1. Agreement to Terms and Electronic Acceptance
These Terms & Conditions and End User License Agreement (the “Terms”) are a legal agreement between you and L&C COLLECTIVE, LLC (“L&C Collective,” “we,” “us,” or “our”), the company that operates the ClipChip.ai brand and publishes the ClipChip.ai software.
These Terms apply to the ClipChip.ai website, the ClipChip.ai macOS application and any updates to it, your purchase of a license, and your download, installation, activation, and use of the software, together with support and other related services we make available (collectively, the “Services”).
The ClipChip.ai software is licensed to you, not sold. We and our licensors retain all right, title, and interest in and to the software. You receive only the rights expressly granted in Section 3.
By purchasing, downloading, installing, activating, or using the software, or by using the website, you agree to these Terms, to the extent permitted by applicable law. If you do not agree, do not purchase, install, activate, or use the software. You agree that we may provide these Terms and other agreements, notices, and disclosures to you electronically.
If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization, and “you” refers to both you and that organization.
2. Eligibility and User Responsibilities
You must be at least 13 years old to use the Services. If you are under the age of majority where you live, you may use the Services only with the involvement and consent of a parent or legal guardian who agrees to these Terms.
You represent that you have the legal capacity and authority to enter into these Terms, and that your use of the Services complies with all laws, regulations, and third-party terms that apply to you, including export control and sanctions laws.
You are solely responsible for all content you import into, process with, export from, or publish using the software, and for maintaining your own backups of your files and work product. You are also responsible for the security of your Mac, your user accounts, and your license key.
3. Software License
Subject to your compliance with these Terms and, for paid licenses, your payment in full, we grant you a personal, limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to install and use the ClipChip.ai software on a compatible Mac for your own personal use or your organization’s internal use.
One license permits one active activation at a time. You may move a license to a different Mac by first deactivating the license on the prior device and then activating it on the new device, in accordance with the product’s activation rules.
We may release updates, upgrades, patches, and changes to the software, and we may add, modify, or discontinue features over time. We do not promise that any particular feature will remain available indefinitely. Updates are governed by these Terms unless we provide separate terms with them.
Except for the rights expressly granted here, no rights are granted to you by implication, estoppel, or otherwise.
4. License Keys, Activation, Anti-Fraud, and Suspension
Your license key is confidential and personal to you. You are responsible for keeping it secure and for any use made of it.
You may not:
- share, publish, resell, rent, lend, or otherwise distribute your license key;
- use a license key you did not lawfully acquire, or that was obtained by theft, fraud, or unauthorized means;
- circumvent, disable, tamper with, or interfere with license activation, validation, deactivation, or any technical protection measure; or
- generate, distribute, or use license keys, patches, or tools intended to defeat licensing.
To activate and validate a license, the software transmits your license key and a device identifier (device UUID) to our licensing backend. This is described further in our Privacy Policy.
We may take reasonable steps to suspend, deactivate, or revoke a license, or to limit access to the Services, where we reasonably believe the license was obtained through theft, fraud, piracy, or unauthorized means; where a purchase has been refunded or charged back; where the license or key has been shared, compromised, or otherwise abused; or where you materially breach these Terms. Where practical and lawful, we will provide notice and an opportunity to respond.
Nothing in these Terms gives us a right to inspect, monitor, or audit your device or its contents.
5. Prohibited Conduct
You may not, and may not permit or assist anyone else to:
Software and intellectual property
- reverse engineer, decompile, disassemble, extract source code or models from, or create derivative works of the software, except to the limited extent that applicable law expressly permits this notwithstanding a contractual restriction;
- copy, redistribute, resell, rent, lease, sublicense, host, or make the software available to third parties, including through any service-bureau, timesharing, or managed-processing arrangement;
- remove, obscure, or alter any copyright, trademark, licensing, watermark, or other proprietary notice; or
- use our name, logos, or branding in a way that suggests affiliation, sponsorship, or endorsement without permission.
Security and integrity
- scrape, crawl, harvest, or use automated means to access the website or our systems except as expressly permitted;
- probe, scan, or test the vulnerability of any system or network, or breach or circumvent any security or authentication measure;
- introduce malware or any harmful code, or interfere with, overload, or disrupt the Services or the infrastructure supporting them; or
- engage in fraud, impersonation, chargeback abuse, or any other abusive or deceptive practice.
Content and lawfulness
- use the Services to process, export, or publish content for which you do not hold the necessary rights, permissions, consents, releases, or other lawful basis;
- use the Services for any unlawful, infringing, defamatory, harassing, or otherwise prohibited purpose; or
- use the Services in violation of applicable export control, sanctions, privacy, or publicity laws.
6. User Content, Outputs, and Publishing to Third-Party Platforms
As between you and us, you retain ownership of the video, audio, images, text, and other content you import into or create with the software (“Your Content”), and of the clips, captions, titles, timelines, and other outputs you generate from it (“Outputs”). We do not claim ownership of Your Content or Outputs merely because the software processes them on your Mac.
You represent and warrant that you own or otherwise hold all rights, licenses, permissions, consents, and releases necessary for Your Content and for your use of the Outputs, including any rights required from performers, contributors, clients, rights holders, and individuals depicted or recorded.
You are solely responsible for Your Content and Outputs, including for reviewing them before publication and for compliance with copyright, trademark, privacy, publicity, advertising, disclosure, and platform rules.
Automated analysis, transcription, scoring, captioning, reframing, and export are provided as tools. We do not guarantee the accuracy of transcription or captions, the originality or non-infringement of Outputs, legal or copyright clearance, approval or distribution by any third-party platform, audience growth, virality, monetization, or any other particular result.
Processing location and optional internet features
Transcription, scoring, captioning, reframing, and export run on your Mac. The software also includes optional features that use the internet when you choose them, including posting to YouTube or Instagram, purchase and license activation, app updates, Contact Support, importing media from a URL you paste, and Apple downloading speech models or running Apple Intelligence on your device. Our Privacy Policy at https://clipchip.ai/privacy explains what is sent in each case.
Connecting accounts and posting
Posting is user-initiated. Nothing is published unless you connect an account and choose to post. When you connect YouTube (through Google) or Instagram (through Facebook Login for Business), the resulting access tokens are stored in the macOS Keychain on that Mac, and you can remove them by choosing Disconnect in the app.
Instagram posting requires a professional Instagram account (Creator or Business) linked to a Facebook Page you manage. A personal Instagram account cannot post through the software.
When you post, you instruct us to transmit the exported clip and the metadata you entered to that platform on your behalf. You grant the platform the rights its own terms require for content you publish there, and you grant us the limited right to transmit that content and metadata to the platform for the sole purpose of completing the post you requested. Published content is subject to that platform’s rules, including Instagram’s handling of published Reels.
You must comply with the YouTube Terms of Service, the Google Terms of Service, and the Instagram and Meta Platform Terms when you use these features. We are not responsible for a platform rejecting, removing, limiting, demonetizing, or delaying your content, or for changes those platforms make to their APIs or policies.
Scheduled posts
Scheduled posts are stored on your Mac and rely on a local reminder. Your Mac must be on and awake at the scheduled time. We do not guarantee that a scheduled post will be published.
Importing media by URL
If you paste a link to a video hosted by a third party, the software may download that media to your Mac from that platform. You are responsible for having the rights to download and use it and for complying with that platform’s terms.
7. Intellectual Property and Feedback
L&C COLLECTIVE, LLC owns, or licenses from others, the ClipChip.ai software, the ClipChip.ai website, and all related source code, models, designs, user interfaces, documentation, text, graphics, branding, trademarks, and technology, together with all intellectual property rights in them. All rights not expressly granted are reserved.
If you send us suggestions, ideas, feature requests, bug reports, or other feedback, you agree that the feedback is non-confidential and that we may use, reproduce, modify, and commercialize it for any purpose, without restriction, attribution, payment, or other obligation to you.
8. Purchases, Free Tier, Lifetime Purchase, Refunds, and Chargebacks
ClipChip.ai is sold as a one-time purchase. It is not a subscription. The Lifetime license is $99 (one-time), in U.S. dollars unless stated otherwise at checkout.
Freemius is the merchant of record for purchases of ClipChip.ai. Freemius handles checkout, payment processing, applicable taxes, fraud screening, chargebacks, refund processing, and issuance of license keys. Your purchase is therefore also subject to the checkout terms and policies presented by Freemius at the time of purchase, including the applicable end user license and refund terms shown there. Where those checkout terms and these Terms conflict with respect to payment, tax, or transaction handling, the Freemius checkout terms control for that subject matter.
A free tier is available. The free tier is limited, including a daily export limit, 720p export resolution, and a watermark on exported clips, as described on our pricing and FAQ pages. Free-tier features and limits may change.
Whether free or paid, one license permits one active activation at a time, as described in Section 3.
Refunds
To request a refund, email help@clipchip.ai within 7 days after your purchase. Refunds are processed through Freemius as merchant of record and are subject to the applicable checkout terms and to applicable law.
Chargebacks and revocation
If a purchase is refunded, reversed, or charged back, the license rights associated with that purchase may be suspended or revoked, subject to applicable law and applicable payment-network rules. Initiating a chargeback instead of contacting us first may delay resolution; we encourage you to email help@clipchip.ai so we can try to resolve the issue directly.
Beta access
We may offer beta, preview, or early-access builds or features. Beta access is provided at our discretion, may be modified, limited, or withdrawn at any time, is provided “AS IS” without warranty or support commitments, and may be subject to confidentiality where we say so. Beta access is not a promise that any feature will be released or remain available.
9. Disclaimers
THE SERVICES, INCLUDING THE SOFTWARE, THE WEBSITE, ANY BETA FEATURES, AND ALL OUTPUTS, ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS; THAT DEFECTS WILL BE CORRECTED; THAT THE SOFTWARE WILL BE COMPATIBLE WITH ANY PARTICULAR HARDWARE, OPERATING SYSTEM VERSION, FILE, CODEC, OR THIRD-PARTY SERVICE; OR THAT ANY PARTICULAR RESULT, ACCURACY, PERFORMANCE, OR AVAILABILITY WILL BE ACHIEVED.
Some jurisdictions do not allow the exclusion of certain warranties. Nothing in these Terms limits or excludes any right or remedy that cannot be limited or excluded under applicable law, and you may have additional rights that vary by jurisdiction.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER L&C COLLECTIVE, LLC NOR ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, LICENSORS, OR SUPPLIERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, OR CONTENT, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS ($100) OR (B) THE AMOUNT YOU PAID US FOR THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
These limitations apply regardless of the legal theory and even if a limited remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations of liability; in those jurisdictions our liability is limited to the greatest extent permitted by law. Nothing here limits liability that cannot lawfully be limited.
11. Indemnification
To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless L&C COLLECTIVE, LLC and its owners, officers, employees, and contractors from and against third-party claims, damages, liabilities, and reasonable costs and attorneys’ fees to the extent they result from: (a) Your Content or your Outputs, including alleged infringement or violation of privacy, publicity, or other rights; (b) your unlawful conduct or violation of applicable law; or (c) your material breach of these Terms.
This obligation does not apply to the extent a claim results from our own conduct. We will notify you of any claim for which we seek indemnification, and you may not settle any claim in a way that imposes obligations or admissions on us without our prior written consent. We may participate in the defense with counsel of our choosing at our own expense.
12. Informal Dispute Resolution
Before starting arbitration or filing a claim, you agree to first try to resolve the dispute informally. Send a written notice to help@clipchip.ai describing the dispute, the relief you seek, and your contact information, order number, or license key if available. We will do the same if we have a dispute with you, using the contact information associated with your purchase.
The parties agree to work in good faith to resolve the dispute for 60 days after the notice is received. Neither party may begin arbitration before that period ends, except that either party may seek emergency or provisional injunctive relief at any time as described in Section 13.
13. Binding Individual Arbitration and Class-Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL, AND IT LIMITS DISPUTES TO INDIVIDUAL PROCEEDINGS. YOU MAY OPT OUT AS DESCRIBED BELOW.
13.1 Agreement to arbitrate
Except as stated in this Section, you and L&C COLLECTIVE, LLC agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration rather than in court. The Federal Arbitration Act governs the interpretation and enforcement of this Section.
13.2 Rules and forum
The arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules then in effect, as modified by these Terms. Information about the AAA and its rules is available at adr.org. The arbitration may be conducted by document submission, telephone, or videoconference where the rules allow, or in person in the county where you reside or another mutually agreed location. Payment of filing, administration, and arbitrator fees will be handled in accordance with the AAA rules and applicable law.
13.3 Individual proceedings only; class-action waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE-ATTORNEY-GENERAL PROCEEDING. The arbitrator may not consolidate more than one person’s claims or preside over any form of representative or class proceeding.
13.4 Small-claims exception
Either party may bring an individual claim in small claims court if the claim qualifies and remains in that court on an individual basis.
13.5 Court carveout for provisional relief
Either party may seek temporary, preliminary, or other provisional injunctive relief in a court of competent jurisdiction for actual or threatened intellectual-property infringement or misappropriation, fraud, theft, unauthorized access, security abuse, or misuse of the Services, without waiving this Section.
13.6 Non-waivable rights and severability
Nothing in this Section waives any right or remedy that cannot lawfully be waived, including any non-waivable rights under California law. If the class-action waiver in Section 13.3 is found unenforceable as to a particular claim or request for relief, then that claim or request for relief will be severed from arbitration and may proceed in a court of competent jurisdiction, while all other claims will remain in arbitration. If any other portion of this Section is found unenforceable, that portion will be severed and the remainder of this Section will continue to apply to the fullest extent permitted by law. Enforceability of arbitration provisions is determined by applicable law and by courts, and we make no representation that every part of this Section will be enforced.
13.7 Your right to opt out
You may opt out of this arbitration agreement by sending an email to help@clipchip.ai within 30 days after you first accept these Terms by purchasing, downloading, installing, activating, or first using the software, whichever occurs first.
Your opt-out email must include all of the following:
- your full legal name;
- your mailing address;
- the email address associated with your purchase or license;
- your order number or license key, if available; and
- the statement: “I opt out of the ClipChip.ai arbitration agreement.”
Opting out of arbitration will not affect any other part of these Terms and will not affect your license or your ability to use the Services.
14. Governing Law, Venue, and General Terms
These Terms and any dispute arising out of them are governed by the laws of the State of California, without regard to its conflict-of-laws rules, to the extent permitted by applicable law. If you are a consumer residing outside California, you may also have the benefit of mandatory protections under the law of your place of residence.
For any claim that may proceed in court — including small-claims matters, requests for provisional injunctive relief, and proceedings to compel or enforce arbitration or an arbitration award — the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Riverside County, California, to the extent permitted by applicable law.
Legal notices
Legal notices to us must be sent to help@clipchip.ai and to: L&C COLLECTIVE, LLC, 1401 21st Street STE R, Sacramento, CA 95811. This is our address for legal notices and registered-agent service only.
Electronic communications
You consent to receive communications from us electronically, including by email and by postings on the website. Electronic communications satisfy any legal requirement that a communication be in writing.
Termination
You may stop using the Services at any time and uninstall the software. We may suspend or terminate your license or access as described in Section 4 or if required by law. On termination, the rights granted in Section 3 end and you must stop using and uninstall the software.
Assignment
You may not assign or transfer these Terms without our prior written consent, except as expressly permitted for license transfers under Section 3. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.
Force majeure
We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including natural disasters, war, civil unrest, labor disputes, utility or network failures, third-party service outages, and governmental action.
Severability, waiver, and changes
If any provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions will remain in effect. Our failure to enforce a provision is not a waiver. We may update these Terms from time to time and will post the revised version with an updated “Last Updated” date; material changes will take effect prospectively, and your continued use after the effective date constitutes acceptance to the extent permitted by law.
Survival and entire agreement
Sections that by their nature should survive termination will survive, including Sections 4 through 14. These Terms, together with any terms presented at checkout by Freemius and any additional terms we present for specific features, constitute the entire agreement between you and us regarding the Services and supersede prior agreements on that subject.
Contact
Questions about these Terms? Email help@clipchip.ai.