Draft. This document is not in force yet — some details are still being settled, and it is published here for review rather than as an agreement. Questions in the meantime: support@coii.io.

Terms of Service and End User Licence Agreement

Coii Audio

Effective effective date

These terms are the agreement between you and Riff Tech, Inc. ("we", "us") covering Coii Audio (the "Software"). Installing or using the Software means you accept them. If you do not, do not install it.

1. What the Software is

Coii Audio records meetings on your Mac, transcribes them, writes summaries and answers questions about them. All of that runs on your machine: the audio, the transcript, the notes and the summaries stay on the device and are never sent to us. We operate no server that receives your recordings, because we operate no server at all. What the app does reach over the network, and why, is listed exhaustively in the Privacy Policy.

The Software is sold as it is described at the time you buy it. Features may be added, changed or removed in later versions.

2. The licence we grant you

When you buy a licence, we grant you a personal, limited, non-exclusive, non-transferable, revocable licence to install and use the Software.

One licence, one person. A licence is for use by a single individual, including for that individual's commercial and business work.
Up to three devices. You may activate the licence on up to three devices that you own or control. Freeing a device's slot is described in §7.
A team needs one licence per person. Buy the number of licences you have people; do not share one key across a team.

We keep every right not expressly granted here.

3. The free trial

The Software runs with every feature available for thirty days from first launch. The trial needs no account, no payment method and no registration of any kind. There is nothing to cancel.

When the trial ends, one thing stops working: starting a new recording. Everything you already recorded stays exactly where it was and stays fully usable — readable, editable, summarisable, askable, exportable — with no licence and forever. Your data is in ordinary files on your own disk; we do not hold it, lock it or hide it, and expiry does not change that.

The trial's start date is checked against a clock this machine does not own (§5 of the Privacy Policy explains how). Being offline is not an error. Deliberately manipulating your system clock, the trial state file or the keychain entry to extend or restart the trial is a breach of §4.

4. What you may not do

You may not:

share, publish, sell, sublicense, rent or transfer your licence key;
use one licence for more than one person, or on more than the permitted number of devices;
circumvent, disable or interfere with the trial, activation or licensing mechanism, including by tampering with local state or intercepting licensing requests;
reverse engineer, decompile or disassemble the Software, except to the extent that applicable law expressly permits this despite this restriction — for example the interoperability rights under EU or UK law;
remove or obscure any copyright, licence or attribution notice; or
use the Software in violation of any applicable law, including the recording laws described in §9.

A breach terminates your licence (§14).

5. Buying: Lemon Squeezy is the merchant of record

Lemon Squeezy LLC, a Utah limited liability company (222 Main Street, Suite 500, Salt Lake City, UT 84101, USA), is the merchant of record and reseller for your purchase.

Your payment, billing, invoicing and tax contract for the transaction is with Lemon Squeezy, not with us. Its name may appear on your card or bank statement. Lemon Squeezy takes the payment, issues your receipt or invoice, and calculates, collects and remits any applicable taxes such as VAT, GST or sales tax. Its own terms apply to that part of the transaction.

The licence to use the Software itself is granted to you by Riff Tech, Inc. under these terms.

Lemon Squeezy also hosts My Orders at https://app.lemonsqueezy.com/my-orders, which is where you recover a lost licence key and find your receipt. It is reached with your purchase email address and a link mailed to it; we do not run an account system and cannot log in on your behalf. Note what it does not do: see §7 on device slots.

6. Price, and what a purchase includes

The Software is $19 USD, charged once, for a perpetual licence.

Updates are included. Every later version of the Software that we make available is covered by the licence you bought, at no further charge. There is no subscription and nothing renews.

We may change the price of the Software at any time. A change never affects a licence already bought.

7. Activation and the device limit

Activation is a single request from your device to Lemon Squeezy carrying your licence key. Lemon Squeezy counts activations against your key server-side and refuses one past the limit. After a successful activation the Software stores the result locally and stops contacting the licensing service — it does not re-check, so the Software keeps working with no network connection indefinitely.

Three consequences are worth stating plainly:

Reinstalling is normally free. Licence state lives outside the application bundle and is mirrored in your keychain, so updating, reinstalling or moving the app does not consume a slot.
A slot is released from the machine that holds it. "Deactivate this device" in Settings is the only self-service way to free one: My Orders shows your licence key, not the machines it is activated on, and Lemon Squeezy provides no way for you — or for us — to delete an activation from elsewhere.
Erasing the device's data can consume a slot. If both the local state file and the keychain entry are gone — a wiped machine, a new Mac, a cleanup tool — the next activation is counted as a new one. Release the slot before you wipe. If you are stuck, write to support@coii.io: we cannot delete the stale activation, but we will raise your key's activation limit so you are not left short a device.

Because the Software does not re-validate after activation, revoking a key stops new activations but does not disable an installation that has already been activated. That is a deliberate trade for an app that must work offline.

8. Your recordings and everything made from them

You own your recordings, transcripts, notes, summaries and exports. Nothing in these terms gives us any right to them, and no clause is needed to protect them from us, because they never reach us.

You are responsible for backing them up. The Software stores them in ordinary files in your user library; we cannot recover data lost to a disk failure, an accidental deletion or a mistake in another program.

9. Recording other people is your responsibility

Laws on recording conversations differ by country, state and province. Some require the consent of every participant; some require only yours; some add rules for workplace or telephone recording. Meeting platforms and employers impose their own rules on top.

Complying with all of that is entirely your responsibility. You confirm that you will obtain whatever consent or notice the law and your organisation's rules require before recording anyone. We provide a tool; we do not and cannot check who is in your meeting or what jurisdiction they are in.

10. Transcription and summaries are machine output

Transcripts, speaker labels and summaries are produced by machine-learning models running on your device. They contain mistakes. Speech is misheard, speakers are confused with one another, and a summary can state something the meeting did not.

Do not rely on this output for anything consequential — legal, medical, financial, employment-related or otherwise — without checking it against the meeting itself. The output is provided without any warranty of accuracy, completeness or fitness for any decision you make from it.

11. Third-party components and models

The Software includes open-source components and downloads machine-learning model weights from third-party hosts. Those components and weights are licensed by their own authors under their own terms, which are listed in third-party-notices.md and which govern your use of them. Some carry use restrictions of their own; where they do, they are named in that file.

Downloading a model connects your device to a third-party host, subject to that host's terms and privacy policy. We do not control those hosts and are not responsible for their availability. If a host removes a model, the Software may no longer be able to fetch it.

12. Updates

We may release updates, fixes and new versions. Where the Software applies an update automatically, you consent to that. We are not obliged to release any particular update, to maintain compatibility with future versions of macOS, or to support the Software indefinitely.

13. No warranty

To the fullest extent permitted by law, the Software is provided "as is" and "as available", without warranty of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy and non-infringement. We do not warrant that the Software will be uninterrupted or error-free, that it will capture any given recording, or that transcripts or summaries will be accurate.

Some jurisdictions do not allow the exclusion of certain warranties. Where you have statutory consumer rights that cannot be excluded — including under EU, UK or Australian consumer law — those rights are not affected by this section, and nothing in these terms limits them.

14. Limitation of liability

To the fullest extent permitted by law:

We are not liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost business, lost data or lost recordings, however caused.
Our total liability arising out of or relating to the Software or these terms is limited to the amount you actually paid for your licence.

Nothing here excludes liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be excluded by law.

15. Termination

Your licence terminates automatically if you breach these terms, in particular §4. On termination you must stop using the Software and remove it from your devices. Sections 8, 9, 10, 13, 14 and 17 survive termination.

You may stop using the Software at any time. Refunds are governed by the Refund Policy, which forms part of these terms.

16. Changes to these terms

We may change these terms for future versions of the Software and for future purchases. The version in force for you is the one published when you bought your licence, except where a change is required by law. The current version is always at https://coii.io/terms.

17. Governing law

These terms are governed by governing law, without regard to conflict-of-law rules, and disputes are subject to jurisdiction. If you are a consumer, this does not deprive you of the protection of mandatory provisions of the law of your country of residence.

If any provision is found unenforceable, the rest stays in force.

18. Contact

Riff Tech, Inc. seller address support@coii.io