Terms for MemoRay access and use.

1. Acceptance of Terms

By accessing the MemoRay website, submitting an access request, participating in Founder Access, contacting support, or using related services, you agree to these Terms.

If you use MemoRay for an organization, you represent that you have authority to accept these Terms for that organization.

2. Eligibility

You must be at least 18 years old, or the age of majority in your jurisdiction, to use MemoRay, participate in Founder Access, or submit the access request form.

3. Product and deliverables

MemoRay is downloadable Windows software for importing selected documents, making supported content searchable, asking questions, and reviewing answers with sources. Current features, supported files, platform requirements, and limitations are described in MemoRay Product Facts.

Each individual license is for one person and one activated device. Access requires a valid license and may require activation and periodic validation through RayAI LLC's existing licensing service. The license permits use of the software; it does not transfer ownership of MemoRay.

4. Founder Access status and pricing

MemoRay is a controlled Founder Access product. Features may change, performance may vary, onboarding may be limited, and access is not guaranteed.

RayAI LLC may limit, pause, revoke, or end Founder Access as the product, support capacity, and release plan evolve.

Eligible Founder Members from the pre-GA Founder Access program receive six months free, followed by a US$49/year renewal price for one individual annual MemoRay subscription while it remains continuously active. The Founder Member price is annual only and is not a general public price. Founder Members will receive renewal details before the free period ends. No automatic charge applies during the free Founder Access period, and these Terms do not create an automatic Founder conversion or renewal mechanism.

Founder pricing is not automatically guaranteed if the subscription is canceled, materially lapses after failed payment recovery, or is not converted through the approved Founder flow. It is personal and is not transferable to another person, organization, or account/email unless RayAI LLC manually approves the transfer.

Founder pricing does not cover future team plans, seats, multiple plans, RayAI Advisory services, paid courses, usage billing, or other RayAI products unless RayAI LLC explicitly says so. It does not stack with other discounts or promotions unless RayAI LLC explicitly allows it. Founder bug or suggestion credits apply against the Founder Member's applicable annual subscription price, normally US$49/year for an eligible Founder Member.

5. Founder Access requests and communications

By submitting a MemoRay access request or requesting Founder Access, you agree that RayAI LLC may contact you about MemoRay Founder Access, product availability, onboarding, and related updates, subject to your communication preferences and unsubscribe rights.

6. No guarantee of access

Requesting access does not guarantee access, availability, pricing, support level, product features, download timing, or onboarding timeline.

7. User responsibilities

• Select files responsibly.
• Have the rights and permissions needed to use imported documents.
• Maintain device security, backups, passwords, updates, and malware protection.
• Verify outputs against source documents before relying on them.

The Protected Documents password is created locally and is separate from the Founder Access license key. RayAI/MemoRay cannot recover it. If it is forgotten while Protected documents remain, recovery requires removing the current MemoRay workspace and reimporting from originals before setting a new password. If the library contains only Standard documents, the password can be cleared in Settings. Original files outside MemoRay are not deleted. See the password recovery guidance before taking action.

8. Acceptable use

You may not use MemoRay, the website, or related services to:

• Violate applicable law.
• Abuse, disrupt, scrape, attack, or interfere with systems, forms, or services.
• Reverse engineer, bypass, or circumvent access controls except where law permits.
• Distribute malware or harmful code.
• Violate the rights of others, including privacy and intellectual property rights.
• Resell, sublicense, or provide MemoRay as a hosted service without permission.
• Use MemoRay for high-risk decisions without independent verification.

9. AI and retrieval output limitations

MemoRay retrieval and Ask results may be incomplete or inaccurate. Result quality depends on file quality, OCR quality, text extraction, local search behavior, and whether the answer is present in imported documents.

Verify important outputs before relying on them. MemoRay is not professional advice.

10. No professional advice

MemoRay does not provide legal, financial, tax, medical, compliance, safety-critical, or other professional advice. You are responsible for reviewing source documents and using independent judgment.

11. Intellectual property

RayAI LLC owns the MemoRay software, website, design, brand, documentation, and related materials, except for third-party materials or open-source components governed by their own terms.

Users retain rights to their documents. User submissions and feedback may be used to improve product direction, without claiming ownership of user documents.

12. Third-party services and planned purchasing arrangement

RayAI LLC may use hosting, CRM, email, analytics, security, and support providers for the website, access request, communications, and operational workflows.

The app's current core local workflow remains distinct from those website and access request services.

Paid checkout is not yet live. When paid checkout becomes available, paid MemoRay access may be sold through a hosted checkout operated by a Merchant of Record or payment provider. Payment, billing, tax, invoice, refund, and payment-method handling may be subject to that provider's checkout terms, while these Terms and the MemoRay EULA govern software use, licensing, support, and RayAI product obligations.

13. Standard paid subscription, renewal, and cancellation

Paid checkout is not yet live. When paid checkout becomes available, the standard individual annual subscription is planned at US$99/year. It will renew automatically for another year unless canceled before the renewal date.

Cancellation stops future renewal charges and takes effect at the end of the current paid term. Access continues through that paid term. After the final paid term expires, continued paid access ends unless a new valid subscription or other authorized license applies. Cancellation does not itself create a refund.

Refund requests are governed by the MemoRay Refund Policy and any non-waivable legal rights. The standard paid terms apply only when purchasing becomes available; they do not change current Founder Access eligibility, onboarding, download, or licensing behavior.

Paid access, renewal, cancellation, refunds, failed-payment recovery, chargebacks, and entitlement updates will be handled through the future paid commerce and licensing flow when paid checkout becomes available.

14. Disclaimers

MemoRay, the website, Founder Access, support channels, and related services are provided "as is" and "as available."

To the maximum extent permitted by law, RayAI LLC disclaims warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted availability, error-free operation, and output accuracy.

15. Limitation of liability

To the maximum extent permitted by law, RayAI LLC will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, business, data, goodwill, or use.

RayAI LLC's total liability for any claim related to MemoRay will not exceed the amount you paid for MemoRay in the twelve months before the claim, or USD $100 if you have not paid for MemoRay.

16. Changes to Terms

RayAI LLC may update these Terms as MemoRay evolves. Continued use of the website, Founder Access program, or related services after changes means you accept the updated Terms.

17. Contact

Questions about these Terms may be sent through RayAI's contact form.