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Effective date: August 28, 2017 — What’s new »

In order to function properly, Evernote needs access to several different software components and services on your device, some of which contain your personal information. This page describes information our applications collect from your device, and how we use that information.

Defined terms on this page have the same meanings as defined in our Privacy Policy.

When you install, modify, or use an Evernote application, you may see permission requests or alerts regarding the device capabilities the application could potentially use. For example, on some versions of Android you will see a long, generic, technical list of device capabilities upon installation of the app, while on other versions of Android and iOS you will see device permission requests pop up as they are used in the app. Rather than list such permissions exhaustively, this page describes how each Evernote application uses key device features that may access or use your personal information. Many of these capabilities may be turned on or off through your device settings or your Evernote account settings.

All Evernote Applications
Evernote
Skitch
Scannable
Penultimate
Evernote Web Clipper
Evernote Clearly
All Evernote Applications
Hardware Identity: Evernote stores your device’s unique hardware identifiers (IMEI, SIM number, or other identifier) and description on our servers in order to:
allow you to review and revoke devices from your account settings
enable promotional account upgrades
calculate anonymous aggregate statistics on the number of unique devices accessing the Evernote service
Camera and Microphone: Evernote uses your device’s camera and microphone when you choose to capture images, audio, or video into a note.
LinkedIn and Gmail Accounts: When you connect your Evernote account with your LinkedIn or Gmail accounts, we may access your full name and profile photo from those services in order to display your name and photo to users with whom you share information. You can change these in your Evernote account settings. Evernote may also access your contact information to auto-complete email addresses when you share content.
Evernote for Android
Calendar: Evernote uses your calendar information to automatically suggest note titles.
Contacts: Evernote uses your contacts to auto-complete email addresses when you share Content. Evernote may also display photos of your Evernote contacts (from their Evernote profiles) when they are viewing shared items.
Location: Evernote attaches your location information to new notes and uses your location information to suggest note titles.
Photos: Evernote accesses your photos when you add a photo to a note via camera capture or on-device photos.
Evernote for iPhone, iPad, and iPod Touch
Contacts: Evernote uses your contacts to auto-complete email addresses when you share Content. Evernote may also display photos of your Evernote contacts (from their Evernote profiles) when they are viewing shared items.
Location: Evernote attaches your location information to new notes and to recommend notes in search and on Apple Watch based on current location and prior note access location.
Photos: Evernote accesses your photos when you add a photo to a note via camera capture or on-device photos.
Evernote for Mac
Contacts: Evernote uses your contacts to auto-complete email addresses when you share Content. Evernote may also display photos of your Evernote contacts (from their Evernote profiles) when they are viewing shared items.
Location: Evernote attaches your location information to new notes and uses your location information to suggest note titles.
Evernote for Windows
Contacts: Evernote uses your contacts to auto-complete email addresses when you share Content. Evernote may also display photos of your Evernote contacts (from their Evernote profiles) when they are viewing shared items.
Skitch for Android
Contacts: Skitch uses your contacts to auto-complete email addresses when you share a Skitch image.
Location: Skitch uses your location as a canvas when you use ‘Map’ mode.
Photos: Skitch accesses your photos when you use ‘Photos’ mode.
Skitch for iPhone, iPad, and iPod Touch
Calendar: Skitch uses your calendar information to auto-complete email addresses of meeting attendees.
Contacts: Skitch uses your contacts to auto-complete email addresses when you share a Skitch image.
Location: Skitch uses your location as a canvas when you use ‘Map’ mode.
Photos: Skitch accesses your photos when you use ‘Photos’ mode.
Skitch for Mac
Contacts: Skitch uses your contacts to auto-complete email addresses when you share a Skitch image.
Skitch for Windows
Skitch does not access any additional personal information.
Skitch Touch for Windows
Skitch Touch does not access any additional personal information.
Scannable
Calendar: Scannable uses your calendar information to auto-complete email addresses of meeting attendees.
Contacts: Scannable accesses your contacts to save scanned business cards.
Location: Scannable attaches your location information to new notes when saved to Evernote.
Penultimate
Photos: Penultimate accesses your photos when you add a photo to a note or create a custom paper style via camera capture or on-device photos.
Evernote Web Clipper
Evernote Web Clipper does not access any additional personal information.
Evernote Clearly
Evernote Clearly does not access any additional personal information.
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© 2018 Evernote Corporation. All rights reserved.Security Legal Privacy

Evernote
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Effective Date: July 3, 2017 — What’s New >>

Return to Privacy Center

Introduction
As we state in our 3 Laws of Data Protection, we are committed to protecting the privacy of your data. This Privacy Policy explains more specifically what information Evernote Corporation and its Group Companies (together, “Evernote,” “we” or “us”) collect and receive from Account Holders and End Users (“you”) through Evernote’s websites and applications, which we refer to collectively as “the Service.” The Service includes the Evernote Software.

Please note, if you use Evernote Basic, Plus, or Premium, you are both the Account Holder and End User of an Evernote service account. If you use Evernote Business, the Account Holder is the Customer who has contracted with Evernote as defined in our Evernote Business Agreement and the End Users are the individuals whose user accounts are linked to that Evernote Business account. You can find these and other defined terms used in this policy in our Glossary at the end of this page.

Although significant changes are rare, this policy may be amended as new features, technology, or legal requirements arise, so please check back from time to time. We’ll notify you if we make a significant change and, where required, seek your consent.

What information does Evernote collect and receive?
We built Evernote to help you remember and organize your ideas, thoughts, and memories. That means you can input, upload, or store in Evernote any text, images, and other data that you choose (collectively, “Content”). We also collect and receive the following types of information:

Basic subscriber information. To open your account and process payments, we collect and receive basic information like your email address and, depending on how you purchase a subscription to Evernote Plus, Evernote Premium or Evernote Business (each a “Paid Service”), your billing address and other payment information.
Log data. When you use Evernote, we collect data to understand how you and others access and use the Service, as well as information about actions you take when using the Service (such as the act of creating a note or sharing a note). This includes the use of cookies, tracking pixels, and similar analytics technologies, as described more fully in our Cookie Information page. This information helps us provide the Service to you, learn how the Service is used, and identify and suggest ways we can make the Service more useful to you.
Location information. We collect the IP address you use to connect to the Service, and — if you choose to share it — your location information from a mobile device. This helps us localize the Service for you and, depending on your location settings, allows us to show you relevant content accessible from your account.
Device information. We collect information about the number and type of devices you use to connect to the Service, as well as information about the operating systems on those devices (e.g., iOS, Android, Windows) to ensure the Service works as expected for you. Learn more about information our applications collect from your device on our Data Usage page.
We also may link your subscriber information with data we receive from our partners and other third parties to help understand your needs and provide you with a better experience. For example, if you create or log into an Evernote account using your Google Apps credentials via single sign-on, we will have access to certain information such as your name and email address as authorized in your Google Apps profile settings.Learn MoreShow Less

How does Evernote use my information?
We have specific rules for how and when we use the information we collect and receive. We describe these below.

What does Evernote do with my information?
We are committed to protecting the privacy of your information. Below, we describe the ways in which we use the information we collect and receive to provide, maintain, and improve the Service; to provide troubleshooting and customer support; to protect the Service for all our users; to contact you; and to administer Evernote Business accounts.

We use a number of technologies to help you get the most out of the Service. Our systems automatically analyze your data to power Evernote features and to continually improve the Service for you in a way that does not require anyone to look at your Content. This may include, for example:
Making sure you find what you’re looking for when you search your account.
Showing you information most relevant to how you are or could be using the Service at a specific time or location.
Suggesting actions for you to take based on information you’ve stored.
Suggesting Evernote service features or products to you that we think will help you get the most out of our Service.
For Evernote Business users, recommending people for you to collaborate with.
To provide troubleshooting and customer support, our Customer Support team may need to access your information, such as your account email address and information about the Evernote application you are using, subject to the protections described below.
As part of our efforts to protect your account and the functionality of the Service, our systems may analyze the emails you send to and from your Evernote account and the notes you share to detect spam, malware, or other potential security concerns. If we determine that such material constitutes a Terms of Service or User Guidelines violation, we may block delivery of or unshare the problematic material, much like a spam filter works for your email inbox.
Learn more about steps you can take to protect your account, such as using strong passwords, two-step verification, and encryption.
In accordance with your communication preferences, we’ll occasionally contact you to announce new products and features we build for you, share tips for using Evernote to get more done, make special offers, and provide information about how Evernote works with products and services from our business partners.Learn MoreShow Less
If you are an End User of an Evernote Business account, please note that the Account Holder of your Evernote Business account (such as your employer or organization) may have established its own rules regarding End Users’ access, use, disclosure, or retention of data stored in that account. Also note that while an Administrator of an Evernote Business account has access to the End User accounts linked to that Evernote Business account, an Administrator cannot access an End User’s personal Evernote account. You can find more information on how your personal Evernote service account works with your Evernote Business account here.
Would someone at Evernote ever view my Content?

You have control over who sees your Content. We limit the use of your Content to make sure that no one at Evernote can view it unless you expressly give us permission or it’s necessary to comply with our legal obligations. Specifically:

To help refine or improve the technology, we may ask you for permission to review portions of your Content. For example, if a new feature suggests related notes that are relevant to your Content, we may give you an opportunity to provide us feedback on how well the feature is performing along with a sample of the Content in question, so we can make sure this feature provides appropriately tailored suggestions. Such access to your Content is done only with your express permission and is subject to strict confidentiality rules and data access controls. Choosing to give us such permission is completely voluntary.
If you contact our Customer Support team for help with specific pieces of Content in your account (for example, if you can’t find a note you believe should be in your account), we may ask for your temporary permission to look at your Content. This permission terminates when the issue is resolved.Learn MoreShow Less
If we become aware of a potential violation of our a Terms of Service or User Guidelines, we may suspend or close your account until the problematic material is removed. Under such a circumstance, we would only look at the Content in your account if you give us consent or if necessary to comply with our legal obligations, including to protect the safety of you or any other person.
To test and improve our product offerings for our users, we use aggregated data that does not contain any personal information, does not identify any person, and cannot be connected to any specific user. This policy is not intended to apply to such anonymized/de-identified data.

How does Evernote share or disclose my information?
Evernote is not in the business of selling or renting your information. Here are instances when we may disclose your information — and then only the minimum information necessary:

We share your information with Service Providers who process data on our behalf, such as credit card processors and customer management systems. For example, these Service Providers help us:
Operate, develop, and improve the features and functionality of the Service
Complete your payment transactions
Fulfill your sales and support requests
Communicate with you as described elsewhere in this policy
We require these providers to agree to strict data protection requirements in keeping with our privacy policy standards and our commitments under our EU-US Privacy Shield and Swiss-US Privacy Shield certifications as discussed below.Learn MoreShow Less

We do not share your information with any third parties for their own advertising purposes.

Your Content is private unless you decide you want to share it. You may choose to share using public links or through any of the Service’s features that allow you to share or collaborate on Content (“Collaboration Features”). If you choose to share, we may need to take steps to facilitate your collaboration. Learn MoreShow Less
In the event of a merger, sale, or reorganization of all or part of our business, information covered by this policy may be transferred in connection with that deal.
As described on our Cookie Information page, we contract with third-party advertising networks in order to deliver relevant Evernote advertisements to you across the Internet and to manage our communications with you. We do not use your Content for these purposes. In addition, we may share with partners or Service Providers a hashed identifier to serve you relevant Evernote ads when you visit partners’ and providers’ websites, applications or platforms. We may, for instance, participate in the Twitter Tailored Audience and Facebook Custom Audience services. To learn more about the privacy controls that Twitter and Facebook offer and honor for those respective services, please visit here for Twitter and here for Facebook. You may opt out of certain ad targeting and retargeting services by visiting the Digital Advertising Alliance’s opt-out page, or the Network Advertising Initiative’s opt-out page.
We also may share information about you with third parties whenever you consent to or direct such sharing. This includes, for example, if you connect your Evernote account with a third-party app in our App Center.Learn MoreShow Less
How does Evernote respond to legal requests for my information?
We vigilantly protect the privacy of your account. We will not disclose your information to law enforcement or other governmental authorities unless we believe it is required to comply with warrants, court orders, subpoenas, or other lawful government requests. This may include responding to legal requests from jurisdictions outside of the United States where we have a good faith belief that the response is required by law in that jurisdiction, affects users in that jurisdiction, and is consistent with internationally recognized standards of due process.

We narrowly interpret all information requests, and we only disclose Content in your account that is specifically responsive to a government warrant or where you have provided your explicit consent. In accordance with our user notice policy, we will notify you if we believe we are compelled to comply with a third party’s legal demand for your information, and we routinely push back on government orders to delay user notice that we view as overly broad. You can find more information in our current Transparency Report.

In addition, in rare cases, we may share your information as necessary to investigate or take action regarding illegal activities, suspected fraud, or potential threats against persons, property or the systems on which we operate the Service, or as otherwise necessary to comply with our legal obligations.

How can I manage my information stored in Evernote?
Consistent with our first law of data protection — your data is yours — in most cases, you can manage your information simply by logging into your account and editing your information directly within the Evernote service.

However, if you prefer, you can contact us at compliance@evernote.com to ask us to provide access to, correct, update, or delete your personal information. Please note that we may ask you for proof of account ownership and/or identity before fulfilling your request. We will comply with such requests to the extent required by applicable law or the US-Swiss Privacy Shield and US-EU Privacy Shield.

What happens if I want to stop using Evernote?

You can delete your Content at any time, and you can stop using the Evernote service at any time. And as we promise in our third law of data protection, your data is portable. You can export your notes at any time, as explained here.

If you delete your Content and then sync, it will no longer be accessible to you or others who may access the Service. The Evernote service’s back-up systems may retain residual copies of your deleted Content for up to one year due to the nature of those systems’ operations.

Evernote provides you with features that allow you to communicate and collaborate with other users. Please note that deleting your copy of these communications (such as messages) won’t delete copies existing in the accounts of people you were interacting with.

What happens if Evernote closes my account?

If Evernote deactivates your account due to a TOS violation, then you may contact us to request deletion of your Content, and we will evaluate such requests on a case by case basis, pursuant to our legal obligations.

Where does Evernote store my information?
When you use Evernote Software on your computing device, such as by using one of our downloadable applications, some of your data will be stored locally on that device.

When you sync your computing device with the Service, that data will be replicated on servers maintained in the United States. This means that if you store information in or submit data to the Evernote website or Evernote Software and sync such Evernote Software with the Evernote service, you acknowledge your personal information will be transmitted to, hosted, and accessed in the United States.

Data privacy laws or regulations in your home country may differ from those in the United States. We will collect, store, and use your personal information in accordance with this Privacy Policy and applicable laws, wherever it is processed.

Which Evernote company is my data controller?

If you live in Brazil, your data controller is Evernote do Brasil Serviços de Aplicaçōes Ltda. (“Evernote Brasil”). If you live in the United States and Canada, your data controller is Evernote Corporation (headquartered in California). If you live anywhere else, your data controller is Switzerland-based Evernote GmbH.

How does Evernote comply with data transfer rules?
If you are a resident of the European Economic Area (“EEA”) or Switzerland, please note that we use standard contractual clauses approved by the European Commission to transfer your personal Information from the EEA or Switzerland to the United States and other countries.

In addition, Evernote Corporation has certified its compliance with the EU-US Privacy Shield Framework and the Swiss-US Privacy Shield Framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information from EU member countries and Switzerland.Learn MoreShow Less

How can I contact Evernote?

Evernote welcomes your feedback regarding this Privacy Policy. If you have questions, comments or concerns about this Policy, please contact us by email at privacy@evernote.com or postal mail at:

EVERNOTE CORPORATION
305 Walnut Street
Redwood City, California 94063 USA
Attention: Privacy Team

EVERNOTE GMBH
Walchestrasse 9
8006 Zurich, Switzerland
Attention: Privacy Team

EVERNOTE DO BRASIL SERVIÇOS DE APLICAÇÕES LTDA.
Avenida Paulista, 2300
Andar Pilotis
Edifício São Luís Gonzaga
CEP: 01310–300 São Paulo, SP
Brasil
ATN: Equipe de Privacidade

GLOSSARY
Account Holder means the person or entity who has contracted with Evernote as either an individual Basic, Plus, or Premium user or as a Customer as defined in our Evernote Business Agreement.
Collaboration Features means any of the Service’s features that allow you to share or collaborate on Content.
Content means the text, images, and other data you choose to input, upload, and store in Evernote.
End User means the individual who uses an account on the Evernote service.
Evernote (or sometimes “we” or “us”) means Evernote Corporation and its affiliated companies that also act as data controllers: Evernote GmbH and Evernote Do Brasil Servicos de Aplicaçōes Ltda.
Evernote Service means the Evernote Software (as defined below) and other products, services and websites hosted or made available by Evernote, including our downloadable applications, App Center, User Forum, and Help & Learning pages.
Evernote Software means the software hosted on Evernote’s servers and the software we make available to be deployed by you or a third party to enable capturing of Content originating outside the Service, such as Evernote Scannable or Evernote Web Clipper or any of the Evernote software applications for compatible computing devices that enable access and use of the Service through such device
Group Companies means Evernote Corporation and its wholly owned subsidiaries, which include Evernote GmbH and Evernote do Brasil Serviços de Aplicaçōes Ltda.
Paid Service means Evernote Plus, Evernote Premium, Evernote Business, and any other Evernote offering for which we collect payment (in the form of currency, Evernote points, coupon codes).
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Effective Date: August 28, 2017 — What’s new »

Welcome to Evernote! We invite you to access our websites and use the Evernote service, but please note that your invitation is subject to your agreement with these Terms of Service. This document describes in detail your rights and our rights relating to the provision of the Service (as defined below), so please review these Terms carefully.

What Are the Terms of Service?
The Terms of Service constitutes a contract between Evernote and you. The Terms include the provisions set forth in this document and in the Evernote Privacy Policy, Commercial Terms, Evernote Busines­­s Agreement, User Guidelines, IP Compliance Program and other terms or conditions that may be presented by us and accepted by you from time to time in connection with specific Service offerings (all of which we collectively refer to as the “Terms of Service” or “Terms”). If you do not agree to these Terms, you do not have the right to access or use our Service. If you do register for or otherwise use our Service you shall be deemed to confirm your acceptance of the Terms and your agreement to be a party to this binding contract.

By using the Service, you acknowledge, accept and agree with all provisions of the Privacy Policy, including, without limitation, the use and treatment of the text, images, and other data you choose to input, upload, or store in Evernote (collectively, “Content”) and your personal information in accordance with such Privacy Policy.

What Is the Evernote Service?
The Evernote Software (as defined below), the Evernote service, and other products, services and websites hosted or made available by Evernote, including, for example our App Center, User Forum, and Help & Learning pages are collectively referred to in these Terms as the “Service”. In exchange for being enabled to use the Service, you agree to abide by these Terms.

If This Is a Contract, Who Are the Parties?
You, the Account Holder, are one party to this contract. (An Account Holder is the person or entity who has contracted with Evernote as either an individual Basic, Plus, or Premium user or as a Customer as defined in our Evernote Business Agreement.)

If you reside in the United States or Canada, then the other party to this contract is Evernote Corporation, a corporation headquartered in California. If you reside in Brazil, then the other party to this contract is Evernote do Brasil Serviços de Aplicações Ltda., a company headquartered in the city of São Paulo, State of Sao Paolo, Brazil (“Evernote Brasil”). If you reside outside of the United States, Canada and Brazil, then the other party to this contract is Evernote GmbH, a company headquartered in Zurich, Switzerland. (Evernote Corporation, Evernote GmbH and Evernote Brasil, as applicable, may be referred to in these Terms of Service as “Evernote,” “we” and sometimes “us”).

On some occasions, you may be purchasing products or service subscriptions from an authorized reseller. Please review our Commercial Terms for information about additional contract terms relating to such purchases.

Is This the Only Contract I Have with Evernote?
It depends upon how you interact with the Evernote service and our software applications. If you install any Evernote Software on your computing devices, you may be asked to agree to an end user license agreement. If you pay for an Evernote subscription, you will be asked to agree to the Commercial Terms. If you use related Evernote products or services (such as Evernote Business) or participate in our User Forum, you may also need to enter into a separate agreement with us (usually by clicking “accept” or “agree”). We refer to each of these as a “Separate Agreement.” If that happens, the Separate Agreement shall take precedence if there is a conflict between those terms and this Terms of Service document, to the extent of such conflict and with respect to the particular subject matter of that Separate Agreement.

Will These Terms of Service Ever Change?
These Terms may be amended as new features, technology, or legal requirements arise, so please check back from time to time. If we make a significant change, we’ll notify you and, where required, seek your consent.

If we do update these Terms, you are free to decide whether to accept the updated terms or to stop using our Service (see “How is My Account Closed” below); your continued use of the Service after the effectiveness of that update will be deemed to represent your agreement with, and consent to be bound by, the new Terms. Except for changes made by us as described here, no other amendment or modification of these Terms shall be effective unless set forth in a written agreement expressly amending these Terms and bearing a written signature by you and us. For clarity, email or other communications will not constitute an effective written agreement for this purpose.

What Do I Have to do to Use the Evernote Service?
First, you need to create an Evernote service account. You create an account by providing us with an email address and creating a password. (Some older accounts also required a username.) We refer to this as your “Basic Subscriber Information”. We encourage you to use a distinct and non-obvious password that is different from passwords you use for any other service. You are responsible for maintaining the accuracy, completeness and confidentiality of your Basic Subscriber Information, and you will be responsible for all activities that occur under your account, including activities of others to whom you have provided your Basic Subscriber Information. We will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your Basic Subscriber Information secure. If you discover any unauthorized use of your Basic Subscriber Information or suspect that anyone may be able to access your private Content without authorization, you should immediately change your password and notify our Customer Support team.

Second, you will need to access your account through a web browser or by installing our client software on your computers, tablets and phones. Obtaining those devices and paying for their connectivity and data plans is your responsibility. Evernote also has no responsibility for the availability of the Internet and other telecommunication services necessary to access the Service.

Can I Share My Account with Someone Else?
Evernote service accounts should not be shared. If you share your Basic Subscriber Information with anyone, that other person may be able to take control of the account, and we may not be able to determine who is the proper Account Holder. We will not have any liability to you (or anyone you share your Basic Subscriber Information with) as a result of your or their actions under those circumstances. Since you may use a free Evernote service account, and since we provide a number of mechanisms to allow you to share your account Content with others, we strongly urge you not to share your information with anyone, unless you are doing so as part of your estate planning purposes, as discussed below.

Once I Have an Account, What Are My Rights in the Evernote Service?
Once your account is created and you accept these Terms, we grant you a limited, non-exclusive license to use the Service subject to these Terms, for so long as you are not barred from receiving the Service under the laws applicable to you, until you close your account voluntarily or until we close your account pursuant to these Terms. In addition, we grant you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Evernote Software provided to you by or on behalf of Evernote, for the sole purpose of enabling you to use the Evernote Software and enjoy the benefit of the Service, subject to any applicable license terms provided with the Evernote Software and these Terms, until your rights are terminated in accordance with such license and/or these Terms. You do not obtain any other right or interest in Evernote or the Service.

Evernote’s Data Protection Laws Say My Data Is Mine — What Does That Mean?
You retain copyright and any other rights you already held in your Content before you submitted, posted or displayed it on or through the Service. But you do have to grant Evernote a limited license, as described below, so we can make your data accessible and usable on the Service. Other than this limited license and other rights you grant in these Terms, Evernote acknowledges and agrees that we do not obtain any right, title or interest from you under these Terms in any of your Content.

What Is the License I Have to Grant to Evernote?
In order to enable Evernote to operate the Service, we must obtain from you certain limited license rights to process your Content that is covered by intellectual property rights so that technical actions we take in operating the Service are not considered legal violations. For example, copyright laws could prevent us from processing, maintaining, storing, backing-up and distributing certain Content, unless you give us these rights. Accordingly, by using the Service and uploading Content, you are granting Evernote a license to display, perform and distribute your Content and to modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices) and reproduce such Content to enable Evernote to operate the Service. You also agree that Evernote has the right to elect not to accept, post, store, display, publish or transmit any Content in our sole discretion.

You agree that these rights and licenses are royalty free, transferable, sub-licensable, worldwide and irrevocable (for so long as your Content is stored with us), and include a right for Evernote to make such Content available to, and pass these rights along to, others with whom Evernote has contractual relationships related to the provision of the Service, solely for the purpose of providing such services, and to otherwise permit access to or disclose your Content to third parties if Evernote determines such access is necessary to comply with its legal obligations.

If you elect to use any third party service or application that is integrated with Evernote, you also agree that the licenses granted to Evernote in the preceding paragraph shall apply to Content that is submitted or uploaded through such third party service or application. If the third party service or application you elect to use would access or extract Content, you grant Evernote the right and license to enable third party access to and extraction of your Content. Evernote does not assume any responsibility for, or liability on account of, the actions or omissions of such third party applications or service providers.

As we rely upon your rights to upload and distribute your Content, you represent and warrant to Evernote that (1) you have the unfettered legal rights and authority to submit your Content to Evernote, to make any other use, publication or other distribution of that Content in your use of the Service, and to grant the rights granted to Evernote under these Terms; and (2) your Content complies with our User Guidelines and these Terms.

Finally, you understand and agree that Evernote, in performing the required technical steps to provide the Service to our users, may make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media.

What Other Assurances Do I Have to Grant to Evernote?
When you use the Evernote service to send messages to an email address, to a telephone number via SMS, or through a social media account (e.g., Facebook or LinkedIn) that has not been linked to an Evernote account, Evernote sends such messages on your behalf, and we are relying on your representation to us that you have a direct relationship with the recipient(s) and that you are respecting the legal rights of the recipient(s) not to receive certain kinds of messages (such as harassing messages, unsolicited commercial messages, and unwanted SMS messages). Whenever you send any kind of message to a third party you represent and warrant to Evernote that you are acting within the law and that you have prior consent from the recipient to send them such a message.

Are There Rules about What I Can Do on the Evernote Service?
Yes. Your use of the Service must be in accordance with these Terms. When it comes to your use of the Service, you agree that you are responsible for your own conduct and all conduct under your account. This means all Content created, transmitted, stored or displayed in your account, is your sole responsibility as the person who created the Content or introduced it into the Service. This applies whether the Content is kept private, shared or transmitted using the Service or any third-party application or services integrated with the Evernote service. Our User Guidelines provide more specific details regarding prohibited conduct on the Service. If we find that any shared Content in your account violates our Terms of Service (including by violating another person’s intellectual property or privacy rights), we reserve the right to un-share or take down such content.

I’m Guessing Evernote Has Some Rights Relating to the Service?
We do. They’re described here:

CONTENT RIGHTS.

While you own the Content you store within the Evernote service (subject to third party rights), you acknowledge and agree that Evernote (and our licensors) own(s) all legal right, title and interest in and to the Service, including, without limitation, all software that is part of the Service and all Evernote software deployed by you or a third party to enable capturing of Content originating outside the Service, such as Evernote Scannable, Evernote Web Clipper, the Site Memory widget or any of the Evernote software applications for compatible computing devices that enable access and use of the Service through such device (the “Evernote Software”).

INTELLECTUAL PROPERTY RIGHTS.

In agreeing to these Terms, you also agree that the rights in the Service and Evernote Software, including all intellectual property rights, such as trademarks, patents, designs and copyrights, are protected by one or more of copyright, trademark, patent, trade secret and other laws, regulations and treaties, in addition to these Terms and any Separate Agreement. In particular, you agree to not modify, create derivative works of, decompile or otherwise attempt to extract source code from any Evernote Software, unless you are expressly permitted to do so under an open source license, we give you express written permission or you are otherwise legally permitted to do so notwithstanding this prohibition.

RIGHT TO MODIFY THE SERVICE.

We retain the right, in our sole discretion, to implement new elements as part of and/or ancillary to the Service, including changes that may affect the previous mode of operation of the Service or Evernote Software. We expect that any such modifications will enhance the overall Service, but it is possible that you may not agree with us. We also reserve the right to establish limits to the nature or size of storage available to you, the number of transmissions, the ability to send or receive email messages, the nature or size of any index or library information, the nature of, or your continued ability to access or distribute, your Content and other data, and impose other limitations at any time, with or without notice. For example, if you use Evernote Basic, you will not enjoy all of the benefits provided to subscribers of Evernote Plus, Evernote Premium or Evernote Business.

You also acknowledge that a variety of Evernote actions may impair or prevent you from accessing your Content or using the Service at certain times and/or in the same way, for limited periods or permanently, and agree that Evernote has no responsibility or liability as a result of any such actions or results, including, without limitation, for the deletion of, or failure to make available to you, any Content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of any part of the Service. However, if you are a subscriber for Evernote Plus, Evernote Premium, Evernote Business or another paid version of the Service (each a “Paid Service”) and find that any such modifications or interruption of the Paid Service adversely affects you, you may notify our Customer Support team, explain the adverse impact the modification has created and, if you desire, request a termination of your Paid Service. Upon receipt of any such request, we will endeavor to promptly remedy the adverse impact caused by the modification, extend the duration of your Paid Service subscription for a period of time equal to the interruption and/or refund a portion of your Paid Service subscription fee equal to the remaining unused term of the Paid Service subscription, as we determine appropriate or as may be required by applicable law.

RIGHT TO ENGAGE THIRD PARTIES.

Evernote engages certain affiliates or other third parties (“Service Providers”) to provide technical or other services relating to all or part of the Service, and you hereby agree that such involvement by these Service Providers is acceptable. In addition, Evernote may contract with third party resellers of the Evernote Plus, Premium or Business versions of the Service and payment processors to enable payments in your local currency and payment systems. Please see our Privacy Policy to understand the extent to which any affiliate or third party may have access to your account information or Content and our Commercial Terms to understand our relationship with any reseller or payment processor.

RIGHT TO USE THIRD-PARTY SOFTWARE.

Evernote may from time to time include as part of the Service and Evernote Software computer software supplied by third parties which is utilized by permission of the respective licensors and/or copyright holders on the terms provided by such parties. We provide information about some of this third party software here and within the particular Evernote Software. Evernote expressly disclaims any warranty or other assurance to you regarding such third party software.

RIGHT TO UPDATE OUR SOFTWARE.

In connection with any modification of the Service, Evernote may automatically download software updates on your computers and devices from time to time with the intention of improving, enhancing, repairing and/or further developing the Service. Evernote will endeavor to provide you with the option of whether or not to install the update; however, in certain circumstances (e.g., security risks), Evernote may require you to install the update to continue accessing the Service. In all cases, you agree to permit Evernote to deliver these updates to you (and you to receive them) as part of your use of the Service.

Do These Terms Apply to Evernote Business Users?
If you are using the Service as part of an Evernote Business account, your use of the Service is governed by these Terms, except to the extent the Separate Agreement governing the Evernote Business account provides conflicting terms. The Customer who has contracted with Evernote and the Administrator of the Evernote Business account (as “Customer” and “Administrator” are defined in the applicable Evernote Business Agreement) have the responsibility to and agree to share the terms of such Separate Agreement with each individual whose user account is linked to that Evernote Business account (“End User”).

If you are an End User of an Evernote Business account, please note that the Customer of your Evernote Business account (such as your employer or organization) may have established its own rules regarding End Users’ access, use, disclosure, or retention of data stored in that account. You can find more information on how your personal Evernote service account works with your Evernote Business account in our Privacy Policy and in this Help and Learning article.

How Does Evernote Respond to Copyright or Other Intellectual Property Violations?
We respond to clear and complete notices of alleged infringement of copyright, trademark or other intellectual property laws that satisfy the requirements in these Terms (which we believe to comply with the United States Digital Millennium Copyright and other applicable laws). If you believe that your intellectual property rights have been violated, please notify our Compliance team according to the instructions provided by our IP Rights Compliance Program and we will investigate. Note that each owner of intellectual property is responsible for protecting their rights and taking any legal or other action they determine to be appropriate to do so, and Evernote does not accept any obligation to take any particular action to enforce or protect any party’s intellectual property rights on their behalf.

Can Kids Use Evernote?
Evernote is not directed to minors, and any use by minors should only be done with the guidance, supervision and consent of their parents, guardians and/or authorized school officials. Further, we rely on parents and guardians to ensure minors only use the Service if they can understand their rights and responsibilities as stated in these Terms and our Privacy Policy.

Consistent with applicable law, Evernote does not knowingly collect personal information from minors without parental consent. If we learn that we have inadvertently obtained information in violation of applicable laws prohibiting collection of information from children without such consent, we will promptly delete it.

Where Does My Data Go?
The Service is available worldwide, but your data is stored in the United States, as described in our Privacy Policy. If you use the Service, you acknowledge that you may be sending electronic communications (including your Basic Subscriber Information and Content), through computer networks owned by Evernote, its Service Providers, and other third parties located in California and other locations in the United States and other countries. As a result, your use of the Service will likely result in interstate and possibly international data transmissions, and your use of the Service shall constitute your consent to permit such transmissions.

How is My Account Closed?
You may deactivate your account with our Service at any time, for any reason (or no reason). However, if you want to deactivate your account you need to take certain specific steps, which are described in our Help & Learning article entitled “How do I deactivate my account?”. If you subscribe to a Paid Service, you will need to cancel your subscription pursuant to our Commercial Terms.

Evernote may act to temporarily limit your use of the Service, suspend access to your account, or close your account, with or without notice according to these Terms. Reasons for Evernote suspending or closing your account may include, without limitation: (i) breach or violation of these Terms (including the User Guidelines) or any Separate Agreement, (ii) an extended period of inactivity (determined in Evernote’s sole discretion), (iii) your nonpayment of any fees or other sums due Evernote or any other party related to your use of the Service, (iv) the discontinuance or material modification of the Service (or any part thereof) or (v) unexpected technical or security issues or problems or extensive Unsupported Use.

In most cases, in the event we elect to close your account, we will provide at least 30 days advance notice to you at the email address you have provided to us, so you have a chance to retrieve any Content stored on the Service servers (unless we determine that we are legally prohibited from providing such notice or enabling you to do so). After the expiration of this notice period, you will no longer be able to retrieve Content contained in that account or otherwise use the Service through that account.

What Happens to My Account when I Die?
Evernote’s pledge to protect the privacy of your Content will continue, even after your death or incapacity. If you wish to enable someone to have access to your Content or other data in your account after you are no longer able to provide them access, you need to implement a process for providing your information to them. We will not provide your information, or your Content, to anyone, even next of kin, unless we determine that we are legally obligated to do so. We encourage you to include your Basic Subscriber information, with instructions on how to access your Content, in your will or other estate plans, so that anyone you wish to have access to your account will have the means to do so. Please see our Commercial Terms for information on terminating payment for Paid Services upon death or incapacity.

If I Have a Great Idea to Share with Evernote, What Are My Rights?
When you submit any ideas, suggestions, documents and/or proposals relating to the Service (or other products or services) to Evernote through the “Contact Us,” User Forum or Support interfaces or through any other channel or mechanism (collectively, “Contributions”), you acknowledge and agree that: (i) your Contributions do not contain confidential or proprietary information; (ii) Evernote is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (iii) Evernote shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way; (iv) Evernote may have something similar to the Contributions already under consideration or in development; (v) your Contributions automatically become the property of Evernote without any obligation of Evernote to you; and (vi) you are not entitled to any accounting, compensation or reimbursement of any kind from Evernote under any circumstances.

Does Evernote Serve Ads?
Our business model is to make the Service so valuable that our users will want to subscribe to a Paid Service. However, we may display advertisements and promotions on or in connection with the Service, some of which may be paid for by third parties. For more information, please see our Privacy Policy and Cookie Information page.

Some advertising or other messaging content we provide will be based upon information provided by third parties, and we shall not be responsible or liable for any loss or damage of any sort incurred by you as a result of any advertisements or other messages. Furthermore, your interactions with advertisers found on or through the Service, including, without limitation, all reliance upon advertising, all commercial transactions and legal obligations associated therewith, are solely between you and such advertisers.

What Else Do I Need to Know?
THIRD-PARTY LINKS, CONTENT AND PROGRAMMING.

We may include or recommend third party resources, materials and developers and/or links to third party websites, content and applications as part of, or in connection with, the Service. We may have little or no control over such sites or developers and, accordingly, you acknowledge and agree that (i) we are not responsible for the availability of such external sites, content or applications; (ii) we are not responsible or liable for any content or other materials or performance available from such sites or applications and (iii) we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, materials or applications.

INDEMNITY.

You agree to indemnify and hold Evernote, its subsidiaries, affiliates, officers, agents, employees, advertisers, Service Providers and other partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including legal and other professional fees) arising from or in any way related to any third party claims relating to your use of any of the Service, any violation of these Terms of Service or any other actions connected with your use of the Service (including all actions taken under your account). In the event of such claim, we will endeavor to provide notice of the claim, suit or action to the contact information we have for the account, provided that any failure to deliver such notice to you shall not eliminate or reduce your indemnification obligation hereunder.

LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTIES.

To the maximum extent permitted by law, the Service Is Available “As Is.” YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE SERVICE AND THE PURCHASE AND USE OF ANY SERVICES ARE ALL AT YOUR SOLE RISK.
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EVERNOTE EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
EVERNOTE DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET ALL OF YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) ALL ERRORS IN THE SOFTWARE OR SERVICE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR OTHER DEVICE OR LOSS OF DATA RESULTING FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM EVERNOTE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT EVERNOTE, ITS SUBSIDIARIES, AFFILIATES, SERVICE PROVIDERS, AND LICENSORS, AND OUR AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, AGENTS AND SUCCESSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COVER OR OTHER INTANGIBLE LOSSES (EVEN IF EVERNOTE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE OR TO USE PROMOTIONAL CODES OR EVERNOTE POINTS; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES RESULTING FROM ANY DATA, INFORMATION OR SERVICE PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR THE LOSS, CORRUPTION OR ALTERATION OF YOUR TRANSMISSIONS, CONTENT OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR USING THE SERVICE, OR PROVIDING ANY SERVICES RELATED TO THE OPERATION OF THE SERVICE; (v) EVERNOTE’S ACTIONS OR OMISSIONS IN RELIANCE UPON YOUR BASIC SUBSCRIBER INFORMATION AND ANY CHANGES THERETO OR NOTICES RECEIVED THEREFROM; (vi) YOUR FAILURE TO PROTECT THE CONFIDENTIALITY OF ANY PASSWORDS OR ACCESS RIGHTS TO YOUR ACCOUNT; (vii) THE ACTS OR OMISSIONS OF ANY THIRD PARTY USING OR INTEGRATING WITH THE SERVICE; (viii) ANY ADVERTISING CONTENT OR YOUR PURCHASE OR USE OF ANY ADVERTISED OR OTHER THIRD-PARTY PRODUCT OR SERVICE; (ix) THE TERMINATION OF YOUR ACCOUNT IN ACCORDANCE WITH THE TERMS OF THESE TERMS OF SERVICE; OR (x) ANY OTHER MATTER RELATING TO THE SERVICE.

EXCLUSIONS AND LIMITATIONS.

NOTHING IN THESE TERMS OF SERVICE (INCLUDING THE LIMITATION OF LIABILITY PROVISIONS) IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY WILLFUL ACTS, NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THOSE LIABILITY AND OTHER LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION (IF ANY) WILL APPLY TO YOU AND OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

If Evernote Has to Send Me Notice of Something, How Will That Happen?
This is another reason why it’s important for you to make sure your Basic Subscriber Information is accurate, complete and up to date. We may provide you with notices by email (to the email address associated with your account), regular mail or postings on the website(s) related to the affected Service.

How Can I Send a Notice to Evernote?
Except where these Terms or any Separate Agreement specifically provide for use of a different means or address for notice, any notice to Evernote must be delivered by email to compliance@evernote.com. This email address may be updated as part of any update to these Terms of Service. If you are unable to deliver notice via email, you may send a notice to us at the following address (as applicable to your Service provider):

Evernote Corporation
305 Walnut Street
Redwood City, California 94063 USA
Attention: Legal Notice

Evernote GmbH
Walchestrasse 9
8006 Zurich, Switzerland
Attention: Legal Notice

Evernote Do Brasil Serviços De
Aplicações Ltda
Federal Taxpayer Registration CNPJ/MF no 17.566.240/0001–50
Avenida Paulista, no 2.300
Andar Pilotis
Edifício São Luiz Gonzaga
CEP: 01310–300, São Paulo/SP
Attention: Legal Notice

Are There Countries Where I’m Not Allowed to Use Evernote?
You may not use or otherwise export the Service or any Evernote Software except as authorized by United States (“U.S.”) law and the laws of the jurisdiction in which the Service is hosted or where you use the Service. In particular, but without limitation, the Evernote Software may not be (i) exported or re-exported into any countries that are subject to U.S. economic sanctions or (ii) provided to or used by anyone on the U.S. Department of the Treasury’s lists of Foreign Sanctions Evaders or Specially Designated Nationals or the U.S. Department of Commerce Denied Persons, Unverified, or Entity lists. By using the Service, you represent and warrant that you are not located in any such country or on any such list, and shall not use the Service, or provide access to or use of the Service to anyone, in any such country. In addition, you are responsible for compliance with applicable export control, economic sanctions and related laws when you travel across international borders and access your Content.

What Law Applies to My Use of Evernote?
If you are a resident of the United States or Canada, these Terms and the relationship between you and Evernote (including any dispute) shall be governed in all respects by the laws of the State of California, United States of America, as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to its conflict of law provisions.

If you reside in Brazil, these Terms and the relationship between you and Evernote (including any dispute) shall be governed in all respects by the laws of Brazil and shall be considered to have been made and accepted in Brazil, without regard to conflict of law provisions.

If you reside outside of the United States, Canada, and Brazil, these Terms and the relationship between you and Evernote (including any dispute) shall be governed in all respects by the laws of Switzerland and shall be considered to have been made and accepted in Switzerland, without regard to conflict of law provisions.

If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.

What Do I Do If I Think I Have a Claim Against Evernote?
LET US KNOW ABOUT YOUR COMPLAINT.

We want to know if you have a problem so we encourage you to contact our Customer Support team if you have any concerns with respect to the operation of the Service or any Evernote Software, as we want to ensure that you have an excellent experience.

INITIATING A FORMAL CLAIM.

If you conclude that we have not satisfied your concern and that you must pursue legal action, you agree that your claim must be resolved by the processes set forth in these Terms. Evernote provides the Service to you on the condition that you accept the dispute resolution provisions described below, so if you initiate any claim against Evernote in any other manner, you shall be in violation of these Terms and you agree that Evernote shall be entitled to have such action dismissed or otherwise terminated and you agree to reimburse Evernote for its reasonable costs incurred in defending against such improperly initiated claim. You agree that prior to initiating any formal proceedings against Evernote, you will send us a notice to our attorneys at legalnotice@evernote.com and state that you are providing a “Notice of Dispute.” Upon receipt of a Notice of Dispute, you and we shall attempt to resolve the dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. If the dispute remains unresolved, either you or we may initiate formal proceedings according to these Terms.

Except where our dispute is being resolved pursuant to an arbitration (as provided below), if you are a resident of the United States or Canada, you agree that any claim or dispute you may have against Evernote must be resolved exclusively by a state or federal court located in San Mateo County, California. You agree to submit to the exclusive personal jurisdiction of the courts located within San Mateo County, California (and, for the avoidance of doubt, to exclude the jurisdiction of any other court) for the purpose of litigating all such claims or disputes.

Except where our dispute is being resolved pursuant to an arbitration (as provided below), if you reside in Brazil, you agree that any claim or dispute you may have against Evernote must be resolved exclusively by the courts in São Paolo-SP, Brasil. You agree to submit to the exclusive personal jurisdiction of the courts located within São Paolo-SP, Brasil (and, for the avoidance of doubt, to exclude the jurisdiction of any other court) for the purpose of litigating all such claims or disputes.

Except where our dispute is being resolved pursuant to an arbitration (as provided below), if you are not a resident of the United States, Canada, or Brazil, you agree that any claim or dispute you may have against Evernote must be resolved exclusively by the courts in Zurich, Switzerland. You agree to submit to the exclusive personal jurisdiction of the courts located within Zurich, Switzerland (and, for the avoidance of doubt, to exclude the jurisdiction of any other court) for the purpose of litigating all such claims or disputes.

ALTERNATIVE DISPUTE RESOLUTION PROCESS.

Unless you are subject to the Arbitration Agreement set out below, and subject to any applicable laws, if a claim arises between you and Evernote where the total value of such claim is less than US$10,000, the party initiating the claim may elect to have the dispute resolved pursuant to a binding arbitration process that does not require attendance in person. This “Alternative Dispute Resolution Process” shall be initiated by either party sending notice to the other, in which event you and Evernote agree to use our reasonable efforts to agree within thirty (30) days upon an individual or service to manage the Alternative Dispute Resolution Process (the “Arbitration Manager”) according to the following requirements: (i) neither party shall be required to attend any proceeding in person, (ii) the proceeding will be conducted via written submissions, telephone or online communications or as otherwise agreed upon, (iii) the fees for the Arbitration Manager will be borne equally by the parties or be submitted to the Arbitration Manager to determine as part of the dispute and (iv) the judgment rendered by the Arbitration Manager may be entered in any court of competent jurisdiction for enforcement.

If you are a resident of the European Union (EU), please note that we offer this Alternative Dispute Resolution Process, but we cannot offer you the European Commission Dispute Platform as we do not have an establishment in the EU.

ARBITRATION AGREEMENT.

If you reside in the United States or are otherwise subject to the US Federal Arbitration Act, you and Evernote agree that any and all disputes or claims that have arisen or may arise between us — except any dispute relating to the enforcement or validity of your, our or either of our licensors’ intellectual property rights — shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. (Note that if you were a Service user prior to December 4, 2012 and formally elected to opt out of the Arbitration Agreement pursuant to the procedures set out in our Terms of Service that were effective as of December 4, 2012, you are not subject to this Arbitration Agreement.)

Our arbitration proceedings would be conducted by the American Arbitration Association (“AAA”) under its rules and procedures applicable at that time, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (to the extent applicable), as modified by our Arbitration Agreement. You may review those rules and procedures, and obtain a form for initiating arbitration proceedings at the AAA’s website. The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is US$10,000 or less, either of us may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on us subject to the arbitrator’s discretion to require an in-person hearing. Attendance at an in-person hearing may be made by telephone by you and/or us, unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the State of California, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Evernote users, but is bound by rulings in prior arbitrations involving the same user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court possessing jurisdiction over the parties, except for a limited right of appeal under the Federal Arbitration Act.

The AAA rules will govern the payment of all filing, administration and arbitrator fees, unless our Arbitration Agreement expressly provides otherwise. If the amount of any claim in an arbitration is US$10,000 or less, Evernote will pay all filing, administration and arbitrator fees associated with the arbitration, so long as (i) you make a written request for such payment of fees and submit it to the AAA with your Demand for Arbitration and (ii) your claim is not determined by the arbitrator to be frivolous. In such case, we will make arrangements to pay all necessary fees directly to the AAA. If the amount of the claim exceeds US$10,000 and you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Evernote will pay as much of the filing, administration and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. If the arbitrator determines the claim(s) you assert in the arbitration are frivolous, you agree to reimburse Evernote for all fees associated with the arbitration paid by Evernote on your behalf, which you otherwise would be obligated to pay under the AAA’s rules.

YOU AND EVERNOTE AGREE, AS PART OF THE ARBITRATION AGREEMENT, THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS PART OF ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. WE REFER TO THIS AS THE “PROHIBITION OF CLASS AND REPRESENTATIVE ACTIONS.” UNLESS BOTH YOU AND WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN YOUR OR OUR CLAIM WITH ANOTHER PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE OR CLASS PROCEEDING. THE ARBITRATOR MAY ONLY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER EVERNOTE USERS.

Except with respect to the Prohibition of Class and Representative Actions, if a court decides that any part of this Arbitration Agreement is invalid or unenforceable, the other parts of this Arbitration Agreement shall continue to apply. If a court decides that the Prohibition of Class and Representative Actions is invalid or unenforceable, then this entire Arbitration Agreement shall be null and void. The remainder of these Terms and this Section (What Do I Do if I think I Have A Claim Against Evernote?) will continue to apply.

CLAIMS ARE TIME-BARRED.

You agree that regardless of any statute or law to the contrary or the applicable dispute resolution process, any claim or cause of action you may have arising out of or related to use of the Service or otherwise under these must be filed within one (1) year after such claim or cause of action arose or you hereby agree to be forever barred from bringing such claim.

The provisions of this section, entitled “Claims Are Time-Barred” shall be deemed to constitute a separate written legally binding agreement by and between you and us.

SPECIAL NOTICE FOR CALIFORNIA USERS.

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445–1254 or (800) 952–5210. You may contact us via email at legalnotice@evernote.com or at:

Evernote Corporation
305 Walnut Street
Redwood City, California 94063 USA
Attention: Legal Notice

Anything Else?
A couple of final, but important, points. First, these Terms constitute the entire agreement between you and Evernote and govern your use of the Service, except for, and then only to the extent that you have entered into a Separate Agreement. These Terms supersede any prior agreements or earlier versions of these Terms between you and Evernote for the use of the Service as of the Effective Date indicated at the top of these Terms. If, through accessing or using the Service, you utilize or obtain any product or service from a third party, you may additionally be subject to such third party’s terms and conditions applicable thereto, and these Terms shall not affect your legal relationship with such third party.

Second, you acknowledge and agree that each affiliate of Evernote shall be a third party beneficiary to these Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of these Terms which confers a benefit on (or provides rights in favor of) them. Other than this, no other person or company shall be a third party beneficiary to these Terms.

Finally, the section headings in these Terms of Service are for convenience only and have no legal or contractual effect.

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Legal Document Updates
Effective Date: August 28, 2017 — What’s new »

These “Commercial Terms” apply to our commercial transactions with you, including your purchase of any Paid Service from us, or the acquisition or redemption of any Promotional Codes or Evernote Points (as those terms are defined below). We refer to any service for which we charge a fee, including Evernote Plus, Evernote Premium and Evernote Business, as a “Paid Service.” If you are an Evernote Plus or Premium subscriber, you are both the Account Holder and End User of an Evernote service account. If you use Evernote Business, the Account Holder is the Customer who has contracted with Evernote, as defined in our Evernote Business Agreement, and the End Users are the individuals whose user accounts are linked to that Evernote Business account. You should carefully read through these Commercial Terms to understand your rights and responsibilities, as these Commercial Terms constitute a contract between you and Evernote Corporation or its affiliate from which you are purchasing the Paid Service or from which you are acquiring or redeeming any Evernote Promotional Codes or Evernote Points (we refer to these collectively as a “Commercial Transaction”). By purchasing a Paid Service, or obtaining any Evernote Promotional Codes or Evernote Points, you agree to be legally bound by these Commercial Terms. (Please see our explanation of who you are contracting with in different circumstances in the section below entitled “Who Am I Contracting With?”.)

If you do not agree to the Commercial Terms, then you can decide not to complete a Commercial Transaction.

You agree to receive electronically all communications, agreements, and notices that we provide in connection with any Evernote product or service (“Communications”), including by e-mail, text, in-app notifications, or by posting them on the Evernote website or through any Evernote service or product. You agree that all Communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

We may update these Commercial Terms from time to time. Please be sure to review these Commercial Terms before you finalize any Commercial Transaction.

Payment of Fees; Taxes
When you elect to purchase a Paid Service from us or any third party reseller and enter a form of payment, you agree that: (i) you will fulfill your obligation to pay for the Paid Service by the date on which payment is due; (ii) any payment information you provide is true and accurate; (iii) you are authorized to use the payment method you provide; (iv) we have permission to retain the payment information and method, including all submitted debit and credit card information, submitted by you and your issuing bank or the applicable payment network; and (v) we or our reseller (as applicable) are authorized to charge you for the Paid Service using the established payment method and the information you provide that is stored in your account as of the applicable date for payment. Your assurances of payment and our rights to collect payment include any obligation you may have to pay any taxes or delivery charges described as being applicable to the Product you are buying. In addition, you agree that you will be responsible for any credit card chargeback fees as well as any reasonable collection costs we incur as a result of your failure to pay on a timely basis.

You agree to pay the charges for the Paid Service in the currency specified by Evernote (or any reseller or payment processor from which you may purchase the Paid Service) when you enter into the Commercial Transaction, and you assume all risks associated with any changing value in the currency compared with other currencies. The specified charge for a Paid Service are VAT-inclusive and may include certain other taxes or delivery or similar charges applicable to your purchase. If any tax or charge applicable to a purchase is not charged by us, you acknowledge that you are solely responsible for paying the tax or other such charge. The receipt provided to you reflecting your purchase includes VAT (if applicable) which is charged based on your location. If you intend to use the Service for business purposes and would like documentation indicating the exact amount of VAT paid, please consider subscribing to Evernote Business; VAT is not itemized on receipts for any of our other Paid Services, as these Paid Services are directed to individual consumers.

Our prices for a Paid Service do not include any of the third-party fees you incur in connection with using a Paid Service including, without limitation, fees charged by your Internet access provider, any wireless carrier charges for cellular or data services and any other third party applications or services with which you may use the Paid Service; you are responsible for selecting and managing these other services, and paying the fees for such services.

Changes in Fees
We may change the price of any Paid Service from time to time, and add new fees and charges for certain features or to reflect a change in business or legal rules, but we will provide you with advance notice of changes in recurring subscription fees. Any increase in charges for the same Paid Service would not apply until the expiration of your then current billing cycle, unless otherwise specifically provided in our notice to you, and would become effective no sooner than the next time you would be charged for that Paid Service. If you do not agree to pay the new price or other applicable charges, you may elect not to renew the Paid Service subscription before the price change goes into effect, which cancellation would be effective at the expiration of your then current billing cycle. See “Cancellation” below for information on how to cancel a Paid Service subscription.

Autorenewal
Evernote accepts certain debit and credit cards as well as other forms of cash payment (e.g., Paypal transfers) as payment methods for Paid Services (each, an “Accepted Payment Method”), subject to the procedures and rules contained in these Commercial Terms and any applicable contract with the Accepted Payment Method. Accepted Payment Methods may vary by country or by Paid Service and may change from time to time. When you purchase with an Accepted Payment Method, the fees for your Paid Service will be billed on or near the date of your purchase. If you purchase a Paid Service subscription that renews automatically, such as monthly or annually, you agree that we may process your Accepted Payment Method on each monthly, annual or other renewal term (based on the applicable billing cycle), on or near the calendar day corresponding to the commencement of your Paid Service subscription, as applicable. See “Cancellation” below for information on how to cancel a Paid Service subscription. In addition, you agree that we have permission to retain and/or share with financial institutions and payment processing firms (including any institutions or firms we retain in the future) information regarding your purchase and your submitted payment information in order to process your purchase, and to use the email address submitted by you to provide you with notices and disclosures relating to renewals and recurring charges. If your Paid Service subscription began on a day not contained in a subsequent month (e.g., your service began on January 30, and there is no February 30), Evernote will process your payment on or near the last day of such month. (This is what we mean by paying on an autorenewal basis.) See below for information describing what you must do to change your Accepted Payment Method.

Paying by Direct Debit
If you are in a Single Euro Payments Area (SEPA)-eligible country, you may purchase a Paid Service from Evernote via SEPA direct debit. When you complete your purchase of a Paid Service using direct debit, the initial payment will be deducted from your bank account via the applicable payment system (e.g., Sofort, Giropay). With your initial transaction, you are also confirming your desire for your subscription for the Paid Service to autorenew per these Commercial Terms. At the time of your initial transaction, you will receive an email notifying you that the amount authorized will be direct debited from your bank account on or about five business days from the date of the transaction. This single notification will be used to pre-notify you of the amount and timing of future recurring payments via SEPA direct debit. Where a direct debit is rejected or returned due to insufficient funds in your designated bank account, we may resubmit the direct debit collection request 5 days following the original debit due date and in this case shall provide 5 days pre-notification.

Paying by Invoice
Evernote may, in our sole discretion, agree to permit you to pay us for certain Paid Services pursuant to invoices issued by Evernote. Unless otherwise expressly provided in our Separate Agreement with you, we will issue our invoice on or shortly after the date on which the Paid Service is purchased (and on any monthly, annual or other renewal term as described under “Autorenewal,” above), and the charges are payable upon your receipt of the invoice. All payments of invoiced amounts must be made in the currency specified on the invoice by check, wire or other electronic transfer to a bank and account number designated by Evernote. Any invoice that remains unpaid thirty (30) days after the invoice date is considered delinquent. Any wire transfer fees or other similar fees incurred on account of the payment method selected by you are your responsibility and may not be deducted from the amount due Evernote.

Paying our Reseller or Payment Processor
Evernote may, in our sole discretion, enable you to purchase and/or pay for certain Paid Services through an Evernote-authorized reseller or payment processing firm (including, for example, a telecommunications provider or a mobile app marketplace). Unless otherwise expressly provided in a Separate Agreement with you, your obligation for payment to, and relationship with, such reseller or payment processor is a contractual matter between you and such third-party; Evernote is not a party to, or responsible on account of, such contract. While we select our resellers and payment processors carefully and enter into detailed agreements imposing performance obligations (including confidentiality) on them, we cannot and do not guarantee their performance. We encourage you to provide any feedback regarding any reseller or payment processor with which you do business to us, as we value and use your input in determining whether to continue or end such relationships. If you have any concerns or problems with a reseller or payment processor, please contact our Customer Support team as promptly as you can. And, if you seek information about any party acting as an Evernote reseller or payment processor before you enter into any agreement with them, please feel free to contact our Customer Support team.

Promotional Codes
Evernote may from time to time make available, directly or through a third party, gift cards or promotional codes or coupons that are redeemable for a specified Paid Service for a fixed period of time (individually, a “Promotional Code” and collectively, “Promotional Codes”), or which can be exchanged for Evernote Points, as described in more detail below. We use the term “Promotional Subscription” to describe the specific subscription to a Paid Service obtained with the Promotional Code and the term “Promotional Period” to describe the duration of a Promotional Subscription. A Promotional Code may specify an expiration date (“Expiration Date”), after which such Promotional Code shall be void. Evernote is under no obligation to accept an expired or otherwise invalid or void Promotional Code. Promotional Codes have no cash value and, except where expressly permitted by Evernote, are non-transferrable. Evernote is under no obligation to provide any compensation in connection with a Promotional Code.

In order to obtain a Promotional Subscription, you must be a registered Account Holder of the Evernote Service and use the registration or redemption process, and satisfy any eligibility requirements, established by Evernote in connection with the Promotional Code. At the conclusion of the Promotional Period, you will be required to pay the then-applicable charges for the Paid Service in order to continue using such Paid Service.

If you are already subscribed to a Paid Service when you receive a Promotional Code, you are still permitted to use the Promotional Code as long as you meet the eligibility requirements. However, since your account already has an active Paid Service subscription, there may be limitations associated with the method of your payment that prevent you from using the Promotional Subscription until your Paid Service subscription has expired. In such cases, you may choose one of the following ways to use the Promotion Code: (1) apply the Promotional Code immediately to receive Evernote Points which, as described below, can later be used to obtain the Promotional Subscription or to obtain other eligible rewards; (2) transfer the code to a friend or family member (if the Promotional Code is transferrable); (3) create an additional Evernote Service account for yourself and use the Promotional Code with that account; or (4) wait until after your Paid Service Subscription has expired and your account has transformed to Evernote Basic before redeeming the Promotional Code (taking care not to miss the Promotional Code Expiration Date). With some payment methods, we may be able to temporarily pause your Paid Service subscription so that you may immediately take advantage of the Promotional Subscription. In such cases, your Paid Service subscription will automatically re-start after the Promotional Period and, assuming you had previously agreed to auto-renewal of your subscription, your Accepted Payment Method will be charged as you had previously agreed. See “Cancellation” below for information on how to cancel a Paid Service subscription.

Unless you have a separate contract with Evernote permitting you to distribute Points or Promotional Codes, you are prohibited from selling or otherwise distributing or transferring Points or Promotional Codes. Evernote reserves the right to invalidate any Points or Promotional Codes that have been improperly issued or distributed, and we do not owe you any compensation with respect to such Points or Promotional Codes. If a Promotional Code has been distributed to you by a third party (for example, connection with a third-party promotion), Evernote has no responsibility with respect to any third party product or service provided, or any marketing claims or promotional offers made, by the third party. Evernote has no obligation to provide you with any compensation, or to modify the Promotional Subscription or the Promotion Requirements in connection with any Promotional Codes you obtained from a third party that was acting improperly.

Evernote Points
Evernote may from time to time make available, directly or through a third party, Evernote Points. Evernote Points provide our users enhanced flexibility to customize their Evernote experience. Evernote Points may be redeemed to obtain a special feature or promotional item offered by Evernote and indicated as being available for purchase with Evernote Points (a “Points Purchase”). Evernote Points may also be used as tokens or credits in connection with a Promotional Subscription or another eligible promotional event or campaign, subject to the applicable terms therefor (a “Points Swap” and, together with a Points Purchase, the “Points Transactions”). The number of Evernote Points required to consummate Points Transactions shall be determined by Evernote, in our sole discretion, and may change from time to time, without advance notice. The terms and conditions for consummating any Points Transactions are set forth here and may be amended in connection with any particular items available for a Points Purchase or any Points Swap event. Evernote Points awarded to your account may only be redeemed for Points Transactions through your account, and Evernote Points associated with multiple accounts cannot be combined for any Points Transaction, even if those accounts belong to or are controlled by you. You may review the number of Evernote Points in your account by visiting the Evernote Points page under your Account Settings at the Evernote website.

If Evernote Points are issued to you in exchange for a Promotional Code, the number of Evernote Points exchanged shall be sufficient to obtain the Promotional Subscription associated with such Promotional Code. Evernote Points may be issued with an expiration date, after which they are void. Evernote Points obtained in exchange for a Promotional Code that has an Expiration Date will automatically expire and become void either eighteen (18) months after they are applied to your account, or the original Expiration Date of the Promotional Code, whichever is later. Please review our Help & Learning article entitled “How do I earn and use Evernote Points?” for an explanation of the alternative ways you may earn and use Evernote Points. You may apply Evernote Points towards an Evernote Paid Service for which an Upgrade Code was intended or, in some cases, apply your Evernote Points toward one or more other valuable products, services or features. Evernote Points have no cash value, cannot be tendered for any cash amount, are non-transferable and may specify an expiration date, after which such Evernote Points are void (but they will not expire prior to the expiration of the Upgrade Code or other item for which they were exchanged). Evernote is under no obligation to accept or provide any compensation on account of any expired Evernote Points. If we have a good faith belief that you have acquired or are attempting to use Evernote Points in a fraudulent manner, we reserve the right to cancel the points in question.

If you elect to apply your Evernote Points towards the payment of fees for a Paid Service, you will be required to pay the then-applicable charges for the Paid Service at the conclusion of the Promotional Period in order to continue using the Paid Service. If you are paying for a Paid Service or other subscription at the time you request Evernote to apply Evernote Points for payment of the subscription fees, we will apply your Evernote Points in alternative ways, depending on your method of payment for the current subscription. Please review our Help & Learning article entitled “How do I earn and use Evernote Points?” for an explanation of the alternative ways Evernote Points are redeemed for an existing Paid Service. Depending upon the item purchased with Evernote Points, you may be required to pay separately for any sales tax, VAT, GST or similar taxes and other charges incurred in connection with such purchase.

Rewards obtained using Evernote Points are not transferable. If any items you obtain in a Points Purchase are returned to Evernote and a refund is available according to the terms of sale or applicable law, the Evernote Points used as payment for that Points Purchase are returned to your account, subject to any expiration or other applicable terms and conditions associated with the Points Purchase. In no event shall Evernote provide you with any monetary refund for the portion of a purchase paid with Evernote Points. When Evernote Points associated with your account are used in a Points Transaction, you will be deemed by Evernote to have caused that Points Transaction, inasmuch as the username and password for that account are required in order to consummate the Points Transaction. Accordingly, Evernote will not reinstate any Evernote Points once they have been applied, and Evernote shall not have any liability for such use, even where you claim such use was unauthorized.

Evernote does not authorize the use of Evernote Points to obtain any product, service or other items from any party other than Evernote, and Evernote shall not provide any third party any compensation or items of value on account of any Evernote Points you may provide to such third party. Evernote reserves the right, from time to time, to impose limitations on the use of Evernote Points including, without limitation, the maximum number of Evernote Points used in Points Transactions in any period of time and the maximum number of Evernote Points that may be accumulated in your Evernote Service account.

Evernote reserves the right to carry out the following actions without notice if we determine that any Evernote Points used in a Points Transaction were fraudulently obtained or invalid: (i) setoff the value of all goods, products or services obtained in such Points Transaction against any amounts payable by Evernote to you; (ii) bill to a credit card account registered to your account or invoice you the value of all goods, products or services obtained in such Points Transaction; and/or (iii) pursue any other method of recovery permissible under law. If you receive an invoice for payment from Evernote on account of the use of any invalid Evernote Points, you agree to pay the required amount promptly within 30 days of receiving such invoice. If your Evernote Service account is deactivated or closed, you shall lose all rights relating to the Evernote Points attributed to your account, and you forfeit and waive the right to demand any compensation from Evernote relating to such deactivation or closure.

Changes to Payment Methods and Account Information
You are responsible for ensuring that your account information, including your email address and all payment information (address, debit or credit card number and expiration date), is accurate and up to date. You may change this information at any time. If you’re an Evernote Plus or Premium Account Holder, you may log in to your account through the Evernote website, access your “Account Summary” from the Settings page and make the changes. Evernote Business Customers may change payment information as described in the Evernote Business Agreement.

If you are not the Account Holder but you control the means of payment for a Paid Service account and wish to make any change to the payment method, you must notify us by contacting Customer Support and demonstrating to our satisfaction your control of the payment method used for the Paid Service.

If your credit card expires or the information is otherwise invalid, or you or another party controlling the payment method make changes to your billing account too close in time to when we charge for any Paid Service subscription (so we cannot reasonably act on your changes prior to billing), we will probably not be aware of this, and we will bill the current charges to the card we had on record; the continuation of your Paid Service subscription constitutes your authorization for us to do so, and you remain responsible for any uncollected amounts and any charges incurred by you or us as a result of billing to an invalid card.

Cancellation of a Paid Service Subscription
You may elect to cancel a Paid Service at any time. Any cancellation of a Paid Service will be effective as of the end of the then-current billing period and subject to our Refund Policy, except as described below for an upgrade in Paid Service.

If you wish to upgrade your existing Paid Service subscription to a more expensive level of Paid Service, and if you purchased your current Paid Service directly from Evernote (and not from a reseller or payment processor), Evernote will permit you to cancel your existing Paid Service subscription prior to the end of the subscription term. In that event, Evernote will apply the pro-rated balance of your pre-paid subscription fees towards the initial subscription fee for the new Paid Service, provided that no refund will be provided for any amounts in excess of the initial subscription fee for the upgraded Paid Service. If you have purchased a Paid Service from a reseller or payment processor, you may be required to contact the reseller or payment processor to process your cancellation request, as Evernote may have no ability to process the cancellation for you. Please note that this is the case even where you are upgrading from one Paid Service to a new Paid Service.

If you desire to cancel your subscription for the Evernote Paid service as of the end of the current billing period, you may do so by logging into your account through the Evernote website, accessing your “Account Summary” from the Settings page and choosing “Cancel Subscription.” An Evernote Business account is only terminable according to the terms of your Evernote Business agreement. If you are taking part in any trial period offer that enables you to use a Paid Service without charge, and that trial period converts into a Paid Service upon the expiration of the trial period, you must cancel the Paid Service prior to the end of the trial period in order to avoid incurring the charges for the Paid Service. If you are taking part in any trial period and you use more Evernote Business account seats than the maximum permitted without charge during such trial period, you will be charged for such excess seats.

If you are the authorized legal representative for a deceased or legally incapacitated individual or a legal entity that has been formally dissolved or otherwise ceased to be authorized to act for his, her, or its own account (without opportunity for revival), and you wish to cancel a current Paid Service subscription for such individual or entity, you must notify us according to the requirements in the Terms of Service (under “How Can I Send A Notice to Evernote?”), identify the account in question and request cancellation of the Paid Service. We will cancel the Paid Service subscription if you demonstrate to our satisfaction your legal authority to act and be legally responsible for such individual or entity and your ability to validate the details of the payment method used for such Paid Service.

We may cancel any Paid Service subscription you have purchased if you fail to pay the applicable subscription fees and any applicable taxes in full and in a timely manner according to these Commercial Terms or any agreement with a third-party reseller or payment processor. A failure to pay occurs in any situation where Evernote has not received timely payment, including where any credit card issuer or payer bank refuses to transmit the funds that are then due, or the reseller or payment processor you have contracted with notifies us of your failure to pay. We may, in our discretion, elect not to cancel a Paid Service subscription immediately for non-payment, in which case you will continue to be responsible for the fees due for the duration of the applicable subscription. In addition, if you fail to pay for a Paid Service, we may elect to suspend your rights to use that Paid Service or we may change the type of privileges you have to a non-paid version of the service (e.g., changing from Evernote Premium to Evernote Basic). We will endeavor to provide you notice promptly after any failure to make a payment to us in full and on time, but we are not obligated to do so.

Costs of Collection; Credit Card Chargebacks
In addition to the published fees for a Paid Service, you agree to pay any reasonable costs we incur to collect any unpaid or past due amounts, including reasonable attorneys’ fees and other associated costs. Delinquent payments will bear interest at the rate of 1% per month or the highest rate permitted under applicable law, whichever is less, from the payment due date until paid in full.

If you purchase a Paid Service subscription with a credit card and then subsequently request your credit card issuer to reverse that payment, Evernote is charged a fee that may be a significant multiple of the amount we initially received. Accordingly, in order to enable you to pay relatively minor fees with a credit card, you acknowledge and agree that we reserve the right to suspend your ability to add additional Content to your Evernote service account until such time as you reimburse us the amount of the fee we were charged by the card issuer.

Who Am I Contracting With?
As we describe in our Terms of Service, if you purchase a Paid Service from us you will be entering into a contract with one of several Evernote affiliated companies, based upon your geographical location. Those provisions regarding contracting parties and governing law continue to apply to our contracts for the Evernote Service and if you acquire or redeem an Evernote gift card or Evernote Points (including any Points Transactions). If you elect to pay a third-party reseller or payment processing firm for any Paid Service, the contract regarding your payment will be with such third-party, but such third-party is not authorized to provide you with any contract terms or other assurances that affect Evernote’s obligations relating to our delivery of the Paid Service; our obligations to you are governed by the Terms of Service, Privacy Policy these Commercial Terms and, with respect to Evernote Business, the Evernote Business Agreement.

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Legal Document Updates
Updated on: August 28, 2017 — What’s new »

This Evernote Business Agreement (­this “Agreement”) governs use of the Evernote Business service (the “Evernote Business Service” or “Evernote Business”) by the entity agreeing to these terms (“Customer”). The Evernote Business Service is the version of the Evernote service, as defined in our Terms of Service, designed for businesses, teams, and other organizations.

Customer is one party to this Agreement. If Customer’s headquarters are located in the United States or Canada, then the other party to this Agreement is Evernote Corporation, a Delaware corporation headquartered in California, USA. If Customer’s headquarters are located in Brasil, then the other party to this contract is Evernote do Brasil Serviços de Aplicações Ltda., a company headquartered in São Paulo, Brasil. If Customer’s headquarters are located outside of the United States, Canada and Brasil, then the other party to this Agreement is Evernote GmbH, a wholly-owned subsidiary of Evernote Corporation headquartered in Zurich, Switzerland. (The term “Evernote,” as used in this Agreement, refers to either Evernote Corporation, Evernote Brasil or Evernote GmbH, whichever is the contracting party based on where Customer is headquartered).

An individual (“you”) is required to accept this Agreement on behalf of the Customer as a condition to creating an Evernote Business Account (Customer’s Account). The Agreement is effective as of the date Evernote makes the administrator account (“Administrator Account”) available to that individual acting on behalf of the Customer as the Administrator (the “Effective Date”). By accepting this Agreement, you confirm that you have reviewed the Agreement on behalf of Customer and you are warranting to Evernote that you are authorized to accept and make legally binding this Agreement on behalf of Customer. If you do not have the legal authority to bind such Customer, please do not check the box signifying that you accept the terms of this Agreement.

In addition to the terms and conditions set forth in this Agreement, Customer’s use of the Evernote Business Service is also governed by the then-current terms and conditions governing the use of Evernote’s services (the “Terms of Service”), Evernote’s then-current terms and conditions governing payments (the “Commercial Terms”), and Evernote’s then-current Privacy Policy, each as published at the Evernote website. If there is any conflict between either the Terms of Service or the Commercial Terms and this Agreement, then the terms of this Agreement shall govern with respect to the Evernote Business Service.

1. Use of Evernote Business Service

After successfully completing the account creation process and confirming acceptance of this Agreement, Evernote will enable Customer to access an Administrator Account, which will include a console (“Admin Console”). Customer can perform a number of administrative functions relating to Customer’s Evernote Business Account (“Customer’s Account”) through the Admin Console. These functions include but are not limited to, granting, suspending, or terminating End User access to Customer’s Account and exporting Content from Customer’s Account.

Customer acknowledges that providing an End User access to its Customer’s Account provides that End User with authority to access, create, or share Content in Customer’s Account. (“Content” means the text, images, and other data that has been put into, uploaded to, or stored in the Evernote service.) Customer also acknowledges that while an End User’s access to Customer’s Account has been granted by an Administrator (defined below), that End User may copy, transfer or otherwise export Content from Customer’s Account. The subsequent suspension or termination of an End User’s access to Customer’s Account will prevent the End User from continuing to access such Content in the Customer’s Account, but such suspension or termination of access will not delete or otherwise affect any Content that such End User may have previously copied from or transferred out of the Customer’s Account.

If an End User has a personal Evernote service account that is not associated with Customer’s Account, Customer acknowledges that it does not and will not have any access to, rights in, or control over such End User’s separate Evernote service account.

Customer agrees that its purchases hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written statements made by Evernote regarding future functionality or features.

2. Customer’s Obligations

Customer is responsible for (a) payment of all fees relating to Customer’s Account (“Fees”); (b) administering all End Users’ access to Customer’s Account and its Content through the Admin Console; © maintaining the confidentiality of the password of each Administrator Account; (d) maintaining accurate and current account and contact information for each Administrator Account; and (e) ensuring that any and all use of each Administrator Account complies with this Agreement and applicable laws. Customer may grant administrative privileges to multiple Customer personnel (each, an “Administrator”) and shall be solely responsible for ensuring that it has designated necessary and appropriate individuals as Administrators and for removing administrative privileges from individuals who no longer require administrative privileges. CUSTOMER ACKNOWLEDGES THAT IF NO ACCOUNT ADMINISTRATOR(S) IS/ARE ABLE OR WILLING TO FULFILL SUCH FUNCTION, AND/OR CUSTOMER OTHERWISE FAILS TO MAINTAIN CONTROL OF THE ADMINISTRATOR ACCOUNT(S), CUSTOMER MAY BE UNABLE TO ACCESS OR CONTROL ITS BUSINESS ACCOUNT; IN SUCH EVENT, CUSTOMER SHALL BE SOLELY RESPONSIBLE FOR ALL RESULTING LOSSES, COSTS AND EXPENSES. (See “Administrator Account Recovery” below for additional information.)

Customer acknowledges and agrees that prior to an End User using the Evernote Business Service, Evernote will require each End User to accept Evernote’s Terms of Service, and such Terms of Service will govern each End User’s use of Evernote Business. Customer acknowledges that a violation of the Terms of Service by an End User may result in the termination of such End User’s access to Customer’s Account or termination of Customer’s Account. Customer shall not make any representation, warranty or guaranty for or on behalf of Evernote, or otherwise obligate Evernote in any manner, to any End User.

Customer may establish its own rules for End Users’ access and use of Content in Customer’s Account (“Customer Rules”). Any such Customer Rules shall only affect the relationship between Customer and its End Users. Without limiting the foregoing, Customer is responsible for determining and obtaining any permissions from End Users necessary to enable Customer to perform the administrative functions available through the Admin Console and enforce any Customer Rules. Evernote shall not have any obligation or responsibilities to Customer or any End User with respect thereto, including, without limitation, any responsibility to assist Customer in enforcing any Customer Rules or taking any action that would be inconsistent with the Terms of Service or Privacy Policy.

Customer will prevent unauthorized use of its Evernote Business Account and Content and immediately terminate any unauthorized use of which it becomes aware. Customer will promptly notify Evernote of any unauthorized use of or access to the Evernote service of which it becomes aware.

3. Administrator Account Recovery

If Customer desires to establish a specific authorization process independent of the Administrator Accounts, such as written direction from a corporate officer or other designated representative of Customer, Customer may contact Evernote Customer Support to request agreement on such process (an “Approved Account Recovery Process”). Evernote reserves the right, in its sole discretion, to accept or reject such proposal. If Customer and Evernote have agreed upon an Approved Account Recovery Process, Customer may at any time or from time to time, request assistance using such Approved Account Recovery Process.

If Customer loses access to all Administrator Accounts and has not established an Approved Account Recovery Process, Customer should contact Evernote’s Support Team and request assistance.

If no person has credentials for an Administrator Account (a “Loss of Administration”), then Evernote may, in its sole discretion, determine whether an individual requesting access to an Administrator Account may be provided the credentials necessary to do so on behalf of Customer. In such event, an individual may attempt to demonstrate to Evernote authorization to act on behalf of Customer in regaining access to an Administrator Account by providing proof satisfactory to Evernote. Customer acknowledges and agrees that, in the event of a Loss of Administration, Evernote is empowered and authorized by this Agreement to use its discretion in determining whether to provide Administrator Account credentials to an individual offering proof of authority to act on behalf of Customer, and Customer hereby waives any and all claims against Evernote as a result of, or in any way relating to, such actions. Customer has been made aware of, and understands, the provisions of California Civil Code Section 1542 (“Section 1542”), which provides: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Customer expressly, knowingly and intentionally waives any and all rights, benefits and protections of Section 1542 and of any other state or federal statute or common law principle limiting the scope of a general release.

4. Restrictions

Customer will not, and will ensure that End Users or third parties do not: (a) offer for sale or lease, sell, resell or lease access to the Evernote service through Customer’s Account; (b) attempt to reverse engineer the Evernote service or any software or other component used therein; © use the Evernote Business Service in a manner or under circumstances where use or failure of the Evernote Business Service could lead to death, personal injury or environmental damage; or (d) use the Evernote Business Service in a manner that would violate applicable laws protecting an individual’s privacy rights, health or financial data, including the Health Insurance Portability and Accountability Act of 1996, the Gramm-Leach-Bliley Act and its implementing regulations, the Privacy Rule and the Safeguards Rule or the Dodd-Frank Wall Street Reform and Consumer Protection Act, including the regulations issued thereunder, and as each may be amended from time to time; or (e) attempt to create a substitute or similar service through use of, or access to, the Evernote service or Evernote Business.

5. Third Party Requests

Customer acknowledges and agrees that, as between the parties, it is responsible for responding to a request from a third party for records relating to Customer’s or an End User’s use of, or Content contained within, Customer’s Account (a “Third Party Request”). If Evernote receives a Third Party Request (including but not limited to criminal or civil subpoenas or other legal process requesting Customer or End User information), Evernote will, to the extent allowed by the law and by the terms of the Third Party Request, direct the Third Party to Customer to pursue the Third Party Request. Evernote retains the right to respond to Third Party requests for Customer information where Evernote determines, in its sole discretion, that it is required by law to comply with such a Third Party request.

6. Payment

Customer will be required to select its method of payment when Customer sets up its Evernote Business Account. Administrators and Billing Contacts of Evernote Business accounts may change payment information for Evernote Business Accounts by contacting Evernote Customer Support. Billing Contacts will need to contact Customer Support and demonstrate to Evernote’s satisfaction control of the payment method last used for Customer’s Evernote Business Account to make any changes.

CUSTOMER ACKNOWLEDGES THAT CUSTOMER AND ITS END USERS MAY LOSE ACCESS TO ALL CUSTOMER ACCOUNT CONTENT IN THE EVERNOTE SERVICE IN THE EVENT THAT CUSTOMER FAILS TO PROVIDE TIMELY PAYMENT. Such access will be restored upon receipt of full payment.

All payments under this Agreement are subject to the Commercial Terms.

7. Taxes

Customer is responsible for any taxes, including, without limitation, sales, use, excise, added value, withholding and similar taxes, as well as all customs, duties or governmental impositions, excluding only taxes on Evernote’s net income (collectively, “Taxes”), and Customer will pay Evernote all Fees due hereunder without any reduction for Taxes. If Evernote is obligated to collect or pay Taxes, Evernote will invoice Customer for the Taxes unless Customer provides Evernote with a valid tax exemption certificate, VAT number issued by the appropriate taxing authority and/or other documentation providing evidence that no tax should be charged. If Customer is required by law to withhold any Taxes from its payments to Evernote, Customer must provide Evernote with an official tax receipt or other appropriate documentation to support such payments.

8. Support and Maintenance

Evernote will provide priority business support to Customer’s Administrator and End Users. Customer will, at its own expense, be responsible for providing support to its End Users regarding issues that are particular to their End Users’ access of Customer’s Account (e.g., resetting passwords, suspending accounts, sharing Content, etc.). Customer will use commercially reasonable efforts to resolve any such support issues before escalating them to Evernote.

9. Data Security

Evernote has implemented certain technical and organizational measures designed to prevent accidental loss of and unauthorized access to and use of Content stored in Evernote Business. However, Evernote does not guarantee that unauthorized third parties will be unable to obtain access to Evernote Business, and Customer acknowledges that all Content stored by Customer and its End Users in Evernote Business is done so at Customer’s and its End Users’ own risk. In addition, Customer is responsible for ensuring that it has backed up its Content in the event of any loss of Content stored in Evernote Business. In the event Evernote becomes aware that a third party has accessed without authorization Customer’s Evernote Business account or has obtained without authorization the credentials of an Administrator(s) for Customer’s Evernote Business account, Evernote shall provide prompt notice to Customer’s Administrator(s) of such unauthorized access.

10. Privacy

Our Privacy Policy is published at https://evernote.com/privacy/policy. By using Evernote Business, Customer acknowledges, accepts and agrees with all provisions of the Privacy Policy.

If Customer intends to enable use of the Evernote Business Service by End Users who are minors, Customer shall be responsible for obtaining any necessary parental / guardian or other permissions required under applicable laws prior to enabling such End Users’ access or use of Customer’s Account. Customer must provide parents / guardians with a copy of Evernote’s Privacy Policy when obtaining parental / guardian consent. Customer must keep all consents on file and provide them to Evernote upon request.

11. Confidentiality

Each party undertakes not to disclose to any third party any information obtained from the other party (including, on the part of Evernote, Customer Content and other information provided by Customer to Evernote) that is designated as proprietary or confidential or which, by its nature, is manifestly apparent that it should be regarded as confidential or proprietary (“Confidential Information”), except that Evernote may access, disclose and share such Confidential Information of Customer and its End Users to the extent necessary in order to provide the Evernote Business Services hereunder and as disclosed in the Privacy Policy. Each party agrees that it shall use the same degree of care that it utilizes to protect its own Confidential Information of a similar nature to protect the secrecy of and avoid disclosure or use of Confidential Information in order to prevent it from falling into the public domain or the possession of persons other than those persons authorized under this Agreement to have any such information. The confidentiality obligation in this Section does not apply to such information as the recipient can show has become known to it in a way other than having been provided under this Agreement or from the other party or to information that is in the public domain. Furthermore, Confidential Information may be disclosed insofar as such disclosure is necessary to allow a party to comply with applicable law, with a decision by a court of law or to comply with requests from government agencies or third parties that such party determines require disclosure, but then only after first notifying the other party of the required disclosure, unless such notification is prohibited. The foregoing confidentiality obligation shall apply for so long as the information constitutes Confidential Information.

12. Trademarks

Evernote may, in its sole discretion, allow Customer to upload its logo or other trademarks (together, “Customer Trademarks”) for display in the version of Evernote Business accessed by End Users of Customer’s Account, either in conjunction with Evernote’s trademarks or as a Customer-branded service. Accordingly, Customer hereby grants Evernote a non-exclusive license to display, perform and distribute the Customer Trademarks and to modify (for technical purposes, e.g., making sure trademarks are viewable on mobile devices as well as computers) such trademarks solely in connection with making Evernote Business available to End Users of Customer’s Account.

13. Reservation of Rights

Except as expressly set forth herein and in the Terms of Service, this Agreement does not grant either party any rights, implied or otherwise, to the other’s intellectual property. No title to or ownership of or other right in or to Evernote Business or software provided by Evernote to access Evernote Business (“Evernote Software”) is transferred to Customer under this Agreement.

14. Publicity

Evernote will reference Customer on Evernote’s website and in marketing materials only if Evernote obtains Customer’s written permission.

15. Warranty to Contract

Each party represents and warrants to the other that it has the requisite power and authority under its organizational charter and governing agreements (if any) to enter into this Agreement and perform in accordance with the terms herein. Customer further represents and warrants that the individual who completes the Evernote Business registration process and accepts this Agreement through the Admin Console is authorized to do so on Customer’s behalf.

16. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE EXPRESS WARRANTIES SET FORTH IN SECTION 15 AND THE TERMS OF SERVICE ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. EVERNOTE DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, TO THE MAXIMUM EXTENT OF THE LAW. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY EITHER PARTY HERETO, ITS AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THE WARRANTIES IN THIS AGREEMENT.

NOTWITHSTANDING ANY PROVISION TO THE CONTRARY, EVERNOTE DOES NOT WARRANT THAT THE EVERNOTE SOFTWARE OR EVERNOTE BUSINESS SERVICE WILL MEET ALL REQUIREMENTS OF CUSTOMER OR ANY END USER, OR THAT THE OPERATION OF THE EVERNOTE SOFTWARE OR EVERNOTE BUSINESS SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL DEFECTS IN THE EVERNOTE SOFTWARE AND EVERNOTE BUSINESS SERVICE WILL BE CORRECTED. FURTHER, EVERNOTE IS NOT RESPONSIBLE FOR ANY DEFECT OR ERROR RESULTING FROM THE MODIFICATION, MISUSE OR DAMAGE OF ANY OF THE EVERNOTE SOFTWARE NOT DELIVERED BY EVERNOTE. EVERNOTE DOES NOT WARRANT AND SHALL HAVE NO LIABILITY WITH RESPECT TO THIRD PARTY SOFTWARE OR OTHER NON — EVERNOTE PRODUCTS.

17. Indemnification by Customer

To the maximum extent permitted by applicable law, Customer agrees to indemnify and hold Evernote, its subsidiaries, affiliates, officers, agents, employees, and partners harmless from and against any and all liabilities, damages (actual and consequential), losses and expenses (including legal and other professional fees) arising from or in any way related to (i) any Loss of Administration or (ii) claims (a) made by End Users; or (b) made by any third party relating to Customer’s use of and Customer’s End Users’ use of any of the Evernote Software or Evernote Business in violation of this Agreement, the Terms of Service or applicable laws. In the event of such claim, we will provide notice of the claim, suit or action to Customer using the contact information we have for the account, provided that any failure to deliver such notice to Customer shall not eliminate or reduce Customer’s indemnification obligation hereunder, except to the extent Customer can establish that it was prejudiced by such failure.

18. Limitation of Liability

EXCEPT WITH RESPECT TO (A) CUSTOMER’S BREACH OF SECTION 2 OR 4 AND (B) THE INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 17, (I) NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY LOST PROFITS, PUNITIVE, INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER ARISING IN CONTRACT OR IN TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) ARISING OUT OF OR RELATING TO THIS AGREEMENT AND/OR ITS TERMINATION OR NON-RENEWAL AND (II) EACH PARTY’S AGGREGATE AND CUMULATIVE LIABILITY FOR DAMAGES HEREUNDER SHALL IN NO EVENT EXCEED THE AMOUNT OF FEES PAYABLE BY CUSTOMER TO EVERNOTE UNDER THIS AGREEMENT DURING THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE INITIATION OF ANY CLAIM FOR DAMAGES.

19. Term

Unless Evernote and Customer mutually agree otherwise in a separate written addendum to this Agreement, this Agreement shall be effective upon the Effective Date and shall remain in effect until the end of the subscription period specified in the Admin Console (the “Subscription Period”), unless and until terminated in accordance with the provisions of Section 20.

At the end of the initial Subscription Period, the Subscription Period will automatically renew for an additional Subscription Period, except as set forth below. Customer will pay Evernote the then-current Fees due for the Subscription Period. At any time prior to the end of the initial Subscription Period or any subsequent Subscription Period, Customer may cancel its Evernote Business subscription or reduce the number of End Users with access to Customer’s Account though the Admin Console, which cancellation or reduction shall be effective as of the end of the then-current Subscription Period for the immediately following Subscription Period.

20. Termination and Refunds

Customer may terminate this Agreement at any time by deactivating its Evernote Business Account through the Admin Console. In the event of Customer’s termination, full or partial refunds may be available pursuant to our Refund Policy. In addition, we reserve the right to issue refunds or credits at our sole discretion, or as required by applicable law. If we issue a refund or credit in one instance, we are under no obligation to issue the same refund or credit in the future.

Evernote may terminate this Agreement by providing sixty (60) days written notice to Customer and will refund the prorated portion of any prepaid Fees applicable to the period after the effective date of termination.

In addition, either party may terminate this Agreement in the event the other party commits any breach or default of the material terms of this Agreement, and fails to remedy such breach or default within thirty (30) days after written notice of such breach or default from the non-breaching or non-defaulting party. Notwithstanding the foregoing, (i) either party may terminate this Agreement immediately in the event of a material breach by the other party of its obligations under Section 11 and (ii) Evernote may terminate this Agreement immediately in the event of a material breach by Customer of its obligations under Sections 2 or 4. If Customer terminates this Agreement for breach by Evernote, Customer’s sole and exclusive remedy and the entire liability of Evernote for such breach will be a refund of fees paid by Customer to Evernote under this Agreement.

If Customer: (i) becomes insolvent; (ii) voluntarily files or has filed against it a petition under applicable bankruptcy or insolvency laws which Customer fails to have discharged or terminated within thirty (30) days after filing; (iii) proposes any dissolution, composition or financial reorganization with creditors or if a receiver, trustee, custodian or similar agent is appointed or takes possession with respect to all or substantially all assets or business of Customer; or (iv) Customer makes a general assignment for the benefit of creditors, Evernote may immediately terminate this Agreement by giving a termination notice.

Termination of this Agreement shall, as of the effective date of such termination, terminate Customer’s and its End Users’ access to Customer’s Account and all other rights granted to Customer hereunder; provided, however, that any termination is without prejudice to the enforcement of any undischarged obligations existing at the time of termination. Upon termination by Evernote on less than thirty (30) days’ notice, and unless prohibited by law, Evernote will provide a mechanism for Customer to download or export Content in Customer’s Account within a limited period of time.

The following provisions of this Agreement shall survive the termination of this Agreement: Sections 2–7, 9–13, 16–21.

21. General Terms

a. Entire Agreement. This Agreement, together with the Terms of Service, Commercial Terms, and Privacy Policy constitute the entire agreement between Evernote and Customer with respect to its subject matter, and supersedes all prior and contemporaneous proposals, statements and agreements. Any terms and conditions in a Customer-issued purchase order do not apply to this Agreement and are null and void. In the event any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid or unenforceable for any reason, that provision will be enforced to the maximum extent permissible under applicable law, and the other provisions of this Agreement will remain in full force and effect. The parties further agree that in the event such provision is an essential part of this Agreement, they will negotiate in good faith a replacement provision to replicate the intention of such provision to the maximum extent permitted under applicable law.

b. Notices. Any notice required or permitted to be given hereunder shall be given in writing by personal delivery, by e-mail or by world-recognized courier delivery as follows:

If to Customer: At the email address(es) for the then current Administrator(s) for the account.

If to Evernote Corporation:Evernote Corporation
305 Walnut Street
Redwood City, CA 94063
Attn: General Counsel
With a copy to legalnotice@evernote.com

If to Evernote Brasil:
Evernote Do Brasil Serviços de Aplicações Ltda
Avenida Paulista, no 2.300
Andar Pilotis
Edifício São Luiz Gonzaga
CEP: 01310–300, São Paulo/SP
Attention: Legal Notice
With a copy to legalnotice@evernote.com

If to Evernote GmbH:
Evernote GmbH
Walchestrasse 9
8006 Zurich, Switzerland
Attention: Legal Notice
With a copy to legalnotice@evernote.com

The date upon which such notice is delivered shall be deemed to be the date of such notice, irrespective of the date appearing thereon. A party, through the Admin Console (if Customer) or upon written notice to Customer (if Evernote), may change the addresses, individuals and/or titles to which notices shall be sent.

c. Governing Law. If Customer is headquartered in the United States or Canada, this Agreement shall be governed by and construed as an instrument under seal in accordance with the laws of the State of California (U.S.A.) governing contracts executed and to be performed therein, but without regard to any choice of law provisions. If Customer is headquartered in Brasil, this Agreement shall be governed by and construed as an instrument under seal in accordance with the laws of Brasil governing contracts executed and to be performed therein, but without regard to any choice of law provisions. If Customer is headquartered outside the United States, Canada and Brasil, this Agreement shall be governed by and construed as an instrument under seal in accordance with the laws of the Switzerland governing contracts executed and to be performed therein, but without regard to any choice of law provisions. This Agreement shall not be governed by the provisions of the United Nations Convention on Contracts for the International Sale of Goods.

If Customer is a government or an agency or other unit of government located in the United States (a “US Government Customer”) and the law establishing or otherwise governing such Customer expressly requires Customer to enter into contracts under a particular law and/or prohibits any choice of law provision imposing any law other than the law under which Customer is authorized to act (the “Mandatory Law”), then the preceding paragraph shall not apply with respect to the US Government Customer’s use of the Evernote Business Service while performing in its official government capacity.

If the Mandatory Law applicable to any US Government Customer prohibits such Customer from agreeing to the Arbitration Agreement in the Terms of Service, then the Arbitration Agreement shall not apply to the extent of such prohibition and with respect to use of the Evernote Business Service in its official government capacity.

d. Agreement, Successors and Assigns. The terms and conditions of this Agreement shall inure to the benefit of and be enforceable by each of the parties and their permitted successors and assigns. Except as set forth in the immediately following sentences, neither party shall assign this Agreement or any right or interest under this Agreement, nor delegate any obligation to be performed under this Agreement, without the other party’s prior written consent. This Agreement shall inure to the benefit of, and be binding upon, any legal successor to all or substantially all of the business and assets of either party, where such succession occurs in connection with a merger, sale of assets, corporate restructuring or otherwise by operation of law; and Evernote reserves the right to assign this Agreement to any Evernote affiliate or successor. If Customer desires to request Evernote to consent to an assignment of this Agreement, Customer shall send a formal request for consent by notice to Evernote, and should send a message to Evernote through the Admin Console setting forth details concerning the requested assignment. Any attempted assignment or delegation in contravention of this provision shall be void and ineffective. Customer shall ensure that it provides the then-current passwords for the Administrator Account to any successor or assignee under this Agreement as, notwithstanding any such assignment, Evernote shall not provide any passwords to Customer’s Administrator Account to any party.

e. No Relationship. No agency, partnership, joint venture or employment is created between the parties as a result of this Agreement. Except as specifically provided herein, neither party is authorized to create any obligation, express or implied, on behalf of the other party, nor to exercise any control over the other party’s methods of operation.

f. Force Majeure. If either party is prevented from performing any portion of this Agreement (except the payment of money) by causes beyond its control, including labor disputes, civil commotion, war, governmental regulations or controls, casualty, inability to obtain materials or services or acts of God, such defaulting party will be excused from performance for the period of the delay and for a reasonable time thereafter.

g. Construction. The headings in this Agreement have been inserted for convenience and shall not modify, define or limit the express provisions of this Agreement. All pronouns shall be deemed to refer to the masculine, feminine, neuter, singular or plural as the identity of the person or persons referred to may require. The parties hereto confirm that (i) they each had the opportunity to review this Agreement with legal counsel of their own choosing and (ii) they understand the terms of, and voluntarily and knowingly enter into, this Agreement with the intent of being legally bound by the terms hereof.

h. Waiver and Amendment. Evernote, in its sole discretion, may amend this Agreement at any time, and in such case, Evernote will publish a new version of the Agreement (“Amended Agreement”) on the Evernote Business website with a description of the changes made. In addition, Evernote will provide Customer with advance notice of any material change to the Agreement. Customer’s continued use of Evernote Business after the effectiveness of any update will be deemed to represent Customer’s consent to be bound by, and agreement with, the terms of the Amended Agreement. If the Amended Agreement includes any material adverse changes to Customer’s rights or obligations and Customer does not wish to continue using Evernote Business under the terms of the Amended Agreement, Customer may terminate the Agreement by providing Evernote written notice within thirty (30) days of being notified of the availability of the Amended Agreement. In the event of such termination, our Refund Policy will apply. Otherwise, no waiver, amendment or modification of any provision of this Agreement, and no variance from or addition to the terms and conditions of this Agreement in any purchase order or other written notification, shall be effective unless in writing and agreed to by the parties hereto. No failure or delay by either party in exercising any right, power or remedy under this Agreement shall operate as a waiver of such right, power or remedy. No waiver of any term, condition or default of this Agreement shall be construed as a waiver of any other term, condition or default. This Agreement will not be supplemented or modified by any course of dealing or usage of trade.

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Owners of intellectual property rights that have a good faith belief that Content uploaded into Evernote infringes their copyright, trademark or other intellectual property rights may notify our Compliance team by delivering a completed Notice of Infringement (pdf) or by delivering a written notice to the appropriate address set forth below containing the following information:

(a) Identify the specific copyrighted work, trademark or other intellectual property that you believe has been infringed upon and, if you are asserting infringement of an intellectual property right other than copyright, the intellectual property right at issue (for example, trademark or patent);

(b) Identify the Web page URL(s) within the Service containing the copyrighted work or intellectual property that you claim has been infringed and, if possible, the contact information for the person you believe responsible for the infringing act in connection with that that work. Describe the content on the page(s) you believe infringes upon the work identified in item (a) above, including whether the content is a particular image (and describe it in detail) or written work (including the text of the copyrighted work).

© Include the statement: “I have a good faith belief that use of the materials described above as allegedly infringing is not authorized by the owner of the intellectual property rights therein, its agent or the law.”

(d) Provide your name, mailing address, telephone number and e-mail address.

(e) Provide a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright, trademark or other intellectual property interest that is allegedly infringed.

(f) Provide a signed statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright, trademark or other intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Send the Notice of Infringement or your notice containing the above information to us at one of the following addresses:

In the USA or Canada
Evernote Corporation
305 Walnut Street
Redwood City, CA 94065
Attn: General Counsel
legalnotice AT evernote DOT com

In Brasil
Evernote Do Brasil Servicos De Aplicacoes Ltda
Avenida Paulista, no 2.300
Andar Pilotis
Edifício São Luiz Gonzaga
CEP: 01310–300, São Paulo/SP
Attn: Legal Counsel
legalnotice AT evernote DOT com

Outside the USA, Canada, and Brasil
Evernote GmbH
Walchestrasse 9
8006 Zurich, Switzerland
Attn: Legal Counsel
legalnotice AT evernote DOT com

Please note that we may reproduce any legal notice we receive to send to a third-party for publication and annotation, and we may post your notice in place of any removed Content. We will respond and/or take action on all complete and qualified notices within 48 business hours of receiving your correspondence and reserve the right to communicate with you via email or other means.

Please consider carefully taking an action to initiate a claim, as there are consequences for filing a claim without justification. For example, under United States federal law, you may be liable for any damages, including costs and attorneys’ fees incurred by us or our users if you knowingly materially misrepresent that material or activity is infringing. (See the Federal statute at 17 U.S.C. § 512(f) and two court cases on this subject: Lenz v. Universal and OPG v. Diebold). If you are unsure whether the material you are reporting is in fact infringing, you may wish to contact an attorney before filing a notification with us.

Although we require a Notice of Infringement to be in writing, you may also contact us with any concerns you have or problems you are having sending a Notice at the telephone number below:

In the USA or Canada
Evernote Corporation`
650.41.NOTES (650.416.6837)

In Brasil
Evernote do Brasil Serviços de Aplicações Ltda.
650.41.NOTES (650.416.6837)

Outside the USA, Canada, and Brasil
Evernote GmbH
+1.650.41.NOTES (650.416.6837)

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Effective Date: August 28, 2017 — What’s new »

The Evernote team works hard to provide you with a service that makes you happier and more productive. We strive to give you a great experience by offering essential apps, making sure that your data is protected and being fully transparent about our data handling practices. In return, we ask that you respect the Evernote Service and other users, and follow these rules about what not to do when you’re using the Service. Please remember that when you agreed to our Terms of Service (including these Guidelines), you agreed that you are responsible for any and all conduct and Content under your account.

You agree that when you use the Service:

You Won’t Use Evernote to Back Up Your Hard Drive or Do Other Things It’s Not Intended For. Evernote is designed and built around a core set of productivity-enhancing use cases. Things like note taking, web clipping, image capture, task management, collaboration and discussion, and sharing documents — the core activities that support the modern way we work together (otherwise known as “Intended Uses”). Evernote is not designed for cloud backup, file synchronization, or file storage/archiving (“Unsupported Uses”). Examples of Unsupported Uses include systematically backing up a hard drive, storing a media library, automatically archiving emails or files, or maintaining large quantities of files for storage-only purposes. Using Evernote for these purposes may result in you and/or other users having a significantly degraded Evernote experience. The quality of your Evernote experience depends on using Evernote for its Intended Uses.
You Won’t Use Evernote for Anything Illegal or Promote Illegal Activities. So don’t do things like post instructions on how to assemble bombs; promote harm to any person, group of people (or animals, for that matter), or any governmental or legal entity; or stalk or harass anyone. This also means don’t violate laws or regulations applicable to you or the use of the Service. You, and not Evernote, are responsible for complying with any laws or regulations applicable to the data in your account.
You Won’t Violate Our Users’ Rights. Don’t invade another’s privacy, and don’t use someone’s personal data for commercial purposes or in some other manner that violates their rights or applicable laws. This also means you shouldn’t upload, post or otherwise transmit any Content that you don’t have a right to transmit under any law or under contractual or fiduciary relationships (e.g., inside information, confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
You Won’t Annoy or Scam Our Users. Don’t upload, post or otherwise transmit any unsolicited or unauthorized advertising or promotional materials. So no spam, no pyramid schemes, and definitely no “I got kidnapped and need you to wire me $1,000” schemes. Don’t try to solicit users’ passwords or personal information. This also means no engaging in commercial activities within the Service or on behalf of Evernote without our prior approval (e.g., displaying a banner designed to profit you or any other business or organization or displaying banners for services that provide cash or cash-equivalent prizes to users in exchange for hyperlinks to their web sites). And don’t use the Service as a forwarding means to another website.
You Won’t Send Unwanted Messages. Evernote’s Collaboration Features (those features that allow Evernote users to share or collaborate on Content) are intended to enable you to interact and share with people you know and/or who are part of your organization. Do not send unsolicited messages to anyone who does not share this kind of connection with you. And when you want to send a message to someone who does not yet have an Evernote account, never use Evernote to send an email, SMS, or other type of message to that person unless you are certain that the recipient wants to receive this type of message from you.
You Won’t Violate IP Rights. Don’t upload, post or transmit Content that infringes the copyright, trademark or other intellectual property or proprietary rights of another party. And don’t take any action that would be in violation of Evernote’s Trademark Brand Guidelines and Usage Requirements.
You Won’t Mess With Our Service. Don’t ruin this for everyone. Don’t upload, promote or distribute software viruses or any other kind of computer code, files or programs that attempt to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Don’t interfere with our servers or networks connected to the Service, or with the services and networks of the Service Providers whose services we use to help deliver the Service. Don’t try to disguise the origin of any Content transmitted through the Service. Unless Evernote has given you its prior approval, don’t access or attempt to access the Service by any means other than through the interface provided by Evernote (including through the use of scripts, web crawlers or the like). And don’t use the Service in a manner that could lead to the interruption of access to the Service for others.
You Won’t Attempt to Copy or Resell Our Service. Don’t try to reproduce Evernote or otherwise try to exploit any part of, use of or access to the Service. Don’t advertise for sale or resell Evernote Paid Services without Evernote’s prior authorization. This also means you won’t attempt to fraudulently acquire Evernote Points or distribute such Points. Evernote reserves the right to cancel Evernote Points that we believe were acquired in bad faith or with the intent of defrauding Evernote.
You Won’t Pretend to Be Someone You’re Not. Just be yourself. In particular, don’t pretend to work at or be affiliated with Evernote if that’s not true.
You Won’t Exceed the Scope of Your Authorized Use. Don’t access or use features that you don’t have a right to use; don’t mess around with other users’ Content if they haven’t given you permission to do so.
You Won’t Use Shared or Public Notebooks to Post Objectionable Content. Don’t upload, publish or display Content that contains nudity, sexually graphic material or material that is otherwise deemed explicit by Evernote; that Evernote deems threatening, abusive, harassing, defamatory, libelous, obscene, invasive, hateful or racially, ethnically or otherwise objectionable; or that Evernote determines conflicts with your obligations under applicable local law or these User Guidelines.
While we hope that all users of the Evernote service comply with these Guidelines, we must caution you that, notwithstanding these Guidelines and the requirements in our Terms of Service, you may be exposed to offensive, indecent or objectionable Content when using the Service. We expect that you understand this and, accordingly, you use the Service at your own risk.

If you encounter any of the prohibited uses listed above, or any other objectionable content, you may contact us at compliance@evernote.com.

Thanks for helping to make Evernote a great experience for everyone!

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The following information is provided for law enforcement or other government entities seeking information about users of the Evernote Service. Criminal defense or civil litigants seeking information about users of the Evernote Service should contact Evernote at complianceteam@evernote.com. All other requests for information regarding the Evernote Service, including user questions regarding notes and user information, should be directed to our Customer Support team.

The Evernote Service
The Evernote Service and related software applications allow users to create and save content in notes and notebooks, which may be retained as private or shared with one or more individuals, including via shared notebooks, email or posting to social media sites. The Evernote Service is offered by California-based Evernote Corporation and its subsidiaries. All user information is processed and stored by Evernote Corporation in California.

Information Available from Evernote
Evernote collects user information in accordance with our Terms of Service, Privacy Policy and any applicable Separate Agreement(s) (as defined in our Terms of Service). While the Evernote Service collects some non-content information about users and their use of our Service, the vast majority of data that we hold is content users create and store in their own accounts as notes. Users can access this content as long as their accounts are active. We use the term “User Information” to refer to both the content in users’ accounts as well as the records we maintain about Evernote Service users.

Evernote User Notification Policy
Evernote has a policy of notifying a user when we receive legal process from a third party requesting that user’s data, except in the following circumstances:

where providing notice is prohibited by the legal process itself, by court order we receive, or by applicable law; or
where, based on information supplied by law enforcement, we, in our sole discretion, believe: (a) that providing notice could create a risk of injury or death to an identifiable individual or group of individuals, or (b) that the case involves potential harm to minors.
Requests from US Law Enforcement
All law enforcement or governmental requests for User Information should be directed to Evernote Corporation located in Redwood City, California. Evernote Corporation will respond to valid, properly served legal process to the extent permitted by our Terms of Service , Privacy Policy , and US law, including the Stored Communications Act (“SCA”), 18 USC § 2701–2712. Specifically:

A valid trial, grand jury or administrative subpoena is required to compel the disclosure of basic subscriber records (defined in 18 USC § 2703(c)(2)).
A court order issued pursuant to 18 USC § 2703(d) is required to compel the disclosure of additional subscriber records or transactional information pertaining to an account, not including contents of communications.
A search warrant issued under the procedures described in the US Federal Rules of Criminal Procedure (or equivalent state warrant procedures) is required to compel the disclosure of any account contents.
Requests from Non-US Law Enforcement
We may disclose account records in accordance with our Terms of Service, Privacy Policy and applicable law, and we may require the use of diplomatic processes such as Mutual Legal Assistance Treaty requests through the U.S. Department of Justice in order to compel the disclosure of User Information. Please note that US law prohibits the disclosure of user content to non-US law enforcement entities absent explicit user consent.

Form of Law Enforcement Requests for User Information
Law enforcement agencies or other governmental entities may deliver legal process by email, fax, courier or mail to:

Evernote Corporation
305 Walnut Street
Redwood City, California 94063 USA
Attention — Legal Compliance Team
Email: complianceteam@evernote.com

All requests must be sent on official government/law enforcement letterhead and must include the following:

Name of the issuing authority
Badge/ID number of responsible agent
Contact email address from a law enforcement domain
Direct contact telephone number
Evernote Service Username or email address associated with the Evernote Service account (Evernote is unable to comply with legal process requesting information solely using a user’s proper name)
In addition, all requests must identify the requested User Information with particularity and include a statement indicating the relevancy of the Evernote User Information to the ongoing investigation.

Please note that for governmental entities or law enforcement communications by email, Evernote will only respond to emails from law enforcement email domains.

Emergency Requests
In the event of an emergency involving the danger of death or serious physical injury to a person, law enforcement agents may make an emergency disclosure request by emailing this form to complianceteam@evernote.com with the subject: Emergency Disclosure Request.

Users or non-law enforcement third parties aware of an emergency situation should not contact us at this email address but instead should immediately and directly contact local law enforcement officials. Other urgent communications may be directed to the Evernote Support team.

Cost Reimbursement
Evernote may seek reimbursement for costs associated with responding to requests for User Information, as permitted by US law (18 USC § 2706). We may waive these fees in our discretion, including, for example, in cases involving potential harm to minors and emergency requests.

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Updated on August 28, 2017 — What’s new »

What Are Cookies?
Cookies are small data files that a website you visit may save on your hard drive. They usually include an anonymous unique identifier. A cookie cannot retrieve any other data from your hard drive or pass on computer viruses.

What Cookies and Similar Technologies Does Evernote Use?
Evernote uses cookies and similar technologies to assist with functions such as user authentication, remembering user preferences, understanding how users use our Service, and managing and tracking the effectiveness of our marketing efforts. We also may include tracking pixels, which are small graphic images, in our email messages and newsletters to determine whether the messages were opened and if the links were clicked. In some cases, as outlined below, third parties may also get the opportunity to set cookies.

We describe in this document the cookies and similar technologies found on our Service. Please check back here periodically, as we may update this information from time to time.

Functional Cookies
Functional cookies are necessary to enable portions of the Service and its features to work as intended. For example, we use cookies to help recognize and remember you when you are logged into the Service so we can maintain your settings and preferences, such as your language and region or your logged-in state. These cookies also may help us provide services you have asked for, such as watching a video or commenting on our user forum. These cookies do not track your browsing activity on non-Evernote websites.

You may disable any of these functional cookies as described below; but if you do, various functions of the Service may be unavailable to you or may not work as intended.

Analytics
We use cookies and similar tracking technologies to help us understand how you use our website, our mobile applications, our desktop clients, our browser extension products (such as Evernote Web Clipper), and our Save to Evernote button. By providing us with information about how you interact with our Service, these tools help us learn how to make the Evernote experience even better and customize our communications with you. On our website, for example, these technologies can tell us things like how you arrived at the site, if you have visited the site before, how long you stay on the site, and which pages you visit. They also provide us with general information about where in the world you may be located.The following analytics technologies are in use:

Google Analytics. To learn more about Google Analytics and your privacy, visit the “How Google uses data when you use our partners’ sites or apps” page at www.google.com/policies/privacy/partners/. To opt out of being tracked by Google Analytics when using our website, visit http://tools.google.com/dlpage/gaoptout.
Branch.io. To learn more about Branch.io and your privacy, visit https://branch.io/policies/#privacy. To opt out of being tracked by Branch.io on your mobile device(s), visit https://branch.io/policies/#opt-out.
Hotjar. To learn more about Hotjar and your privacy, visit https://www.hotjar.com/privacy. You can opt out of such tracking at any time by using a “Do Not Track” header. You can read more about how to do that by visiting https://www.hotjar.com/opt-out.
Chartbeat. To learn more about Chartbeat and your privacy, visit http://chartbeat.com/privacy/.
Rocketfuel.com. To learn more about Rocketfuel and your privacy, visit the “Privacy Policy for Web Surfers” page at https://rocketfuel.com/privacy/. To opt out of being tracked by Rocketfuel when using our website, visit https://rocketfuel.com/opt-out/.
Finally, we may use marketing automation services, such as Salesforce Marketing Cloud. Such services use cookies to provide us with information on how you interact with our website and marketing emails to help us refine our marketing efforts and provide more relevant information to you.

Advertising
We collect a unique ad tracking identifier (the Advertising Identifier or “IDFA” on Apple devices and the Google Advertising ID or “AID” on Android devices) from your device. These identifiers are unique to your device, but you can reset them or limit their use through your device settings, as described below. These identifiers do not contain your name or email address. We use these ad tracking identifiers together with our analytics technologies in order to inform our targeted advertising initiatives.

We contract with third-party advertising networks that use cookies and similar technologies to collect information about your visits to and actions on certain pages of Evernote.com, your use of the Evernote applications, and whether you open certain emails we send you. We do this in order to serve advertisements for relevant Evernote products and services to you later, such as when you are on certain third-party sites, and to measure the performance of our messages. We do not share your personal information (i.e., your name or email address) or Content with a third party as part of this process. You may opt out of these targeting and advertising cookies at any time by visiting the Network Advertising initiative opt-out page, where you can select to opt out of some or all third-party advertising networks.

Social Media Features
Our website uses social media features (“Social Features”) provided by companies and services such as Facebook, Twitter, Google+, YouTube, LinkedIn and others (depending on what country you’re in) to enable you to share information with these channels. The Social Features are identified on our website by our display of the companies’ logos. These cookies are owned and controlled by third parties, and therefore the third parties — and not Evernote — are responsible for their use. As such, we can’t guarantee that we have listed every cookie you might get from a third party since a third party could change these cookies at any time as their needs change.

When you visit a page on the Evernote website that contains Social Features, your browser establishes a direct connection to the applicable social network’s servers. The Social Features inform the social networks what pages you have accessed on Evernote’s site, and, if you are logged into the social network, your visit may be logged to your account on that service. For example, if you click the Facebook “Like” button, that information is transmitted from your browser directly to Facebook and stored by them. Even if you are not logged into the social network, and do not click on a Social Feature on the Evernote site, there is still a possibility that a Social Feature can transmit your IP address and cookie information to the operator of the social network. We will not transmit information regarding your account contents to such social networks.

For information on the purpose and scope of data processing by a social network, as well as your options for protecting your privacy, please review the appropriate social network’s privacy policy. For your convenience, below are links to the most commonly used Social Features you’ll see on the Evernote site.

Facebook: https://www.facebook.com/about/privacy
Google+ and YouTube: http://www.google.com/policies/privacy
Twitter: http://twitter.com/privacy
LinkedIn: http://www.linkedin.com/static?key=privacy_policy
An additional Social Feature on our Russian-language site is VK, and an additional Social Feature on our Japanese-language site is Hatena.

How Do I Turn Off Cookies or Similar Technologies?
You can configure your browser to accept cookies, reject cookies, or notify you when a cookie is being used. However, if you configure your browser to reject cookies, you may not be able to use Evernote products or services that require you to sign in or take advantage of all the features of the Evernote service. In addition, information at the links we’ve provided in this document can help you disable specific cookies related to website performance and marketing.

You can configure your mobile operating system to limit or prevent the use or tracking of mobile identifiers such as IDFA and AID by toggling the relevant settings on your mobile device’s settings menu. Mobile identifiers are commonly used to recognize mobile devices in order to enhance user experiences, so disabling mobile identifier tracking may cause unintended errors during your use of Evernote mobile applications.

If you do not want to receive tracking pixels in emails we send you, you will need to disable HTML images in your email client, but that may affect your ability to view images in other email that you receive.

Please visit one of the following resources to learn more about how you can control your cookie settings and ad choices:

https://tools.google.com/dlpage/gaoptout
http://www.networkadvertising.org/managing/opt_out.asp
http://optout.aboutads.info/
http://www.youronlinechoices.com/uk/your-ad-choice
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2017 Transparency Report
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Evernote has always been open about how we protect our users’ data. Our commitment to openness and transparency includes helping our users understand how we respond to third-party requests for account information.

This Transparency Report details — to the extent that we are legally permitted to do so — the number and type of requests for user information that we received in 2017. For criminal and civil requests, we have also provided the number of requests to which we responded by disclosing user data. Such transparency is not permitted for national security requests, but we are able to provide, in bands, the number of customer selectors targeted in the national security process we receive.

CRIMINAL AND CIVIL
DEMANDS FOR DATA NUMBER
RECEIVED RESPONDED
WITH DATA
Criminal requests from US governmental agencies1 8 5
Criminal requests from foreign government agencies 1 0
Other third-party legal requests for user information 2 0
NUMBER OF NSL AND FISA
PROCESS RECEIVED NUMBER OF CUSTOMER
SELECTORS TARGETED UNDER
NSL AND FISA PROCESS RECEIVED
US government national security requests2 0–250 0–250
As outlined in our Information for Authorities page, we require requests for user information to meet minimum criteria in order to be considered.

We carefully scrutinize each request for user information we receive and respond as narrowly as possible under the law and in accordance with our Terms of Service and Privacy Policy. In many cases, including national security requests, we do not provide all of the information requested by the legal process. We also require a search warrant before considering the disclosure of the contents of an Evernote account in response to a US criminal request from a US government agency. And we do not provide the contents of users’ accounts to foreign government agencies unless we have a user’s consent, in accordance with US law.

In addition, we have a policy of notifying a user when we receive a legal request for information related to their Evernote account, except in very limited circumstances, as explained on our Information for Authorities page.

Evernote is a member of Reform Government Surveillance and the Digital Due Process Coalition. We support efforts to reform practices and laws regulating government surveillance of individuals and access to their information.

Transparency Report for 2013

Transparency Report for 2014

Transparency Report for 2015

Transparency Report for 2016

1This includes federal agencies like the Federal Bureau of Investigation, as well as state or local law enforcement agencies.

2Currently, the US government does not permit us to disclose the exact number of national security requests received, nor are we permitted to distinguish the number of National Security Letters (“NSLs”) received from other types of national security information requests (such as search warrants pursuant to the Foreign Intelligence Surveillance Act (“FISA process”)), unless we do so in bands of 1000. We think this restriction decreases transparency and especially harms companies like us that receive no or very few national security requests. If we want to report in smaller bands, we are required to group all types of national security requests together in a range from 0 to 250 as we have done above. We strongly support greater transparency regarding national security requests.

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Updated on March 1, 2013

There are many ways to access your Evernote account, including using applications published by Evernote as well as applications published by third party developers (“Third Party Applications”). This document will help you understand how such Third Party Applications access your Evernote account.

To start, it is important to note a Third Party Application needs your express permission in order to access your account. Evernote will not transfer your email address to a Third Party Application without your permission, and will never transfer your password to any Third Party Application.

Most Third Party Applications use a process called “OAuth” to obtain permission to access your account. The OAuth process allows you to authorize Evernote to give a specified Third Party Application a token which in turn allows the Third Party Application to access your account without needing your Evernote username and password.

Here’s how OAuth works: When the Third Party Application needs to access your Evernote account, it will direct you to Evernote’s servers, where you will be prompted to log into your Evernote account with your Evernote username and password. This means that you are signing into your Evernote account on the Evernote system — you are not giving the Third Party Application your Evernote credentials. Then you will be shown the application’s name, the period of time for which it will have access to your account and the permissions it will have to access your Evernote account. Next, you will be asked to authorize the application to access your account.

If you click the “Decline” button on this page, you deny the application permission to access your Evernote account. If you click the “Authorize” button, you grant the application permission to access your Evernote account. The application’s access will expire after the period of time indicated; and you can reduce the amount of time that the application will have access to your Evernote account by clicking on the “change” link next to the indicated time period. After the permission expires, the application will be unable to access your Evernote account until you reauthorize access by going through the OAuth process again.

If you have previously authorized the same application — by using the same mobile application on multiple devices, for example — you will be presented with the options to “Re-authorize” or “Revoke Access” instead of “Authorize” or “Decline”. If you click the “Re-authorize” button, you are re-authorizing the application’s permission to access your Evernote account for another period of time as indicated. If you click the “Revoke Access” button, you are revoking the application’s existing access to your Evernote account on all devices. The application will immediately lose access to your Evernote account.

You can view a list of applications that currently have access to your Evernote account using OAuth by visiting https://www.evernote.com/AuthorizedServices.action. From this page you may also revoke access to individual applications.

The individual permissions listed on the OAuth page indicate the type of access that an application will have to your account, as well as specifying the specific permissions that an application will not have. These permissions are described in detail below, but note that not all applications will request each of the permissions listed here:

Create notes, notebooks and tags. The application will be able to create new notes in your account, create new notebooks in your account, create new tags in your account and create new saved searches in your account.
Update notes, notebooks and tags. The application will be able to modify existing notes in your account, including moving notes to the trash. The application will not be able to permanently delete notes from your account (that is, empty the trash). The application will be able to modify existing notebooks in your account (e.g., rename a notebook or add it to a stack); existing tags in your account (e.g., rename the tag); and existing saved searches in your account (e.g., change the saved search query).
List notebooks and tags. The application will be able to obtain a list of the existing notebooks in your account, including the names of the notebooks and the names of the stacks that they are in. It also will be able to obtain a list of the existing tags in your account, including the names of the tags, and obtain a list of the existing saved searches in your account, including the names of the searches and the corresponding search queries.
Retrieve notes. The application will be able to read the content of existing notes in your account, including the note title, body and attachments, and other note attributes such as location information, if available.
Delete notebooks and tags. The application will be able to permanently delete existing notebooks from your account. Notes in these notebooks will be moved to the trash, but will not be permanently deleted (that is, the trash will not be emptied). The application also will be able to permanently delete existing tags from your account. Notes that were tagged with the deleted tag will be modified to remove the tag, but will not themselves be moved to the trash or permanently deleted. In addition, the application will be able to permanently delete existing saved searches from your account.
Permanently delete notes. The application will be able to permanently delete existing notes from your account (that is, empty the trash).
Access account information. The application will be able to read information about your Evernote account such as the email address that you used to register for Evernote. Third party applications that authenticate using OAuth do not request this permission.
NOTE: Applications with permission to both “Create notes, notebooks and tags” and “Update notes, notebooks and tags” will have the ability to share existing notebooks from your account using Evernote’s “shared notebook” feature. They will also have the ability to make existing notes and notebooks publicly accessible.

Some applications, including some published by Evernote, as well as some published by third party developers, do not use OAuth. Instead, these Third Party Applications prompt you to provide your Evernote username and password and use them to authenticate to Evernote. By providing your Evernote username and password to an application, you are granting it permission to access your Evernote account. Once you have provided your Evernote username and password to an application, it may store those values and use them to access your Evernote account. Such applications must provide a button or link for you to log out of Evernote. When you log out, the application is no longer able to access your account. You may also cut off an application’s access to your Evernote account by logging into Evernote from our website and changing your Evernote password. You may change your password at any time by visiting https://www.evernote.com/secure/SecuritySettings.action

When you provide your Evernote username and password to an application directly, please note that the application will be able to store this information as well as the email address that you used to register your Evernote account.

Regardless of how you authorize access, no Third Party Application will have access to your credit card or other payment information. In addition, neither Evernote nor any Third Party Application are able to decrypt encrypted portions of your notes unless you provide your encryption password to that application directly. Evernote neither stores not distributes your encryption password.

Finally, remember that if you believe that your Evernote account may have been accessed without your permission, you should immediately change your Evernote password as described above. Once you have changed your password, you should revoke the access of any application that you do not recognize or explicitly trust as described above. For additional help, please contact our Customer Support team.

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