Terms of Service

Last updated, effective: May 27, 2026

Acceptance of Terms

By using this website, creating an account, joining a Basic Memory workspace, subscribing to Basic Memory Cloud, using Basic Memory software, or otherwise using our services, you agree to these Terms of Service. If you do not agree, do not use the services.

These terms apply to Basic Memory LLC, Basic Memory Cloud, this website, our documentation, and our open-source software where applicable.

Simple Terms

Basic Memory helps people and AI assistants build persistent knowledge together. We try to keep the rules simple:

• You own the content you create.
• Your team workspace is its own tenant.
• Seats are for individual human users.
• Agents and integrations are allowed, but you are responsible for what they do.
• We may set reasonable limits to keep the service reliable and prevent abuse.

What Basic Memory Is

Basic Memory is a knowledge management system for building persistent knowledge through natural conversations with AI assistants. We offer:

• Open-source software that can run locally on your machine
• Basic Memory Cloud, a hosted service for syncing, editing, and collaborating on knowledge
• Documentation and community resources

Our core principles:

• Local-first - Your data can stay on your device when you use the local software.
• Open source - Core software is available on GitHub under open licenses.
• Privacy-focused - Cloud workspaces are isolated by tenant.
• User control - You own your data and can export it.

Using Basic Memory Software

The Open-Source Software

• Basic Memory software is free to download and use.
• It is distributed under open-source licenses described in our GitHub repository.
• You may modify and distribute it according to those licenses.
• No Basic Memory Cloud account is required for the core local software.
• You may use the local software entirely offline if you choose.

This Website

• You may browse our marketing site and documentation freely.
• We may collect basic analytics as described in our Privacy Policy.
• Some features require account creation.

Basic Memory Cloud Service

Service Description

Basic Memory Cloud is our hosted service. It provides:

• Hosted Basic Memory workspaces
• Synchronization across devices
• Web, mobile, and desktop access where available
• Data encrypted in transit and at rest
• Integration with AI assistants, agents, and other tools
• Collaboration features for teams and organizations

Basic Memory Cloud is organized around organization workspaces. In these terms, an Organization means a Basic Memory Cloud tenant with one owner, one subscription, and one or more seats. A solo user has an Organization with one seat. A team adds collaborators by buying and assigning additional seats.

Each Organization is its own tenant. Organization data is not shared with any other Organization unless you or your members intentionally export it, publish it, share it, connect an integration, or otherwise direct the service to disclose it.

Beta Program

If you participate in a beta program:

• Beta status: The service is in active development and may have bugs, limitations, or unexpected behavior.
• No guarantees: Features may change, be removed, or not work as expected.
• Feedback: We appreciate feedback that helps us improve.
• Data safety: Maintain backups of critical data.
• Service changes: We may modify features, pricing, or availability during beta.
• Early adopter benefits: Any special pricing or benefits will be described at sign-up or checkout.

Account Registration and Organization Accounts

To use Basic Memory Cloud, you must create an account with accurate information, keep your credentials secure, and notify us of unauthorized access. You must be at least 18 years old or have parental or legal guardian consent.

Any account holder may create an Organization. When you create an Organization, you are its Owner.

Roles

Members may have different roles within an Organization:

• Owner - Full administrative control, including members, roles, billing, public sharing settings, Organization settings, and subscription management. The Owner is the customer of record for billing purposes.
• Editor - Day-to-day collaboration, including creating and editing notes and projects within the Organization workspace.
• Viewer - Read-only access to the projects and notes made available to that role.

A single Basic Memory account may belong to multiple Organizations. Each Organization is independent for billing, content, access, and tenant isolation.

Invitations and Membership

Owners, and any members granted the appropriate permissions, may invite additional members to an Organization. Invitees must have or create a Basic Memory account to join.

Accepting an invitation to join an Organization does not cancel, replace, or otherwise affect any other Organization membership or subscription you already hold. If you own a separate Organization, that Organization and subscription continue unless you choose to change or cancel them.

Owners may remove members from an Organization at any time. Content created by a removed member inside the Organization remains in that Organization. Removal from one Organization does not affect the removed member’s Basic Memory account, their membership in other Organizations, or any separate subscription they own.

Owner Responsibility

The Owner is responsible for the Organization’s use of Basic Memory Cloud, including:

• Activity by members of the Organization
• Content created, imported, shared, or published within the Organization
• Agents, integrations, scripts, and automated tools operating in the Organization
• Public links and sharing settings
• Seat assignment and billing administration

Owners are responsible for ensuring that members comply with these terms.

Subscription and Billing

Basic Memory Cloud is offered on a subscription basis. Pricing and plan details are displayed at checkout and on our pricing page.

Some plans may include usage-based charges, prepaid credits, metered events, or custom pricing for agent infrastructure, automation, API usage, custom deployment, enterprise, or on-prem use. The checkout flow, billing portal, pricing page, or separate written agreement will describe the applicable usage unit, included credits, overage pricing, caps, billing timing, and any credit expiration rules.

Seats

Each seat is for one individual human user and one account. The Owner’s account is the first seat. Each additional human member requires an additional seat.

Seat sharing is prohibited. You may not share one account or set of credentials among multiple people to avoid buying seats.

Service accounts, bots, agents, and integrations do not require separate seats when they operate on behalf of a licensed human user and are not used to provide access to another person. High-volume automated or agent-fleet usage may require a separate plan or written agreement under the Acceptable Use Policy.

Buying and Assigning Seats

The Owner buys licenses for seats through our payment processor. Seats are assigned in the Basic Memory app. An available seat must exist before a new member can be assigned to that seat.

Charges for added seats may be prorated for the remainder of the current billing period. The checkout, billing portal, or in-app billing flow will show the applicable price and timing.

Individual to Team Upgrades

Upgrading your own Organization from an individual subscription to a team subscription may cancel the old subscription and start a new one. Any prorated credit, charge, or billing adjustment will be shown in the billing flow or handled by the payment processor.

Accepting an invitation to someone else’s Organization is not an upgrade of your own subscription and does not affect any subscription you already own.

Payment Processing

Payments are processed by Polar.sh or another payment processor on behalf of Basic Memory LLC. By subscribing, you authorize recurring charges to your selected payment method until you cancel.

If payment fails, we may suspend access to the Cloud Service until payment is resolved.

For usage-based or credit-based plans, you authorize us and our payment processor to track usage events, apply available credits, and invoice or charge for metered usage according to the plan terms shown at checkout or agreed in writing.

Cancellation and Refunds

You may cancel your subscription at any time. Cancellation takes effect at the end of the then-current billing cycle unless the billing flow says otherwise. We do not provide partial-month refunds unless required by law or expressly stated at checkout.

Data and Privacy

Your Content

You retain all rights to content you create, upload, import, or store in Basic Memory Cloud (“Your Content”). By using the service, you grant Basic Memory LLC a limited license to store, process, transmit, display, sync, index, and back up Your Content only as needed to provide, secure, maintain, and improve the service.

Tenant Isolation

Each Organization is provisioned as its own tenant. Organization content is stored and accessed independently from other Organizations. We do not share Organization content outside that tenant except as directed by authorized members, required by law, needed to provide the service, or described in our Privacy Policy.

Access Within an Organization

Content created within an Organization is accessible to members of that Organization according to their roles, project access settings, public sharing settings, and integrations. The Owner is responsible for configuring access and sharing settings appropriately.

Export and Deletion

You may export content from an Organization if your role allows it. You may delete content if your role allows it.

Upon cancellation of an Organization’s subscription, content in that Organization may be retained for 30 days so the Owner can resume the subscription or export data. Content may persist in encrypted backups for up to 90 days after that retention period, after which it is permanently deleted according to our normal backup lifecycle.

Removed Members

If you are removed from an Organization, content you created within that Organization remains with the Organization. Your Basic Memory account, other Organization memberships, and separate subscriptions are unaffected.

Public Sharing

Members with appropriate permissions may create public, read-only links to notes or other content within an Organization. Public links are treated as Organization-authorized access to the linked content.

The Owner is responsible for public sharing settings and for content made public by Organization members. We may disable public links that violate these terms, the Acceptable Use Policy, applicable law, or the rights of others.

Usage Limits and Acceptable Use

Use of Basic Memory Cloud is subject to our Acceptable Use Policy. The Acceptable Use Policy explains prohibited uses, fair-use expectations, default resource limits, and how we handle automated or agent-driven activity.

We may apply technical limits, throttling, suspension, or other restrictions to protect the service, prevent abuse, avoid noisy-neighbor impact, or enforce the Acceptable Use Policy.

Human use of Basic Memory Cloud, ordinary collaboration, and reasonable ad hoc agent use are welcome. Using Basic Memory Cloud as product infrastructure, a high-volume hosted memory layer, or a large autonomous agent-fleet backend may require a separate credit-based, usage-based, custom, enterprise, or on-prem plan.

Your Responsibilities

When using Basic Memory services, you agree to:

• Use the service responsibly and legally.
• Not store, process, publish, or share illegal content.
• Not attempt to access data you are not authorized to access.
• Not interfere with service operation.
• Not abuse, overload, scan, attack, or disrupt the service.
• Keep your software, credentials, API keys, agents, and integrations secure.
• Ensure that members of Organizations you own comply with these terms.
• Take responsibility for agents, scripts, integrations, and automated tools operating under your account or within Organizations you own.
• Comply with applicable laws and regulations.
• Respect others in community spaces.

Intellectual Property

Open-Source Software

Basic Memory core software is open source. Modifications and distributions must comply with the applicable licenses in the relevant repository.

Your Content

You retain all rights to Your Content. We do not claim ownership of it.

Our Property

This website, documentation, marketing materials, trademarks, logos, product names, and Basic Memory Cloud service are owned by Basic Memory LLC or its licensors. You may not use our branding in a way that suggests endorsement without permission.

Third-Party Services

Basic Memory integrates with third-party services such as AI assistants, payment processors, hosting providers, identity providers, and developer tools.

• Your use of third-party services may be subject to their terms.
• We are not responsible for third-party service availability or actions.
• Integration availability may change.

Disclaimers and Limitations

”AS-IS” Service

BASIC MEMORY SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, UNINTERRUPTED OPERATION, ERROR-FREE OPERATION, ACCURACY, OR RELIABILITY.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BASIC MEMORY LLC AND ITS AFFILIATES SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF DATA, PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR SERVICE AVAILABILITY.

OUR TOTAL LIABILITY FOR ANY CLAIM SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS BEFORE THE CLAIM, OR $100, WHICHEVER IS GREATER.

Backups

We maintain backups for service operation, but you are responsible for maintaining your own backups and exports of critical data.

Beta Disclaimer

Beta services may be unstable, incomplete, or unavailable. Data loss is possible. No service level agreement applies during beta unless we separately agree in writing.

Indemnification

You agree to indemnify and hold harmless Basic Memory LLC, its officers, directors, employees, contractors, and agents from claims, damages, losses, liabilities, and expenses, including legal fees, arising from:

• Your use of the service
• Your Content
• Your violation of these terms or the Acceptable Use Policy
• Your violation of law or third-party rights
• Activity by members of an Organization you own
• Activity by agents, scripts, integrations, or automated tools operating under your account or within an Organization you own
• Public links or shared content created from an Organization you own

Changes to Terms

We may update these terms from time to time. Changes will be posted on this page and reflected in the “Last updated” date.

Changes are effective when posted unless we specify a later effective date. Your continued use of the services after changes become effective means you accept the updated terms.

For material changes, we may provide additional notice by email, in-product notice, or another reasonable method.

Dispute Resolution

Informal Resolution

Before filing a claim, contact us at support+legal@basicmemory.com so we can try to resolve the issue informally.

Governing Law

These terms are governed by the laws of the State of Texas, without regard to conflict of law principles.

Jurisdiction

Any disputes shall be resolved exclusively in the state or federal courts located in Austin, Texas. You consent to personal jurisdiction in those courts.

Class Action Waiver

Disputes must be resolved individually. You waive any right to participate in class actions or class-wide arbitration.

General Terms

Entire Agreement

These terms, together with our Privacy Policy and Acceptable Use Policy, are the entire agreement between you and Basic Memory LLC for the services.

Severability

If any provision is found unenforceable, the remaining provisions continue in effect.

No Waiver

Failure to enforce any right or provision does not constitute a waiver.

Assignment

You may not assign these terms without our consent. We may assign them with notice.

Force Majeure

We are not liable for delays or failures due to circumstances beyond our reasonable control.

Contact

Questions about these terms? Contact us at:

Support: support@basicmemory.com

Legal: support+legal@basicmemory.com

GitHub: https://github.com/basicmachines-co/basic-memory

Address: Basic Memory LLC, Austin, Texas