Effective Date: January 20th, 2025
Last Updated Date: January 20th, 2025
Please read this Terms of Service Agreement (“agreement”) carefully. The website (“Website”) of tldraw, Inc. (“tldraw”), THE WEB APPLICATION (“APPLICATION”) and the information on THE WEBSITE AND APPLICATION are controlled by tldraw. These Terms of Service govern (i) the use of the Website and APPLICATION AND apply to all users using the Website OR APPLICATION in any way AND (II) the services, SOFTWARE, and resources available or enabled via the Website OR APPLICATION (each, a “Service” and collectively, the “Services”). THE SERVICES, AND THIS AGREEMENT, ALSO INCLUDE ANY USE OF BOARDS (AS DEFINED BELOW) LINKED TO YOUR ACCOUNT ON THE TLDRAW WEBSITE AND/OR APPLICATION.
By clicking the “Accept” button, completing the registration process, using any of the Services, and/or browsing the Website, you represent that (1) you have read, understand, and agree to be bound by the Terms of Service, (2) you are of legal age to form a binding contract with tldraw, and (3) you have the authority to enter into this Agreement personally or on behalf of the entity you have named as the user, and to bind that entity to this Agreement. The term “you” refers to the individual or legal entity, as applicable, identified as the user when you registered for an Account with tldraw through the Services. If you do not agree to be bound by this Agreement, you may not access or use the Services.
SECTION 13 CONTAINS PROVISIONS THAT GOVERN HOW TO RESOLVE DISPUTES BETWEEN YOU AND TLDRAW. AMONG OTHER THINGS, SECTION 13 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US SHALL BE RESOLVED BY BINDING AND FINAL ARBITRATION. SECTION 13 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 13 CAREFULLY. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT (AS DEFINED IN SECTION 13) WITHIN THIRTY (30) DAYS IN ACCORDANCE WITH SECTION 13.10: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
The Agreement IS subject to change by Tldraw in its sole discretion at any time AS SET FORTH IN SECTION 14.6.
1.1 Overview. The Services are intended to be an online collaborative whiteboard that allows users to create and share canvas-based experiences in the following ways: (i) users can use predefined assets and objects to create canvas-based experiences (each, a “Board”) and save and/or delete such Boards to their Accounts, (b) users can share and unshare Boards with other Registered Users or unregistered users.
1.2 License. Subject to the terms and conditions of this Agreement, during the Subscription Term (as defined below), tldraw hereby grants you a non-exclusive, worldwide, royalty-free, non-transferable, non-sub-licensable right for you to access and use the Services on a remote basis, including any software programs and associated interfaces and related technology that tldraw makes available pursuant to this Agreement, in accordance with the standard end-user technical documentation, specifications, materials and other information tldraw may make available electronically (the “Documentation”).
1.3 License Restrictions. You agree that you will not, and will not permit any other party to, directly or indirectly: (a) access or use the Services or use the Documentation except as expressly permitted herein; (b) modify, adapt, alter or translate the Services or Documentation, except as expressly allowed herein; (c) sublicense, lease, rent, loan, distribute, or otherwise transfer the Services or Documentation to any third party; (d) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Services; (e) use or copy the Services or Documentation except as expressly allowed under this Agreement; or (f) disclose or transmit any data contained in the Services to any individual, except as expressly allowed herein. You acknowledge and agree that the Services and Documentation will not be used, and are not licensed for use, in connection with any of your time-critical or mission-critical functions.
1.4 Supplemental Terms. Your use of the Services is also subject to any additional terms, conditions and policies that we separately post on the Website and/or the Application (“Supplemental Terms”), which are subject to, and incorporated by reference into, this Agreement.To the extent there is any conflict between this Agreement and any Supplemental Terms, such Supplemental Terms will control with respect to the subject matter of such conflict.
2.1 Registering Your Account. In order to access the Services, you will be required to become a Registered User. For purposes of this Agreement, a “Registered User” is a user who has registered an account on the Website (“Account”).
2.2 Registration Data. In registering an account on the Website, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
2.3 Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of tldraw. Furthermore, you are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Website and Services by minors. However, if you conclude that the Website and/or Services are appropriate for a minor for whom you are responsible, you may exercise your judgment to allow such minor to use the Website and/or Services under your close supervision; provided that you will remain responsible for any such use by such minor. You may not share your Account or password with anyone, and you agree to (y) notify tldraw immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or tldraw has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, tldraw has the right to suspend or terminate your Account and refuse any and all current or future use of the Website or Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. tldraw reserves the right to remove or reclaim any usernames at any time and for any reason, including claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use any Services if you have been previously removed by tldraw, or if you have been previously banned from any of the Services.
3.1 Ownership by tldraw. The Services and Documentation are licensed and not sold to you, and no title or ownership to such Services, Documentation, or the intellectual property rights embodied therein passes as a result of this Agreement or any act pursuant to this Agreement. The Services and Documentation, and all intellectual property rights therein are the exclusive property of tldraw and its suppliers, and all rights in and to the Services and Documentation not expressly granted to you in this Agreement are reserved by tldraw. tldraw and its suppliers own all rights, title, and interest to the Services and Documentation. Nothing in this Agreement will be deemed to grant, by implication, estoppel or otherwise, a license under any existing or future patents of tldraw, except to the extent necessary for you to use the Services and Documentation as expressly permitted under this Agreement. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or the Documentation.
3.2 Trademarks. The tldraw logo and all related graphics, logos, service marks and trade names used on or in connection with any of the Services are the trademarks of tldraw or its suppliers and may not be used without permission in connection with your, or any third-party, products or services.
3.3 Feedback. You hereby grant to tldraw a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Services or any other products or services of tldraw, any suggestions, enhancement requests, recommendations or other feedback provided by you, relating to the Services. tldraw will not identify you as the source of any such feedback.