ClickNotes End-User License Agreement (EULA)
Last Updated: February 2026
IMPORTANT – PLEASE READ CAREFULLY
This End-User License Agreement (“EULA”, “Agreement”) is a legal agreement between you (the “Licensee”, “you”, “your”) and The Nerve Solution Pty Ltd (ABN 63 118 369 841) (“Licensor”, “we”, “us”, “our”) governing your use of the ClickNotes software application (“Software”, “Application”, “ClickNotes”).
By downloading, installing, accessing, or using ClickNotes, you agree to be bound by the terms of this EULA.
If you do not agree to these terms, do not install, access, or use the Software.
1. Introduction and Relationship with Other Agreements
1.1 Scope of This Agreement
This EULA specifically governs your license to use the ClickNotes software. It works together with our other legal documents:
- Terms of Use – General terms for using ClickNotes and our website
- Privacy Policy – How we handle your personal information
- Refund & Cancellation Policy – Subscription management and refunds
In case of conflict: If there’s a conflict between this EULA and other documents, this EULA takes precedence regarding software licensing rights.
1.2 Lemon Squeezy Payment Processing Relationship
ClickNotes subscriptions are processed through Lemon Squeezy (Lemon Squeezy, Inc.), our Merchant of Record.
Your subscription is also subject to:
- Lemon Squeezy’s Terms of Service
- Lemon Squeezy’s Privacy Policy
Important Payment Processing Terms:
- This license agreement is between you and The Nerve Solution Pty Ltd, not Lemon Squeezy.
- Lemon Squeezy handles all payment processing, billing, and refunds as Merchant of Record.
- Lemon Squeezy is not responsible for the Software itself, only payment processing.
- For payment or billing issues, contact support@clicknotes.app or Lemon Squeezy Support.
- For software issues, contact us at support@clicknotes.app.
1.3 Acceptance of Terms
You accept this EULA by:
- Clicking “Agree” or similar acknowledgment during installation
- Downloading or installing ClickNotes
- Accessing or using any part of ClickNotes
- Subscribing to ClickNotes through our website
If you’re accepting on behalf of an organization: You represent that you have authority to bind that organization to this EULA.
2. Grant of License
2.1 License Grant
Subject to your compliance with this EULA and maintenance of an active subscription, we grant you a:
- Limited – Only the rights explicitly stated here
- Non-exclusive – We can license to others
- Non-transferable – You cannot transfer your rights
- Revocable – We can terminate for breach or non-payment
- Subscription-based – Continues only while subscription is active
license to install and use ClickNotes on devices where you have entered your valid license key for your professional, clinical, or personal use.
2.2 Subscription Requirement
This license is contingent on maintaining an active paid subscription at $14.99 USD per month (or equivalent in your local currency).
If your subscription ends or is cancelled:
- Your license to use ClickNotes terminates
- The Software will prompt for license reactivation
- You must cease active use of the Software
- Your locally stored data remains on your device but cannot be actively used
2.3 Number of Installations
You may install ClickNotes on:
- Multiple computers (macOS and Windows) where you enter your license key
- Personal and work devices under your control
- Practice or business-owned devices where you are the primary user
You may NOT:
- Share your license key with others
- Install on devices owned by other individuals
- Use a single subscription for multiple staff members
For practices/clinics: Each clinician or staff member requires their own license key and subscription.
2.4 Personal and Commercial Use
You may use ClickNotes for:
- Personal use – Individual productivity and documentation
- Professional use – Clinical documentation, patient notes, medical records
- Commercial use – Business documentation in healthcare or other settings
- Educational use – Training, teaching, or academic purposes
2.5 Geographic and Export Restrictions
This license is subject to:
- U.S. Export Administration Regulations (EAR)
- Australian export control laws
- Trade sanctions and embargoes
You agree not to:
- Export or re-export ClickNotes to any country subject to U.S. or Australian trade embargo
- Use ClickNotes in violation of any export laws or regulations
- Allow access to ClickNotes by individuals on government restricted parties lists
Specifically prohibited countries (subject to change): You may not use ClickNotes in countries subject to comprehensive U.S. sanctions, including Cuba, Iran, North Korea, Syria, or Crimea region.
3. Healthcare-Specific Terms and Disclaimers
3.1 Professional Responsibility
ClickNotes is a productivity and documentation tool only. It does NOT:
- Provide medical, clinical, or professional advice
- Replace your professional judgment or clinical decision-making
- Offer diagnoses, treatment recommendations, or medical guidance
- Act as a clinical decision support system
- Guarantee accuracy, appropriateness, or safety of any clinical content
YOU ARE SOLELY RESPONSIBLE FOR:
- All clinical decisions and patient care
- The accuracy and appropriateness of text you insert into medical records
- Compliance with professional standards, guidelines, and regulations
- Verifying all information before use in patient care
- Ensuring templates are appropriate for each specific patient and situation
3.2 Not a Medical Device
ClickNotes is not a medical device and has not been:
- Approved or cleared by the FDA, TGA, or other regulatory authorities
- Evaluated for diagnostic or therapeutic purposes
- Designed to diagnose, treat, cure, or prevent any disease
- Validated for use in life-sustaining or life-supporting applications
Do not use ClickNotes for any application where failure could lead to death, serious bodily injury, or catastrophic loss.
3.3 HIPAA and Privacy Compliance
Important for U.S. Healthcare Providers:
The Nerve Solution Pty Ltd is NOT:
- A HIPAA-covered entity
- A Business Associate under HIPAA
- Subject to HIPAA regulations
Why: ClickNotes stores all data locally on your device. We do not receive, store, transmit, or process Protected Health Information (PHI) on our servers.
Your Obligations:
If you are a HIPAA-covered entity, you remain solely responsible for:
- HIPAA Privacy Rule compliance
- HIPAA Security Rule safeguards
- Breach notification requirements
- Business Associate Agreements with other entities (not us)
- Risk assessments for using ClickNotes
We will NOT:
- Sign Business Associate Agreements (BAAs)
- Accept liability for your HIPAA compliance
- Provide HIPAA-compliant cloud storage or transmission
Recommendations for HIPAA Compliance:
- Enable full disk encryption on all devices
- Use strong passwords and two-factor authentication
- Implement physical security for devices
- Train staff on proper use with PHI
- Maintain audit logs as required by your policies
- Consult your Privacy Officer before use
3.4 Australian Privacy Principles (APP)
If you practice in Australia and handle health information:
You are responsible for compliance with:
- Australian Privacy Principles (APPs) under Privacy Act 1988
- My Health Records Act 2012 (if applicable)
- State/territory health records legislation
- Professional registration board requirements
ClickNotes does not act as your data processor. You are the data controller for any patient information you handle.
3.5 Other Jurisdictions
If you practice in other jurisdictions, you must comply with applicable laws, including:
- GDPR (European Union)
- PIPEDA and provincial health acts (Canada)
- POPIA (South Africa)
- PDPA (Singapore)
- Other national or regional privacy and health information laws
Consult local counsel to ensure your use of ClickNotes complies with applicable regulations.
3.6 Clinical Documentation Standards
You remain responsible for ensuring your documentation meets:
- Professional association standards (e.g., AMA, RACGP, ADA)
- Licensing board requirements
- Accreditation body standards
- Insurance and billing requirements
- Legal record-keeping obligations
ClickNotes templates and content do not guarantee compliance with any specific standard.
3.7 Panel Library Disclaimer
Pre-made panels in the Panel Library are provided for educational and reference purposes only.
Before using any Panel Library template:
- Review all content for accuracy and appropriateness
- Customize to your practice, jurisdiction, and patient population
- Verify compliance with your professional standards
- Test in non-clinical settings first
- Do not use verbatim without clinical judgment
We are not liable for outcomes resulting from use of Panel Library content.
4. License Restrictions and Prohibited Uses
4.1 What You May NOT Do
You must not:
Modification and Reverse Engineering:
- Reverse engineer, decompile, or disassemble the Software
- Attempt to derive source code from the Software
- Modify, adapt, translate, or create derivative works
- Remove, alter, or obscure any copyright, trademark, or proprietary notices
- Bypass or circumvent any license enforcement mechanisms
Exception: Reverse engineering may be permitted where expressly allowed by applicable law (e.g., EU Software Directive, Australian Copyright Act) despite this restriction.
Distribution and Sharing:
- Redistribute, sell, rent, lease, or sublicense the Software
- Share your license key with others
- Make the Software available over a network for multi-user access
- Include the Software in any service bureau or SaaS offering
- Use a single subscription for multiple individuals
Misuse:
- Use ClickNotes for any unlawful purpose
- Create or distribute malicious content, viruses, or exploits
- Use in violation of export control laws
- Interfere with security features or license validation
- Generate excessive API calls or abuse system resources (if applicable)
Prohibited Content:
- Create panels containing illegal content
- Store trade secrets or confidential information you’re not authorized to access
- Include content that violates third-party intellectual property rights
- Create templates that provide unauthorized medical advice
- Use ClickNotes to facilitate fraud, abuse, or malpractice
4.2 Accessibility Permission Use
ClickNotes requires Accessibility permission on macOS to function.
Permitted Use:
- Inserting text into the currently active application
- Simulating keyboard input to type predefined text
- Detecting active application to enable/disable functionality
Prohibited Use:
- We do NOT use Accessibility permission to:
- Read or monitor content in other applications
- Capture keystrokes, passwords, or sensitive input
- Track your activity beyond what’s necessary for text insertion
- Access data in other applications
- Perform actions other than text insertion
You may revoke Accessibility permission at any time in System Settings > Privacy & Security > Accessibility. However, revoking this permission will prevent ClickNotes from inserting text.
4.3 Third-Party Application Interaction
ClickNotes interacts with other applications by inserting text. You must:
- Ensure you have rights to use third-party applications
- Comply with third-party applications’ terms of service
- Not use ClickNotes to violate restrictions in other software
- Not use ClickNotes to automate actions prohibited by other applications
We are not responsible for:
- Compatibility with specific third-party applications
- Changes to third-party applications that affect ClickNotes functionality
- Data loss or corruption in third-party applications
5. Intellectual Property Rights
5.1 Licensor’s Ownership
The Nerve Solution Pty Ltd retains all right, title, and interest in and to:
- The ClickNotes software and source code
- All algorithms, methods, and processes
- User interface designs and visual elements
- Documentation and help content
- ClickNotes name, logo, and trademarks
- All intellectual property rights related to the above
This license does NOT transfer ownership of the Software to you. You receive only the limited rights explicitly granted in Section 2.
5.2 Your Content Ownership
You retain complete ownership of:
- Panel definitions, layouts, and configurations you create
- Button labels and text content you write
- Templates and macros you develop
- Any other original content you create using ClickNotes
ClickNotes files (.clicknotes format) contain your content and metadata. You own the content; we own the file format and software that reads it.
5.3 Feedback and Suggestions
If you provide feedback, suggestions, or ideas about ClickNotes:
- You grant us a perpetual, worldwide, royalty-free license to use, implement, and incorporate your feedback
- We have no obligation to implement your suggestions
- We may use your ideas without compensation or attribution
- You waive any claims to intellectual property rights in implemented suggestions
This does NOT apply to your proprietary panel content, only to suggestions about the Software itself.
5.4 Panel Library Contributions
If you submit panels to our Panel Library:
- You grant us a non-exclusive, worldwide, royalty-free license to distribute your contributed panels
- You represent that you own all rights to the contributed content
- You agree your contribution does not violate any third-party rights
- You agree to the Panel Library terms (see Section 11)
- We may edit, modify, or reject submissions
- You may not submit patient-specific or proprietary clinical data
5.5 Trademarks
ClickNotes, the ClickNotes logo, and related marks are trademarks of The Nerve Solution Pty Ltd.
You may not:
- Use our trademarks without written permission
- Imply endorsement or affiliation without authorization
- Use confusingly similar marks
- Register domain names containing our trademarks
Permitted use: You may reference ClickNotes by name in truthful statements about your use of the Software.
6. Data Storage, Privacy, and Security
6.1 Local Storage Model
ClickNotes uses a local-first architecture. This means:
- All panels, templates, and configurations are stored on your Mac
- (Mac) Data is saved to:
~/Library/Application Support/ClickNotes/ - (Win) Data is saved to:
Library/Application Support/ClickNotes/ - We do NOT have access to your panel content
- We do NOT transmit your templates or clinical data to our servers
- No cloud synchronization is provided
6.2 What We Do Collect
Subject to your consent and our Privacy Policy, we may collect:
Anonymous crash reports containing:
- macOS version and hardware specifications
- Stack traces and error logs
- App version and configuration (NOT your panel content)
Anonymous usage analytics containing:
- Feature usage statistics
- Performance metrics
- General usage patterns (NOT specific content)
Opt-out: You can disable these in ClickNotes > Settings > Privacy
6.3 Your Data Responsibilities
Because data is stored locally, you are responsible for:
Backups:
- Creating and maintaining your own backups
- Using Time Machine, iCloud Drive, or other backup solutions
- Verifying backup integrity regularly
- Securing backup files containing sensitive data
Security:
- Enabling FileVault disk encryption
- Implementing physical security for devices
- Restricting access to devices in shared environments
- Following your organization’s data security policies
Compliance:
- Ensuring local storage meets your regulatory requirements
- Implementing appropriate technical safeguards for PHI (if applicable)
- Maintaining audit logs as required by your policies
- Conducting risk assessments as required
We are NOT responsible for:
- Lost data due to device failure, theft, or damage
- Unauthorized access to your device
- Data breaches resulting from inadequate device security
- Failure to maintain backups
6.4 No Cloud Sync
ClickNotes does NOT currently offer cloud synchronization.
If you use ClickNotes on multiple devices:
- You must manually transfer panel files between devices
- Use File > Export Panel / Import Panel
- Or copy files from Application Support directory
- Consider using iCloud Drive or Dropbox for manual sync
Future cloud features: If we add cloud sync in the future, we will notify you and obtain consent before enabling.
6.5 Privacy Policy
For complete details on data collection and handling, see our Privacy Policy at:
https://clicknotes.app/privacy-policy/
The Privacy Policy is incorporated into this EULA by reference.
7. Updates, Upgrades, and Modifications
7.1 Software Updates
As part of your active subscription, we may provide:
- Bug fixes – Corrections for defects or errors
- Security patches – Updates to address vulnerabilities
- Feature enhancements – New or improved functionality
- Performance improvements – Optimization updates
- Compatibility updates – Support for new macOS versions
7.2 Automatic Updates
Updates may be delivered:
- Automatically through the Mac App Store (based on your system settings)
- Manually via App Store > Updates tab
- In-app notifications prompting you to update
You should install updates promptly to ensure:
- Security vulnerabilities are patched
- Compatibility with current macOS versions
- Access to latest features and improvements
7.3 Update Requirements
Some updates may:
- Require newer macOS versions
- Change functionality or user interface
- Remove deprecated features
- Require acceptance of revised terms
- Temporarily interrupt service during installation
We may discontinue support for older versions at our discretion with reasonable notice.
7.4 Beta Features
We may offer experimental or beta features marked as such in the app.
Beta features are provided “as is” with:
- No guarantee of stability or continued availability
- Possible bugs or unexpected behavior
- Limited or no support
- Subject to change or removal without notice
Your use of beta features is at your own risk. Do not rely on beta features for critical workflows.
7.5 No Obligation to Update
Unless specified otherwise:
- We have no obligation to provide any specific updates
- We may discontinue development at our discretion
- No guarantee of feature requests being implemented
- Support for older versions may be limited
However: As a subscription service, we commit to reasonable ongoing maintenance during your active subscription period.
8. System Requirements and Compatibility
8.1 Minimum Requirements
To use ClickNotes, you must have:
- Operating System: macOS 12.0 (Monterey) or later
- Processor: Apple Silicon (M1/M2/M3/M4) or Intel Core i5 or better
- Memory: 8GB RAM minimum
- Storage: 100MB available disk space
- Display: 1280×800 or higher resolution
- Permissions: Accessibility permission required
- Internet: Required for subscription validation and updates
8.2 Recommended Specifications
For optimal performance:
- Operating System: macOS 14.0 (Sonoma) or later
- Memory: 16GB RAM or more
- Display: 1920×1080 or higher resolution
- Storage: SSD recommended for best performance
8.3 Compatibility Notes
ClickNotes works with most macOS applications but:
- Some sandboxed or security-focused apps may restrict text insertion
- Virtual machines and remote desktop environments may have limitations
- Screen sharing sessions may experience reduced functionality
- Certain apps may require specific formatting or compatibility adjustments
We do NOT guarantee compatibility with every third-party application.
8.4 Your Responsibility
You are responsible for:
- Ensuring your system meets minimum requirements before subscribing
- Maintaining compatible hardware and software
- Testing compatibility with your specific workflow
- Verifying ClickNotes works with your essential applications
No refunds are provided for compatibility issues with systems that meet minimum requirements but don’t meet your specific needs (subject to consumer protection laws).
9. Subscription Terms
9.1 Subscription Model
ClickNotes operates on a subscription basis:
- Price: $14.99AUD per month (or equivalent in local currency)
- Billing: Monthly, automatically recurring
- Payment: Through Lemon Squeezy (Merchant of Record)
- Currency: Converted to your local currency by Lemon Squeezy
9.2 Subscription Requirements
To use ClickNotes, you must:
- Maintain an active paid subscription
- Have a valid payment method at checkout
- Accept Lemon Squeezy’s billing terms and conditions
- Enter your license key in the application
9.3 When Subscription Ends
If your subscription lapses, expires, or is cancelled:
What Happens:
- Your license to use ClickNotes terminates
- Application will prompt for license reactivation
- You will see a subscription renewal prompt
- Resubscribe through clicknotes.app/pricing
Your Data:
- Your local panel files remain on your device indefinitely
- We do not delete your data
- You can access your data by:
- Resubscribing (instant access)
- Exporting panels before your subscription expires
- Manually accessing panel files at: `~/Library/Application Support/ClickNotes/`
To Restore Access:
- Resubscribe through the App Store
- Full functionality is immediately restored
- No data loss or recovery needed
9.4 Free Trials
We may offer free trial periods from time to time.
Trial terms:
- Duration clearly stated at sign-up (e.g., “7-day free trial”)
- Full access to all features during trial
- Must cancel at least 24 hours before trial ends to avoid charge
- One trial per email address
- Previous subscribers generally not eligible for new trials
See our Refund & Cancellation Policy for complete trial terms.
9.5 No Refunds for Partial Periods
- Subscriptions are billed monthly in advance
- No prorated refunds for unused time in current billing period
- Cancellation takes effect at end of paid period
- You retain access until paid period expires
Exception: Refunds may be granted on a case-by-case basis. See Refund & Cancellation Policy.
10. Warranty Disclaimers
10.1 “AS IS” Provision
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLICKNOTES IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND.
We disclaim all warranties, whether express, implied, or statutory, including but not limited to:
- Merchantability – Suitability for general commercial use
- Fitness for a particular purpose – Suitability for your specific needs
- Non-infringement – Freedom from third-party IP claims
- Title – Ownership rights
- Quiet enjoyment – Uninterrupted use
- Quality – Error-free operation
- Accuracy – Correctness of results or content
10.2 Specific Disclaimers
We do NOT warrant or guarantee that:
Functionality:
- ClickNotes will be error-free, bug-free, or uninterrupted
- All defects will be corrected
- The Software will meet your specific requirements
- The Software will work with all applications or systems
- Future updates will maintain backward compatibility
Content:
- Panel Library templates are accurate, complete, or appropriate for your use
- Templates comply with your specific regulatory requirements
- Pre-made panels are error-free or clinically validated
Availability:
- ClickNotes will always be available
- No downtime or service interruptions will occur
- Subscription validation will always be accessible
- Updates will be provided on any schedule
Security:
- The Software is free from vulnerabilities
- Local data storage is inherently secure
- No unauthorized access will ever occur
10.3 Australian Consumer Law (ACL) Exclusion
IMPORTANT – AUSTRALIAN CONSUMERS:
Nothing in this Section 10 excludes, restricts, or modifies any consumer rights or remedies under the Australian Consumer Law or other laws that cannot legally be excluded.
Under Australian Consumer Law, you have guaranteed rights including:
- Software must be of acceptable quality
- Software must be fit for any disclosed purpose
- Software must match descriptions we provided
If ClickNotes fails to meet these guarantees, you may be entitled to a remedy including repair, replacement, or refund.
Contact us at support@clicknotes.app to make a claim under Australian Consumer Law.
For more information:
- Australian Competition & Consumer Commission: www.accc.gov.au
- Phone: 1300 302 502
10.4 Other Jurisdictions
If you are located in a jurisdiction with consumer protection laws that cannot be excluded:
- Those laws continue to apply
- This disclaimer is limited to the extent permitted by those laws
- Your statutory rights are not affected
- Contact local consumer protection agencies for guidance
11. Limitation of Liability
11.1 No Indirect or Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE NERVE SOLUTION PTY LTD SHALL NOT BE LIABLE FOR ANY:
Indirect Damages:
- Loss of profits, revenue, or anticipated savings
- Loss of business opportunity or contracts
- Loss of goodwill or reputation
- Loss of data (including patient data or clinical records)
- Cost of substitute software or services
Consequential Damages:
- Business interruption or downtime
- Claims by third parties (including patients or clients)
- Regulatory fines or penalties
- Professional liability claims
- Malpractice claims arising from documentation errors
Even if:
- We were advised of the possibility of such damages
- The damages were foreseeable
- Any remedy fails of its essential purpose
11.2 Cap on Total Liability
Our total aggregate liability to you for all claims arising from or related to ClickNotes is limited to:
The amount you paid for ClickNotes in the 12 months immediately preceding the claim.
Example: If you’ve paid $14.99 x 6 months = $89.94, our maximum liability is $89.94.
This cap applies regardless of:
- The legal theory of the claim (contract, tort, negligence, etc.)
- Number of claims or incidents
- Number of users affected
11.3 Essential Basis of Agreement
These liability limitations are fundamental elements of the basis of the bargain between you and us.
The Software would not be provided at the current subscription price without these limitations.
11.4 Exceptions to Limitations
These liability limitations do NOT apply to:
Where prohibited by law:
- Liability that cannot be excluded under Australian Consumer Law
- Liability for death or personal injury caused by our negligence
- Liability for fraud or fraudulent misrepresentation
- Any other liability that cannot be excluded under applicable law
In such cases: Our liability is limited to the minimum extent required by law.
11.5 Healthcare-Specific Liability Disclaimer
YOU EXPRESSLY ACKNOWLEDGE AND AGREE:
We have NO LIABILITY for:
- Clinical decisions you make while using ClickNotes
- Accuracy, appropriateness, or safety of documentation you create
- Patient outcomes related to your use of ClickNotes
- Professional negligence or malpractice claims
- Regulatory violations arising from your documentation practices
- Harm resulting from use of Panel Library templates
You are solely responsible for:
- All clinical documentation and decision-making
- Professional liability insurance for your practice
- Compliance with professional standards and regulations
- Verification of all information before use in patient care
11.6 Third-Party Claims
We are not liable for:
- Claims by your patients or clients
- Claims by your employer or practice
- Claims by regulatory bodies or professional associations
- Claims by third parties affected by your use of ClickNotes
You agree to indemnify us against such third-party claims arising from your use of ClickNotes (see Section 12).
11.7 Force Majeure
We are not liable for failure to perform due to circumstances beyond our reasonable control, including:
- Acts of God, natural disasters, pandemics
- War, terrorism, civil unrest
- Government actions, regulations, or embargoes
- Internet or telecommunications failures
- Cyberattacks or hacking incidents
12. Indemnification
12.1 Your Indemnification Obligations
You agree to indemnify, defend, and hold harmless The Nerve Solution Pty Ltd, its officers, directors, employees, agents, and affiliates from and against any and all:
- Claims, lawsuits, or legal proceedings
- Damages, losses, liabilities, or expenses
- Costs, including reasonable attorneys’ fees
Arising from or related to:
Your Use of ClickNotes:
- Your violation of this EULA
- Your violation of applicable laws or regulations
- Your violation of third-party rights
- Your negligence or willful misconduct
Clinical and Professional Use:
- Medical malpractice or professional negligence claims
- Claims by patients, clients, or third parties related to your documentation
- Regulatory violations arising from your use of ClickNotes
- Failure to meet professional standards or record-keeping requirements
Content You Create:
- Infringement of third-party intellectual property rights
- Defamatory, illegal, or harmful content you create
- Violations of privacy or confidentiality obligations
- Unauthorized use of proprietary information
Unauthorized Use:
- Use of ClickNotes beyond the scope of this license
- Sharing access with unauthorized users
- Violation of export control laws
- Reverse engineering or misuse of the Software
12.2 Process
If we seek indemnification:
- We will notify you promptly of the claim
- You will assume control of defense and settlement
- We may participate in defense at our own expense
- You may not settle without our written consent
12.3 Exceptions
You are NOT required to indemnify us for claims arising from:
- Our own negligence or willful misconduct
- Defects in the Software itself (subject to warranty disclaimers)
- Our violation of this EULA or applicable law
13. Panel Library Terms
13.1 License to Use Panel Library Content
Downloaded panels from the Panel Library are licensed to you under the same terms as ClickNotes itself.
You may:
- Download and use panels in your ClickNotes installation
- Modify and customize panels for your needs
- Use panels for your professional or personal documentation
You may NOT:
- Redistribute unmodified Panel Library panels publicly
- Resell or commercialize Panel Library content
- Claim authorship of panels you did not create
- Use Panel Library content in competing products
13.2 Contributing to Panel Library
If you submit panels to our Panel Library:
You grant us:
- A non-exclusive, worldwide, perpetual, royalty-free license to distribute your panels
- Right to edit, modify, or remove your submission
- Right to feature or promote your contribution
You represent and warrant:
- You own all rights to the submitted content
- The content does not violate any third-party rights
- The content does not contain patient-specific information
- The content complies with professional and legal standards
We may:
- Accept, reject, or remove any submission at our discretion
- Moderate content for quality and appropriateness
- Feature exemplary contributions
- Credit you as the author (unless you request otherwise)
13.3 No Warranty for Panel Library Content
Panel Library panels are provided “AS IS” with NO WARRANTY of:
- Accuracy, completeness, or clinical appropriateness
- Compliance with specific regulations or standards
- Fitness for your particular use case
- Freedom from errors or omissions
You are solely responsible for:
- Reviewing and verifying all Panel Library content before use
- Customizing templates to meet your specific requirements
- Ensuring compliance with your regulatory obligations
- Testing panels before use in clinical settings
13.4 Community Contributions Disclaimer
Some Panel Library content may be contributed by other users.
We do NOT:
- Endorse or validate community-contributed panels
- Verify the accuracy or appropriateness of community content
- Assume liability for user-contributed panels
Community contributors are responsible for their own contributions.
14. Termination
14.1 Termination by You
You may terminate this EULA at any time by:
- Cancelling your subscription through the App Store (see Refund & Cancellation Policy)
- Uninstalling ClickNotes from all your devices
- Ceasing all use of the Software
Upon termination:
- Your license to use ClickNotes immediately ends
- You must stop using the Software
- Your subscription will not renew
- You may retain local panel files for backup purposes
14.2 Termination by Us
We may terminate or suspend your license immediately if:
Material Breach:
- You violate any material term of this EULA
- You use ClickNotes for unlawful purposes
- You reverse engineer or attempt to circumvent protections
- You share or redistribute the Software
- You fail to pay subscription fees
Misuse or Abuse:
- You use ClickNotes in ways that harm us or other users
- You engage in fraudulent activity
- You violate export control laws
- You create malicious content or exploits
Legal Requirements:
- We are required by law or court order to terminate access
- Continued provision would violate laws or regulations
Notice:
- We will provide reasonable notice where practical
- Immediate termination may occur for serious violations
- We are not required to provide reasons in all cases
14.3 Effect of Termination
Upon termination of this EULA:
Your Obligations:
- Immediately cease all use of ClickNotes
- Uninstall the Software from all devices
- Stop representing yourself as a licensed user
What Happens to Your Data:
- Your locally stored panel files remain on your device
- You may export data for backup before uninstalling
- We do not delete your local files (you control this)
- No refund for unused subscription time (subject to consumer law)
What Survives Termination:
- Sections 5 (Intellectual Property), 10 (Warranty Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 18 (Governing Law), and 19 (General Provisions)
- Any amounts owed to us
- Any liabilities accrued before termination
14.4 No Refund on Termination
Termination by us for your breach does NOT entitle you to a refund of any subscription fees paid.
Exception: You may be entitled to a refund under Australian Consumer Law if we breach consumer guarantees.
15. Export Controls and Government Regulations
15.1 Export Compliance
ClickNotes and related technology are subject to export control laws including:
- U.S. Export Administration Regulations (EAR)
- Australian Defense and Strategic Goods List
- International Traffic in Arms Regulations (ITAR) – if applicable
You agree NOT to:
- Export, re-export, or transfer ClickNotes to prohibited destinations
- Provide access to restricted parties or entities
- Use ClickNotes in violation of trade sanctions or embargoes
15.2 Encryption Notice
ClickNotes may contain encryption technology subject to export restrictions.
You represent and warrant:
- You are not located in an embargoed country
- You are not on any government restricted parties list
- You will comply with all applicable export laws
Specifically prohibited destinations include:
- Cuba, Iran, North Korea, Syria, Crimea region
- Any other jurisdiction subject to comprehensive U.S. sanctions
- Persons or entities on denied parties lists
15.3 Government Use
If you are a government entity or using ClickNotes for government purposes:
U.S. Government:
- ClickNotes is “commercial computer software” under FAR 12.212 and DFARS 227.7202
- Government users acquire only those rights specified in this EULA
- Use, duplication, or disclosure is subject to restrictions in this EULA
Other Governments:
- Special terms may be required for government procurement
- Contact us at support@clicknotes.app for government licensing
16. Dispute Resolution and Arbitration
16.1 Informal Resolution First
Before filing any formal dispute, you agree to:
- Contact us at support@clicknotes.app
- Describe the issue in detail
- Allow us 30 days to attempt resolution
- Engage in good-faith negotiation
Many disputes can be resolved quickly through direct communication.
16.2 Governing Law
This EULA is governed by the laws of Queensland, Australia, without regard to conflict of law principles.
For Australian consumers: The Australian Consumer Law continues to apply regardless of this choice of law.
16.3 Jurisdiction and Venue
Subject to Section 16.4, any disputes arising from this EULA will be subject to the exclusive jurisdiction of the courts of Queensland, Australia.
You consent to personal jurisdiction in Queensland courts.
16.4 Exceptions for Consumer Protection
Nothing in this EULA:
- Prevents you from bringing claims in your local jurisdiction if permitted by law
- Excludes your rights under the Australian Consumer Law to bring actions in other courts
- Prevents mandatory consumer dispute resolution procedures under applicable law
16.5 Class Action Waiver
TO THE EXTENT PERMITTED BY LAW, you agree that:
- All disputes will be resolved individually
- You waive the right to participate in class actions or representative proceedings
- You may not consolidate claims with other users
If this waiver is unenforceable in your jurisdiction, this Section 16.5 is severable from the rest of the EULA.
16.6 Small Claims Court
Notwithstanding other provisions, you may bring claims in small claims court if:
- The claim qualifies for small claims jurisdiction
- The claim is brought individually (not as a class)
17. Notice Requirements
17.1 Notices to You
We may provide notice to you by:
- In-app notifications or announcements
- Posting on our website (clicknotes.app)
You agree:
- Notices are effective when sent or posted
- You are responsible for maintaining current contact information
- You will check for notices regularly
17.2 Notices to Us
You must send legal notices to:
Email: support@clicknotes.app
Subject line: “Legal Notice – EULA”
Mailing Address:
The Nerve Solution Pty Ltd
ABN 63 118 369 841
[Include physical address if you have one for legal correspondence]
Notices must include:
- Your full name and contact information
- Description of the issue or claim
- Relevant facts and legal basis
18. Updates to This EULA
18.1 Right to Modify
We may update this EULA from time to time to reflect:
- Changes in applicable law or regulations
- New features or functionality
- Industry best practices
- User feedback and clarifications
18.2 How We Notify You
For material changes:
- “Last Updated” date at the top will be revised
- We may provide in-app notification
- We may send email notification
- Continued use constitutes acceptance
18.3 Material Changes
For significant changes that materially affect your rights:
- We will provide at least 30 days’ notice
- We may require explicit acceptance before continued use
- You may terminate if you don’t agree (see Section 14.1)
18.4 Review Regularly
You should review this EULA periodically for changes. Your continued use after changes are posted constitutes acceptance.
19. General Provisions
19.1 Entire Agreement
This EULA, together with:
- Terms of Use
- Privacy Policy
- Refund & Cancellation Policy
Constitutes the entire agreement between you and The Nerve Solution Pty Ltd regarding ClickNotes.
This EULA supersedes:
- All prior agreements or understandings
- Oral or written communications
- Marketing materials or presentations
19.2 Severability
If any provision of this EULA is found to be:
- Invalid, illegal, or unenforceable
Then:
- That provision will be modified to the minimum extent necessary
- All other provisions remain in full force and effect
- The EULA will be construed as if the invalid provision was never included
19.3 No Waiver
Our failure to enforce any right or provision does NOT constitute a waiver of that right.
Specifically:
- Delayed enforcement does not waive rights
- Partial enforcement does not waive full enforcement
- Waivers must be in writing and signed
19.4 Assignment
You may NOT:
- Assign, transfer, or delegate your rights under this EULA
- Transfer your license to another person or entity
We may:
- Assign this EULA to an affiliate or successor
- Transfer rights in connection with a merger, acquisition, or sale
- Delegate performance to contractors or service providers
Assignment takes effect upon notice to you (if required).
19.5 Relationship of Parties
This EULA does NOT create:
- Partnership, joint venture, or agency relationship
- Employment relationship
- Franchise or distributor relationship
You are an independent user; we are an independent software provider.
19.6 Third-Party Beneficiaries
Lemon Squeezy, Inc. is not a party to this EULA and has no obligations under it. Payment processing is governed by Lemon Squeezy’s separate terms.
No other third parties have rights to enforce this EULA.
19.7 Headings
Section headings are for convenience only and do not affect interpretation of this EULA.
19.8 Language
This EULA is executed in English. If translated, the English version controls in case of conflict.
19.9 Survival
Provisions that by their nature should survive termination will survive, including:
- Intellectual Property Rights (Section 5)
- Warranty Disclaimers (Section 10)
- Limitation of Liability (Section 11)
- Indemnification (Section 12)
- Governing Law (Section 16.2)
- General Provisions (Section 19)
20. Contact Information
20.1 Technical Support
For help with ClickNotes:
Email: support@clicknotes.app
Response Time: 24-48 hours on business days
Hours: Monday-Friday, 9am-5pm Australian Eastern Time
20.2 Legal Inquiries
For legal questions about this EULA:
Email: support@clicknotes.app
Subject: “Legal Inquiry – EULA”
20.3 Company Information
The Nerve Solution Pty Ltd
ABN 63 118 369 841
Email: support@clicknotes.app
Website: https://clicknotes.app
ACKNOWLEDGMENT
BY DOWNLOADING, INSTALLING, OR USING CLICKNOTES, YOU ACKNOWLEDGE THAT:
- You have read and understood this EULA
- You agree to be bound by all terms and conditions
- You are of legal age to enter into this agreement (18+ or age of majority in your jurisdiction)
- If accepting on behalf of an organization, you have authority to bind that organization
- You understand this is a subscription-based license, not a perpetual license
- You understand ClickNotes stores data locally and you are responsible for backups and security
- You understand we are not a HIPAA Business Associate and you remain responsible for regulatory compliance
- You understand the warranty disclaimers and liability limitations
- You have reviewed the system requirements and verified compatibility
- You agree to comply with all export control laws and restrictions
IF YOU DO NOT AGREE, DO NOT USE CLICKNOTES.
This End-User License Agreement is effective as of the date you first download, install, or use ClickNotes.
Last Updated: December 2025
The Nerve Solution Pty Ltd (ABN 63 118 369 841)
