on our intellectual property without prior written permission.

11.2 Your Property

As stated in Section 7, you retain full ownership of Your Content. These Terms do not transfer any intellectual property rights in Your Content to us.

12. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND AVAILABILITY.

We do not warrant that:

• The Service will be uninterrupted, error-free, or free of harmful components
• Your Content will be preserved indefinitely (see Section 6 for retention details)
• The Service will be free from security vulnerabilities, breaches, or unauthorized access attempts
• Your Content will not be accessed by unauthorized third parties as a result of hacking, malware, or other security incidents

While we implement industry-standard security measures including encryption, access controls, and regular security assessments, no internet-based service can guarantee complete immunity from security threats. You are responsible for maintaining the security of your own devices and account credentials.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ADAM DUCHEMANN, OPERATING AS MEMRLY, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF PROFITS, OR LOSS OF CONTENT, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE.

OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, (B) FRAUD OR FRAUDULENT MISREPRESENTATION, OR (C) ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.

14. Dispute Resolution

14.1 Informal Resolution

Before pursuing any legal action, you agree to first contact us at support@memrly.com and attempt to resolve the dispute informally for a period of 30 days. Most disputes can be resolved through good-faith communication.

14.2 Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of Hong Kong Special Administrative Region, without regard to its conflict of law provisions.

Any disputes that cannot be resolved informally shall be submitted to the exclusive jurisdiction of the courts of Hong Kong SAR.

14.3 European Union Users

If you are a consumer in the European Union, nothing in these Terms affects your rights under mandatory EU consumer protection laws. You retain the right to bring proceedings in the courts of your country of residence.

15. Termination

15.1 By You

You may delete your account at any time through the app's settings. Account deletion is subject to the retention and deletion timeline described in our Privacy Policy.

15.2 By Us

We may suspend or terminate your account if you:

• Violate these Terms or the Acceptable Use Policy
• Engage in fraudulent or illegal activity
• Fail to pay for your subscription after the grace period
• Create multiple accounts

We will provide notice of termination where reasonably possible, except in cases involving serious violations (e.g., CSAM) where immediate action is required.

16. Changes to These Terms

We may update these Terms from time to time. When we make material changes:

• We will update the "Last Updated" date at the top of these Terms
• We will notify you via email and/or in-app notification at least 30 days before the changes take effect
• We will provide a summary of the material changes

Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree with the updated Terms, you must stop using the Service and delete your account.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, and (if applicable) Creator Monetization Terms, constitute the entire agreement between you and Memrly regarding the Service.

17.2 Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

17.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

18. Contact Us

If you have questions about these Terms or need support, contact us at:

Email: support@memrly.com

These Terms of Service are governed by the laws of Hong Kong SAR. For users in the European Union, mandatory EU consumer protection laws apply in addition to these Terms.