Terms of Service
Data Processing Addendum
Privacy Policy
Sub-processor List
Service Level Agreement
Support Policy
Acceptable Use Policy
Cookie Notice
CCPA Notice
PIPL Notice
Data Transfer Impact Assessment
Website Terms
Business Ethics Policy
Account Lockout Policy
Subject Access Request
Vulnerability Disclosure Agreement
Self-Managed Terms
Statement of Work

Self-Managed Terms

The Self-Managed Terms below (“Self-Managed Terms”) supplement and amend the Ideanote Terms of Service (“ToS”), including but not limited to its sections on Termination, Confidentiality, Disclaimer of Warranty, Limitation of Liability. If there is any conflict between the Self-Managed Terms and the ToS the applicable terms in the Self-Managed Terms will prevail.

These Self-Managed Terms apply exclusively to customers using the Self-Managed version of Ideanote, whether deployed on-premise in their own data centers or self-hosted in cloud environments such as AWS, Azure, or Google Cloud Platform. Both deployment options are considered self-managed installations and are subject to the same terms, conditions, and responsibilities outlined in this document.

1. License and Ownership

1.1 License Grant

Subject to Your compliance with these Terms, Ideanote grants Customers with a Subscription that includes self-managed deployment a limited, non-exclusive, non-transferable license (“License”) to install and use the self-managed version of Ideanote (“Software”) solely provided to Company solely for use by Company and only according to this Agreement.

Third party code and dependencies provided will be provided under the applicable open source software license, not under the Ideanote commercial license.

For testing and development purposes, Customers may set up a staging or test environment of Ideanote under the same License, provided that such staging environment is not used for production purposes or actual end-user operations. This staging environment must be used solely for testing new deployments, updates, or configurations before implementing them in the production environment.

1.2 License Check

Periodically, Ideanote may check the License status against a central Ideanote server to ensure it remains active and compliant with the allowed Subscription Limits (e.g., # of Workspaces, # of Users). Customers deployed Builds may need to "check-in" with the server, even in a self-hosted or self-managed environment. Alternatively, the software might be able to generate a Compliance Verification file that can be downloaded by Customer and shared with Ideanote.

To ensure compliance with the terms of this Agreement and any applicable Order Forms, Ideanote reserves the right, upon fifteen (15) days' prior written notice, to audit and review Customer's usage. Ideanote shall invoice Customer for any usage of the Software that exceeds the agreed-upon usage limits set forth in the applicable Order Forms based on the then-current list price for the Software.

1.3 License Expiry

Upon expiration or termination of the Subscription, this License is revoked immediately, and the Customer agrees to stop using the Software and permanently delete it from their systems. If the Customer has given any affiliates access to the Software (e.g., to run it for the Customer), then the Customer will also ensure that they stop using the Software and delete it from their systems.

1.4 Software Ownership

Ideanote retains all intellectual property rights to the Software and any associated documentation. Customer is granted no ownership rights to the Software, and any rights not expressly granted under these Terms are reserved by Ideanote.

The Customer is responsible for protecting the proprietary rights of Ideanote and all other rights holders during and after the term of this Agreement. The Customer must comply with any written requests from Ideanote or its suppliers and licensors to protect their contractual, statutory, and common law rights in the Services. Depending on the setup, the Software may also be using Third-Party Services, which are provided under the terms and conditions of the respective third parties.

1.5 Restrictions

The Customer must not, and must ensure that End-Users and any affiliates do not:(a) use any procedures or tools to bypass Ideanote’s security, or use Ideanote for hacking, tunneling, or gaining unauthorized access to any computer or system;(b) sublicense, sell, or distribute the Software to third parties;(c) use the Software in violation of this Agreement or any applicable laws; or(d) use or allow others to access or use the Software without a License or avoid fees in other ways or use the Software in any form of time-sharing or leasing arrangement.(e) reproduce, adapt, vary, modify, decompile, enhance, translate, reverse assemble, reverse-engineer, create a derivative work of, or attempt to discover any source code of the Software, or communicate the same to any other person;(f) develop or write any software or program based on the Software or its Confidential Information;(g) copy or distribute the Software by any means;(h) sell, assign, sublicense, rent, lease, grant a security interest in, or otherwise transfer any right in the Software;(i) remove any proprietary notices or labels from the Software;(j) install the Software on computers or servers used by unlicensed or unauthorized individuals;(k) attempt unauthorized access to any Ideanote systems that are not part of the licensed Product(s).

2. Feature Limitations

The self-managed version of Ideanote might come with limitations compared to the cloud-hosted version. Some features may not be supported out of the box (e.g., error monitoring, and cloud logging), are limited due to the need to connect to external APIs (e.g., AI), or require connectivity with external services (e.g., for sending emails).

For further clarification, Customers are encouraged to reach out to Ideanote for setup recommendations and potential workarounds.

  • Microsoft Teams: Self-managed version does not support Microsoft Teams out of the box. Might be nice to have so support for this will be investigated.
  • AI Functionality: Some functionality like AI Image generation might be limited as it needs to connect to external APIs
  • Help Center: Our help center articles are not part of the product and can only be accessed online. Might be nice to have with a workaround.
  • Error Monitoring: Self-managed version does not come with bug tracking like BugSnag
  • Cloud Logging: Self-managed version does not come with cloud logging out of the box. Can be added via Kubernetes, but not part of Ideanote.
  • Integrations: Some integrations such as Zapier and Microsoft Power Automate are not supported by the self-managed version.

3. Customer Responsibilities

These Self-Managed Terms apply equally to Customers who choose to deploy Ideanote either.

  • In their own cloud environment (e.g., AWS, Google Cloud Platform, Microsoft Azure, or other cloud service providers), or
  • On their own on-premises infrastructure (e.g., private data centers, local servers)

In both cases, the Customer assumes full responsibility for managing and maintaining the infrastructure, deployment, security, and operations of the Ideanote Software.

Customer use of the self-managed Services (including use by End-Users) must always comply with this Agreement, any applicable terms of service, the Acceptable Use Policy, and all relevant laws and regulations, including data protection and export control laws.

For the sake of clarity, see below list of responsibilities that remain with the Customer in the case of a self-managed deployment.

  • Initial Deployment: Customer is responsible to follow documentation to deploy Ideanote on their own compatible infrastructure. Documentation on how to deploy the self-managed version of Ideanote can be found at our developer portal. We expect Customer to have the technical expertise on staff to implement Ideanote fairly quickly. As such, implementation guidance will only be provided for a timeline of up to 3 months.
  • Allocate DevOps: Requires appropriate DevOps expertise in networking, Linux systems administration, and Kubernetes orchestration, regardless of whether the deployment is cloud-based or on-premises.
  • Kubernetes Setup: Customer is solely responsible for the Kubernetes setup on their own infrastructure.
  • Database Setup: Customer is solely responsible for the PostGres 14 setup on their own infrastructure.
  • In-Memory Data Store Setup: Customer is solely responsible for the Redis setup on their own infrastructure.
  • Backup, Restore and Disaster Recovery: Customer is solely responsible to manage how Customer Data is accessed, stored, backed up, restored, and protected as well as establishing and maintaining appropriate disaster recovery and business continuity plans.
  • Maintenance and Upgrades: Customer is solely responsible for securely planning, managing, and deploying new Builds. This includes testing new Builds in their environment to ensure compatibility and stability before deploying them to their production system. After a release version is deprecated (post the six-month support period), the Customer is encouraged to upgrade to the latest supported release. Failure to do so may result in diminished functionality or security vulnerabilities.
  • Hardware Costs: Customer is solely responsible for hardware costs.
  • Third Party Service Costs: Customer is solely responsible for third-party service costs like SendGrid and OpenAI, if applicable.
  • User Deletion Requests and Privacy Compliance: Customer is solely responsible for privacy compliance and user data deletion requests.
  • Infrastructure Security Measures: Customer is solely responsible for additional infrastructure security measures like IP-fencing or DDoS protection. Customer is also responsible for implementing and maintaining appropriate security measures to protect the Software and the data it processes from unauthorized access, use, or disclosure.
  • End of Service Data Deletion: Customer is solely responsible for purging and exporting data and source code at the end of service.
  • Compliance Requirements: Customers should establish their own compliance framework to meet relevant regulatory requirements in their jurisdiction.Customer is solely responsible for ensuring privacy compliance when it comes to End-User use of the platform, e.g. by enforcing acceptance of custom terms as described in the section on End-User Terms.

4. Ideanote Responsibilities

  • Documentation: Ideanote is responsible for providing online documentation for self-managed deployment.
  • Ongoing Feature Development: Ideanote is responsible for developing new features and bug fixes at its discretion for the Standard cloud version of Ideanote and making them available in subsequent Software releases (”builds”, “images”), where possible. Troubleshooting reported product errors or unexpected behavior is limited to standard Ideanote functionality and supported infrastructure. Issues caused by non-conforming infrastructure or deployment setups are not covered.
  • Quarterly Build Updates: Ideanote is responsible for providing updates Build of the self-managed version of Ideanote at least once per Quarter. Additional product updates to get access to the latest build as described in the cost structure below.
  • Bug Fixes: Ideanote is responsible for developing bug fixes for the Standard version of Ideanote at their own discretion, which will be included in updates of the Self-Managed version where relevant. Ideanote is not responsible for developing hot fixes for the self-managed version directly, even in cases of high priority issues. The self-managed version is provided “as is”, with no guarantees. Ideanote can choose to make hot fix updates available at their own discretion.
  • Feature Troubleshooting: Ideanote is responsible for troubleshooting reported product errors or unexpected behavior with the customer, but not issues caused by non-conforming infrastructure or deployment setup.
  • Hot Fixes: Ideanote is not responsible for developing hot fixes for the self-managed version, even in cases of high priority issues. The self-managed version is provided "as is", with no guarantees.
  • Deployment Guidance: Ideanote is responsible for providing support for questions arising in connection with the self-managed deployment as long as they are in relation to supported infrastructure and requirements and within the limits described in the cost structure below.

5. Cost Structure Overview

The following costs and fees apply to self-managed deployments:

Subscription: Required Ultimate Plan Subscription, paid annually, price based on Offer.

Self-Managed: Required add-on, paid annually, price based on Offer.

Quarterly Product Updates: Included in subscription.

Extraordinary Product Updates: Additional $2,500 per update, limited to twice per year

Technical Initial Deployment Guidance: Included but limited to fair usage (capped at 10 hours for initial deployment).

Initial Data Migration Support: Included for users, content, idea collections and templates for one workspace (activities not included).

Ongoing Technical Guidance: Included but limited to fair usage and intended for questions in regards to deploying software image updates (capped at 1 hour per quarter).

Extraordinary Technical Support: Additional $2,500 for 10 hours, capped at 30 hours per year

Ongoing Customer Success: Included, governed by SoW and Support Policy.

6. End-User Terms

As our standard Terms of Service do not fully apply to self-managed deployments (e.g., sub-processor lists differ, and Ideanote is not the data controller), Customers are advised to utilize Ideanote's custom terms feature. This allows Customers to upload and enforce terms that their End-Users must accept, which should mirror the principles of Ideanote's Acceptable Use Policy and general Terms of Service to ensure informed consent and legal use.

While Customers themselves remain bound by Ideanote's Terms of Service in their relationship with Ideanote, they should establish appropriate terms for their End-Users. Customers may reference or adapt parts of Ideanote's Terms of Service and Acceptable Use Policy when creating their custom terms. However, Ideanote cannot provide legal advice regarding the specific content or implementation of such terms and this section does not form legal advice.

It is the Customer's responsibility to ensure their custom terms adequately address:

  • User conduct and acceptable use guidelines
  • Data privacy and protection requirements
  • Intellectual property rights
  • Service usage limitations
  • User responsibilities and obligations

Customers should consult with their legal counsel to ensure their custom terms comply with all applicable laws and regulations in their jurisdiction and the jurisdictions of their End-Users.

7. Legal Limitations

These Self-Managed Terms specifically draw out a range of limitations and conditions that affect and supersede certain sections of the Terms of Service (ToS), Service Level Agreement (SLA), Support Policy, and Statement of Work (SoW). This includes, but is not limited to, modifications to access, service levels, support obligations and operational responsibilities. Where any conflicts arise between these documents, the provisions outlined in these Self-Managed Terms take precedence.

When using the self-managed version of Ideanote, for technical and liability reasons, we do not have and will not accept access to your instance of Ideanote. This applies to both the deployment infrastructure itself and the instance of Ideanote, your Workspace.

This severely restricts our ability to troubleshoot, investigate issues and assist with any workspace setup tasks beyond via screen sharing from the Customer. Ideanote can not assist with data recovery, log analysis and other tasks that require access.

To be clear, beyond the points already mentioned, when using the self-managed version of Ideanote, the following key policies and documents do not apply:

  • Service Level Agreement (SLA): No uptime guarantees are provided for self-managed deployments
  • Sub-processor List: As you manage your own infrastructure, our standard sub-processor relationships do not apply.
  • Data Protection Documents: Including our DPA, Privacy Policy, CCPA Notice, and PIPL Notice - you are responsible for your own data protection and privacy compliance
  • Security Policies: Including Account Lockout Policy and Subject Access Request Policy
  • Data Management: Our internal Data Retention Policy does not apply.