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Limnen — Terms of Service

Effective Date: [DATE] · Version: Beta v1.0 · Availability: United States only

These Terms of Service (the "Terms") are a binding agreement between you and Manoli Studio Lab, Inc., a Delaware corporation doing business as Limnen ("Limnen," "we," "us," or "our"). They govern your access to and use of the Limnen website at limnen.co, our applications, and the products, features, and services we provide (together, the "Service").

Limnen is currently in Beta and is offered in the United States only. Please read these Terms carefully. Section 18 contains a binding arbitration provision and a class-action waiver that affect your legal rights, including a right to opt out.

By creating an account, checking the box to accept these Terms, or otherwise accessing or using the Service, you agree to these Terms. If you do not agree, you may not use the Service.

#1. Acceptance and Eligibility

You must be at least 18 years old to use the Service, and you represent that you are. The Service is not directed to anyone under 18. The Service is currently offered only in the United States and intended for U.S. residents. By using it, you represent that you are accessing it from, and reside in, the United States. If you accept these Terms on behalf of an organization, you represent that you have authority to bind it, and "you" refers to that organization.

#2. Definitions

  • "Account" means your registered Limnen account.
  • "User Content" means anything you create, upload, or store through the Service, including screenplays and other writing, notes, comments, and Sources.
  • "Sources" means files and materials you upload or link for research and analysis, including scripts, books, documents, images, video, and web links.
  • "Inputs" / "Outputs" mean content you submit to, and responses you receive from, the AI Features.
  • "AI Features" means features that use artificial intelligence, including analysis, summarization, coverage, and drafting assistance.
  • "Platform AI" means AI Features powered by AI providers we engage on your behalf.
  • "BYO-AI Key" means an AI provider API key you supply to use AI Features through your own provider account.
  • "Collaboration" means features that let you share a project with others in roles such as Owner, Lead, Writer, Producer, and Reader.
  • "Beta" means the current beta/early-access period for the Service.

#3. Your Account

To use the Service you must create an Account, which you may do using a supported sign-in provider (such as Google). You agree to provide accurate, current, and complete information and to keep it up to date. You are responsible for all activity under your Account and for keeping your credentials secure; you may not share your Account or credentials. Notify us promptly at support@limnen.co if you suspect unauthorized use. You may close your Account at any time as described in Section 14.

#4. License to Use the Service

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your own creative and professional purposes. You may not copy, modify, distribute, sell, or lease any part of the Service; reverse engineer it; access it through automated means; or use the Service or any Output to develop or train a competing product or AI model. We own and retain all rights in the Service; these Terms grant you no rights in it other than this license.

#5. Beta Service

The Service is currently offered as a Beta. You understand and agree that during the Beta:

  • The Service is provided for early use "as is" and "as available," may contain errors, and may change at any time. Features may be added, modified, or removed.
  • We provide no service-level or uptime commitment, and the Service may be interrupted.
  • We may, where reasonably necessary, modify, suspend, reset, or delete data or accounts. We will make commercially reasonable efforts to avoid data loss and to give you advance notice and an opportunity to export your User Content. Keep your own backups of important work.
  • The Service is offered free of charge during the Beta (see Section 12).
  • We welcome your feedback. If you give us feedback or suggestions, you grant us a perpetual, worldwide, royalty-free license to use it without obligation or compensation to you.

#6. Your Content and Intellectual Property

You own your User Content. We claim no ownership of it. As between you and us, you retain all right, title, and interest in your User Content, including your screenplays and other creative work.

To operate the Service for you, you grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, reproduce, back up, display, and process your User Content solely as needed to provide, maintain, secure, and improve the Service for you, and to share it with collaborators you invite, at your direction. This license exists only to run the Service; it does not permit us to sell your User Content, use it for advertising, or, except as Section 7 describes, use it to train AI models. The license ends when you delete the relevant User Content or close your Account, subject to the backup and legal-retention periods in our Privacy Policy.

To the extent we hold any rights in Outputs generated for you through the AI Features, we assign those rights to you, subject to your compliance with these Terms.

#7. AI Features

Limnen's AI Features analyze, summarize, structure, and assist your work. They are not designed to author screenplay content on your behalf — your script is yours.

How AI Features process your content. When you use Platform AI, your Inputs (which may include parts of your User Content) are transmitted to AI providers we engage to generate Outputs. We currently use Anthropic for generation and OpenAI for the text embeddings that power retrieval; this applies to all users of Platform AI. We may update our providers and will keep the list current in our Privacy Policy.

We do not train on your content. Limnen does not train or fine-tune any AI model on your User Content, Inputs, or Outputs. The AI providers we engage process your content under their commercial/API terms, which do not use your content to train their models and retain it only briefly for abuse monitoring. We do not sell your content.

Bring-your-own AI key (BYO-AI). If you supply a BYO-AI Key (for example for Anthropic, OpenAI, or Google Gemini), your Inputs and Outputs are processed through your own account with that provider, under that provider's terms and privacy policy, and Limnen acts only to relay your content. We are not responsible for the data practices of any third-party AI provider. Free provider tiers may offer weaker protections; review your provider's terms.

Accuracy. AI Outputs may be inaccurate, incomplete, or unsuitable for your purpose, even when they appear confident. You are responsible for reviewing Outputs before relying on or sharing them. The Service's analytics and AI Features do not constitute professional, legal, or financial advice.

#8. Sources and Your Responsibility for Uploaded Material

The Service lets you upload or link Sources — scripts, books, documents, images, video, and links — to support your research and creative process. You are solely responsible for the Sources you provide and for how you obtained them. By uploading or linking a Source, you represent and warrant that you own it or have all rights, licenses, and permissions necessary to upload, store, and use it through the Service, and that doing so infringes no third party's intellectual property, privacy, or other rights. Limnen provides software to organize and analyze material you bring; it does not grant you rights in third-party material.

#9. Acceptable Use

You agree not to use the Service to: violate any law or infringe anyone's intellectual property, privacy, or publicity rights; upload, generate, or share content that is unlawful, defamatory, harassing, hateful, or that exploits or endangers minors in any way, including any sexualization of minors; upload malware or attempt unauthorized access to the Service, other accounts, or connected systems; access the Service through automated means or scrape it; interfere with the Service or others' use of it; use the Service or any Output to build or train a competing product or model, or to resell the Service; or misrepresent your identity or affiliation. We may investigate violations and remove content or suspend or terminate Accounts (Section 14).

#10. Collaboration and Shared Projects

The Service lets a project Owner invite others to collaborate in defined roles, each with different permissions. The Owner controls the project, its sharing, and its invitations. If you invite collaborators, you are responsible for ensuring you have the right to share the relevant User Content with them, and for the conduct of users you invite to the extent of the access you grant. Content collaborators contribute (such as comments and notes) belongs to its author as User Content, licensed to us under Section 6 to operate the Service. An Account with owned shared projects must transfer or resolve them before deletion so shared projects are not orphaned (Section 14).

#11. Copyright and DMCA

We respect intellectual property rights and respond to notices of alleged copyright infringement under the U.S. Digital Millennium Copyright Act ("DMCA"), and we maintain a policy of terminating, in appropriate circumstances, the Accounts of repeat infringers. To submit a copyright infringement notice or counter-notification, contact our designated agent at dmca@limnen.co; our full Copyright / DMCA Policy and notice procedure will be published at limnen.co/dmca. We may remove or disable access to material we believe in good faith to be infringing.

#12. Fees

The Service is free of charge during the Beta. We do not collect payment information and will not charge you during the Beta. Paid subscriptions will be introduced when the Service reaches General Availability. Before any charge, we will present the applicable plans, prices, automatic-renewal terms, and refund terms, and obtain your affirmative consent. Nothing in these Terms authorizes any charge to you during the Beta.

#13. Third-Party Services

The Service relies on, and may let you connect to, third-party services (for example AI providers and Google for sign-in, plus our hosting and email providers). We do not control and are not responsible for third-party services; your use of them is subject to their own terms and privacy policies. Our Privacy Policy lists the providers we use.

#14. Term, Termination, and Your Data on Exit

These Terms apply while you use the Service. You may stop using the Service and close your Account at any time from your settings; if you own shared projects, you must transfer or resolve their ownership first. We may suspend or terminate your access if we reasonably believe you have violated these Terms, if required by law, or to protect the Service or others. Where practical, we will give notice.

Your data on exit. When you close your Account, we make your User Content available for export for thirty (30) days, after which we delete it from the live Service. Residual copies may persist in routine backups until they cycle out (generally within 30 days), and we may retain limited information where required by law. See our Privacy Policy. Sections 6 (as to the license already granted), 8, 9, 11, and 15–20 survive termination.

#15. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE, INCLUDING ALL AI FEATURES AND OUTPUTS, IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THIS IS A BETA SERVICE AND MAY BE INCOMPLETE OR CHANGE AT ANY TIME. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT OUTPUTS WILL BE ACCURATE, OR THAT YOUR CONTENT WILL ALWAYS BE AVAILABLE OR FREE FROM LOSS. WE DO NOT GUARANTEE ANY CREATIVE, COMMERCIAL, OR PROFESSIONAL OUTCOME, INCLUDING THAT ANY SCRIPT WILL BE SOLD, PRODUCED, PLACED, REPRESENTED, OR RECOGNIZED. SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY EXCLUSIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

#16. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, LIMNEN AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, GOODWILL, OR CONTENT, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS ($100). THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME MAY NOT APPLY TO YOU.

#17. Indemnification

You will indemnify and hold harmless Limnen and its affiliates, officers, and employees from any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: your User Content or Sources; your use of the Service; your violation of these Terms; or your violation of any law or third-party right. We may assume the exclusive defense of any matter subject to indemnification by you, and you agree to cooperate.

#18. Governing Law; Dispute Resolution; Arbitration

These Terms are governed by the laws of the State of California, without regard to conflict-of-laws rules.

Informal resolution first. Before filing a claim, you and we agree to try to resolve the dispute informally by contacting legal@limnen.co; if it is not resolved within 45 days, either party may proceed as below.

Binding arbitration. Except for the carve-outs below, you and Limnen agree that any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by JAMS under its applicable rules, before a single arbitrator, seated in San Francisco, California (appearances may be by phone, video, or written submission).

Class-action waiver. You and Limnen agree that each may bring claims only in an individual capacity, and not as a plaintiff or class member in any class or representative proceeding.

Carve-outs. Either party may (a) bring an individual claim in small-claims court, and (b) seek injunctive or equitable relief, or assert intellectual-property claims, in court.

Your right to opt out. You may opt out of this Section 18 by emailing legal@limnen.co within 30 days of first accepting these Terms, stating your name and that you opt out of arbitration. Opting out will not affect any other part of these Terms.

Disputes not subject to arbitration will be brought exclusively in the state or federal courts located in San Francisco, California, and you consent to their jurisdiction.

#19. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will give notice (for example by email or in the Service) and update the Effective Date. If you continue using the Service after changes take effect, you accept the updated Terms; if you do not agree, you must stop using the Service.

#20. General

  • Entire agreement. These Terms, with the documents they reference (Privacy Policy and the DMCA Policy), are the entire agreement about the Service.
  • Territory. The Service is offered only in the United States during the Beta; we make no representation that it is appropriate or available elsewhere.
  • Assignment. You may not assign these Terms without our consent; we may assign them, including in a merger or sale of assets.
  • Severability. If any provision is unenforceable, the rest remains in effect.
  • No waiver. Our failure to enforce a provision is not a waiver.
  • Notices. We may give notices by email or through the Service; reach us at legal@limnen.co.
  • Export and sanctions. You may not use the Service in violation of U.S. export-control or sanctions laws, and you represent you are not on a restricted-party list.
  • Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

Contact: Manoli Studio Lab, Inc. dba Limnen, [REGISTERED ADDRESS] · legal@limnen.co