Terms of Service

Agreement to Terms

By downloading, installing, or using Noktic™ (“the Software”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, do not use the Software.

These Terms constitute a legal agreement between you (“User,” “you,” or “your”) and Noktic LLC (“we,” “us,” or “our”).

Description of Service

Noktic is desktop software for producing documents that cite attachments. It provides a document editor, attachment management with automatically updating references, fillable PDF form mapping, and PDF assembly and export.

Noktic is an independent software product. It is not affiliated with, endorsed by, or certified by any government agency, institution, or standards body whose forms, formats, or document conventions the Software supports.

License Grant

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable license to install and use the Software on the number of machines your subscription permits, for your own business or professional work.

You may not:

• Share your license key with others outside your subscription limits
• Reverse engineer, decompile, or disassemble the Software
• Remove or alter any proprietary notices or labels
• Use the Software to provide services to third parties (e.g., as a service bureau)
• Sublicense, rent, lease, or lend the Software
• Circumvent, disable, or interfere with any license validation, authentication, or access-control mechanism
• Obtain a license or trial using false, misleading, or third-party identity or contact information
• Use the Software after your license or access has been revoked, suspended, or terminated
• Use the Software for any unlawful purpose

Subscription, Trial, and Payment

Current pricing and plan details are on our pricing page. Each license may be activated on a single machine. Subscriptions are billed in advance, monthly or annually, and processed by Stripe; you authorize us to charge the payment method on file.

Subscriptions renew automatically. Unless you cancel before the current billing period ends, your subscription renews for a further period of the same length and we charge the payment method on file at the then-current price. You may cancel at any time, as set out in Cancellation and Termination below, and cancellation takes effect at the end of the period you have already paid for. A trial becomes a paid subscription only where we state that when access is granted and you have provided a payment method.

New users may receive a free trial at our sole discretion. A trial is not guaranteed, and its length and start date will be stated to you when access is granted. We may modify, shorten, or discontinue any trial offer, and may decline to offer a trial to any user. Without an active subscription the Software is designed to enter a read-only mode, subject to the limitations in Cancellation and Termination below.

All prices are exclusive of taxes. You are responsible for any sales, use, value-added, or similar taxes imposed on your purchase, excluding taxes based on our net income. Where we are required to collect such taxes, they are added to your invoice.

We may change prices at any time. We will give notice before your next renewal, and any change takes effect at that renewal; you may cancel before it does.

Refunds:

• Monthly subscriptions: no refunds for partial months
• Annual subscriptions: full refund within 30 days of your first annual payment; none thereafter, including on renewals

To request a refund, contact hello@noktic.com.

Cancellation and Termination

You may cancel at any time, either through the billing portal we make available to you, or by emailing us at hello@noktic.com. Cancelling stops future renewals, and your subscription remains active until the end of the period you have already paid for. You may resubscribe at any time to restore full editing access. We may terminate your license immediately, with or without notice, if you violate these Terms, engage in fraudulent activity, share your license key in breach of these Terms, or use the Software unlawfully. Where we terminate for these reasons, we may disable the Software entirely rather than provide read-only mode. We may also terminate your license at any time for any other reason, in which case we will give you reasonable notice where practicable. Except as stated in the Refunds section above, in Updates to the Software below, or where required by law, fees are non-refundable.

After a license ends for any reason other than termination for the causes above, the Software is designed to enter a read-only mode allowing you to view your locally stored data. That mode is provided “as is.” Software faults or system incompatibilities may limit or prevent access, and we do not guarantee that read-only mode will function or that you will be able to view or export your data after termination.

Your files themselves are unaffected. Documents and attachments you create are stored on your own computer, and expiry or termination does not delete them; we do not remove, encrypt, or disable access to them. This concerns the presence of your files on disk, not the Software’s own functionality, which the paragraph above governs.

Beta and Evaluation Access

The access provisions in this paragraph apply to beta, free trial, and evaluation users; paying subscribers are governed by the section above. The acknowledgments below apply to anyone using a beta or pre-release version of the Software, whether or not they pay. We provide such access at our sole discretion, and may revoke it at any time, with or without notice, for any reason. We do not guarantee that any feature, including data access or export, will remain available during or after such a period.

By using a beta version you acknowledge that:

• It may contain bugs, errors, or incomplete features
• Features may be added, modified, or removed without notice
• It may not perform as described or intended
• You should keep independent backups and not rely on it alone for critical work

Participation creates no ownership interest, equity interest, partnership, joint venture, or co-developer status in the Software or in Noktic LLC. Beta testers are users, not contributors to the intellectual property of the Software.

These Terms replace and supersede any prior beta tester agreement, evaluation agreement, or similar arrangement entered into with us in respect of the Software or any earlier version of it. Where such an agreement conflicts with these Terms, these Terms control.

Your Data

Your documents, attachments, and project records are stored on your own computer. Our Privacy Policy sets out the limited information the Software and this website send to us.

You are responsible for:

• Maintaining regular backups of your data
• Securing the computer the Software is installed on, including its operating system login, and keeping your license key confidential
• Complying with any data protection laws applicable to your work
• Maintaining the confidentiality of any third-party information you handle

We are not responsible for data loss arising from hardware failure, software faults, user error, failure to keep backups, or any other cause. The Software includes a backup feature for convenience; it does not replace independent backups of your files, which remain your responsibility.

The Software connects to the internet for payment and licensing, as described in our Privacy Policy.

Intellectual Property

Noktic, including all code, design, documentation, branding, and trade secrets, and all prior, beta, and derivative versions, is owned exclusively by Noktic LLC and protected by copyright, trade secret, trademark, and other intellectual property laws. All rights not expressly granted to you are reserved.

You retain all rights to your content: the documents you create, the data you enter, and anything else you produce using the Software. We claim no ownership over your content.

Feedback

Any idea, suggestion, feature request, bug report, or other feedback you provide regarding the Software (“Feedback”) is provided voluntarily, and you irrevocably assign to Noktic LLC all right, title, and interest in it. We may use, modify, or incorporate Feedback without restriction, attribution, or compensation. Feedback you submit through the Software is transmitted to and stored by us; do not include confidential or sensitive material in it.

Submitting Feedback creates no ownership interest, partnership, joint venture, or equity stake in the Software or in Noktic LLC. These Terms supersede all prior communications, representations, promises, or understandings regarding any Feedback provided to Noktic LLC, and no prior course of dealing, beta access, or verbal discussion creates any rights in Feedback inconsistent with them.

Your Responsibility, and What We Do Not Warrant

Noktic LLC provides software only. We do not provide legal, financial, tax, medical, or any other professional advice, and we are not a licensed provider of any professional service. No professional, advisory, or fiduciary relationship is created between Noktic LLC and any user by downloading, installing, using, or paying for the Software.

Forms and formatting requirements published by third parties change without notice to us, and any template, form, or preset available in the Software may be outdated, incomplete, or inapplicable to your jurisdiction, industry, or intended use. You are solely responsible for verifying that anything you use is the current version accepted by its intended recipient, that all fields are accurately completed, and that every document you produce satisfies the requirements applicable to it. Automatically generated content, including tables of contents, indexes, and reference numbering, is provided as a convenience and must be reviewed for accuracy.

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, THE ACCURACY OR RELIABILITY OF ANY TEMPLATE, FORM, OR FORMATTING PRESET, OR COMPLIANCE WITH THE REQUIREMENTS OF ANY PARTICULAR RECIPIENT OR AUTHORITY.

YOU ACKNOWLEDGE THAT ALL DOCUMENTS AND OTHER MATERIALS YOU PRODUCE USING THE SOFTWARE ARE YOUR OWN AND YOUR SOLE PROFESSIONAL RESPONSIBILITY. NOKTIC LLC SHALL HAVE NO LIABILITY FOR PROFESSIONAL NEGLIGENCE, MALPRACTICE, ERRORS OR OMISSIONS IN THOSE MATERIALS, OR ANY LICENSURE, REGULATORY, OR DISCIPLINARY CONSEQUENCE ARISING FROM YOUR USE OF THE SOFTWARE IN THE COURSE OF YOUR WORK. YOU SHALL NOT SEEK CONTRIBUTION OR INDEMNIFICATION FROM NOKTIC LLC IN CONNECTION WITH ANY SUCH CLAIM, OR WITH ANY COMPLAINT MADE TO A LICENSING, PROFESSIONAL, OR REGULATORY BODY, WHETHER ASSERTED DIRECTLY OR THROUGH ANY THIRD PARTY.

Limitation of Liability and Indemnification

TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS OR USE OF THE SOFTWARE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS OR REVENUE, LOST DATA, PROFESSIONAL NEGLIGENCE OR ERRORS IN YOUR DOCUMENTS, REJECTION OF A DOCUMENT BY ANY RECIPIENT OR AUTHORITY, OR ANY DAMAGES RESULTING FROM YOUR USE OR INABILITY TO USE THE SOFTWARE, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

You agree to indemnify and hold us harmless from any claim, damage, or expense (including reasonable attorney fees) arising from your use of the Software, your violation of these Terms or of any third-party rights, or documents you create, distribute, or submit using the Software.

Updates to the Software

The Software may automatically download and install updates, including fixes, new features, and security patches, and by using it you consent to this. We may discontinue support for older versions. Features may be added, modified, or removed at any time, and we do not guarantee that any particular feature remains available. We may also discontinue the Software or any subscription plan on reasonable notice. Where we do, your license will either run to the end of the period you have prepaid or we will refund the unused portion.

An update may also change the Software’s name, branding, or interface. Where an update materially changes the Software or the terms on which it is offered, we will present the applicable terms for your acceptance before continued use. If you do not accept them, your remedy is to stop using the Software and, if you subscribe, to cancel as set out above.

Governing Law and Disputes

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. The arbitration provisions are governed by the Federal Arbitration Act.

Before starting any formal dispute resolution, you agree to contact us at hello@noktic.com and attempt to resolve the matter informally for at least sixty (60) calendar days. If that fails, any dispute arising from these Terms or your use of the Software will be resolved by binding arbitration before a single arbitrator, administered by JAMS under its applicable rules, conducted remotely by videoconference. Any in-person hearing the arbitrator requires will be held in Santa Clara County, California.

Either party may still seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights, without first arbitrating or completing the informal period above, and either party may bring an eligible claim in small claims court. This exception does not apply to any claim to an ownership or other interest in the Software or in Noktic LLC, which must be arbitrated. In any arbitration or court action to enforce these Terms, the prevailing party may recover its reasonable attorney fees and costs. You may opt out of binding arbitration within thirty (30) calendar days of first accepting these Terms by written notice to hello@noktic.com; if you opt out, disputes will be resolved in the state or federal courts in Santa Clara County, California.

YOU AND NOKTIC LLC AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU EXPRESSLY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST NOKTIC LLC.

IF ANY COURT OR ARBITRATOR DETERMINES THAT THIS CLASS ACTION WAIVER IS UNENFORCEABLE AS TO A PARTICULAR CLAIM, THAT CLAIM SHALL PROCEED IN A COURT OF COMPETENT JURISDICTION AND SHALL BE SEVERED FROM ANY ARBITRATION.

General Provisions

We may update these Terms from time to time and will notify you of material changes by email or in-app notice. Continued use after a change constitutes acceptance; if you disagree, you may cancel your subscription.

• Entire Agreement: These Terms, with the Privacy Policy, are the entire agreement between you and Noktic LLC regarding the Software, and supersede all prior understandings, representations, and agreements relating to it, including any prior beta or evaluation agreement. No prior access, beta participation, informal communication, verbal representation, or course of conduct creates any right, ownership interest, partnership, joint venture, or equity interest in Noktic LLC or the Software. These Terms yield only to a separate written agreement that is signed by an authorized representative of Noktic LLC and expressly states that it overrides these Terms; no email, message, or informal writing qualifies.
• Severability: If any provision is found unenforceable, the rest remain in effect.
• No Waiver: Our failure to enforce any right or provision is not a waiver of it.
• Assignment: You may not assign these Terms without our consent. We may assign them in a merger, acquisition, or sale of assets, and any successor is bound by them.
• Beneficiaries: Noktic LLC’s members, officers, and affiliates are intended beneficiaries of the Limitation of Liability and Indemnification and Governing Law and Disputes sections and may enforce them.
• Force Majeure: We are not liable for any failure or delay caused by circumstances beyond our reasonable control, including third-party service failures, cyberattacks, or changes to operating systems or platform requirements.
• Survival: These sections survive termination or expiry for any reason: License Grant, Cancellation and Termination, Beta and Evaluation Access, Your Data, Intellectual Property, Your Responsibility and What We Do Not Warrant, Limitation of Liability and Indemnification, Governing Law and Disputes, and General Provisions.

Contact

For questions about these Terms: hello@noktic.com