Terms of Service

Last updated: January 2025

Effective date: January 1, 2025

Welcome to strayfiles. These Terms of Service (“Terms”) govern your access to and use of the strayfiles application, website, and related services (collectively, the “Service”) provided by strayfiles (“we,” “our,” or “us”).

By accessing or using the Service, you agree to be bound by these Terms. If you disagree with any part of the Terms, you may not access the Service.

1. Acceptance of Terms

By creating an account, downloading the application, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

If you are using the Service on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

2. Description of Service

strayfiles is a Markdown notes application designed for developers. The Service includes:

Free Tier:

Local-only Markdown note management
File indexing and organization
Tags and virtual workspaces
Local version history (up to 50 versions per note)
File mirrors (one-way sync between file paths)
Git-based sync support
No account required

Pro Tier ($10/month):

Stray Cloud with end-to-end encryption
Real-time multi-device synchronization
iOS application access
Stray Cloud version history (up to 50 versions per note)
Team collaboration features
Audit logging for team operations
Priority support

Service Limitations:

Maximum note size: 10 MiB (for encrypted sync)
Version history: 50 versions retained per note, older versions auto-pruned
File mirrors: Source and target paths stored for sync operations

3. Account Registration

3.1 Account Creation

To access Pro features, you must create an account by providing:

A valid email address
A secure password

You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for:

Maintaining the confidentiality of your account credentials
All activities that occur under your account
Notifying us immediately of any unauthorized access

We are not liable for any loss or damage arising from your failure to protect your account credentials.

3.3 Account Restrictions

You must be at least 13 years old to use the Service. By using the Service, you represent that you meet this age requirement.

4. Your Content

4.1 Ownership

You retain all ownership rights to the content you create, upload, or store using the Service (“Your Content”). We do not claim any ownership rights to Your Content.

4.2 License to Us

By using the Service, you grant us a limited license to:

Store Your Content on our servers (encrypted)
Transmit Your Content between your devices
Create backups of Your Content
Process Your Content as necessary to provide the Service

This license is solely for the purpose of operating and improving the Service.

4.3 Your Responsibilities

You are solely responsible for:

The content you create and store
Ensuring you have the right to use and share Your Content
Maintaining backups of important files
Compliance with applicable laws regarding Your Content

5. Sensitive Information and Secrets

CRITICAL WARNING FOR DEVELOPERS:

5.1 Acknowledgment of Risk

You acknowledge that developer notes commonly contain sensitive information, including but not limited to:

API keys and access tokens
Database credentials and connection strings
Environment variables (.env file contents)
Private keys, certificates, and secrets
OAuth tokens and authentication credentials
Internal system documentation
Proprietary code snippets
Security configurations

5.2 Your Sole Responsibility

YOU ARE SOLELY RESPONSIBLE for any sensitive information you include in files that are synced to the cloud. This includes:

Deciding which files to sync and which to keep local-only
Using the sync: false frontmatter option for sensitive files
Rotating credentials that may have been exposed
Implementing proper secret management practices

5.3 Disclaimer of Liability

WE ARE NOT LIABLE for any damages, losses, security incidents, or breaches resulting from:

API keys or credentials you chose to sync
Sensitive data included in synced files
Third-party access to exposed credentials
Financial losses from leaked secrets
Service disruptions from compromised credentials
Any other harm from exposed sensitive information

5.4 Recommended Practices

We strongly recommend:

Use local-only mode for files containing secrets:

---
strayfiles:
  enabled: true
  sync: false
---

Never store production credentials in synced notes
Use dedicated secret management tools for sensitive data
Audit your synced files regularly for sensitive content
Rotate any credentials that may have been synced

Even with end-to-end encryption, storing secrets in any cloud service introduces unnecessary risk.

6. Acceptable Use

6.1 Permitted Uses

You may use the Service to:

Create, edit, and organize Markdown notes
Sync notes across your devices
Collaborate with team members (Pro feature)
Integrate with Git and other sync tools

6.2 Prohibited Uses

You agree NOT to:

Use the Service for any illegal purpose
Store or distribute illegal content
Infringe on intellectual property rights
Attempt to gain unauthorized access to our systems
Interfere with or disrupt the Service
Reverse engineer, decompile, or disassemble the software
Resell, redistribute, or sublicense the Service
Use the Service to send spam or unsolicited messages
Upload malware, viruses, or malicious code
Impersonate any person or entity
Harvest user data or scrape the Service
Circumvent usage limits or security measures

6.3 Enforcement

We reserve the right to:

Investigate suspected violations
Remove content that violates these Terms
Suspend or terminate accounts for violations
Report illegal activity to law enforcement

7. Subscriptions and Payments

7.1 Free Tier

The free tier is provided at no cost with no time limit. Free tier features may be modified at our discretion.

7.2 Pro Subscription

Price: $10 USD per month per user
Billing: Monthly, charged in advance
Payment: Processed securely by Stripe

7.3 Billing

Subscriptions automatically renew monthly
You authorize us to charge your payment method
Failed payments may result in service suspension
Prices may change with 30 days notice

7.4 Cancellation

You may cancel your subscription at any time
Access continues until the end of the billing period
No refunds for partial months
Data retained for 30 days after cancellation

7.5 Refunds

Full refund available within 14 days of first purchase
Refund requests: support@strayfiles.com
No refunds after 14-day period
Refunds processed within 5-10 business days

7.6 Taxes

Prices do not include applicable taxes. You are responsible for all taxes associated with your subscription.

8. Intellectual Property

8.1 Our Intellectual Property

The Service, including its original content, features, and functionality, is owned by strayfiles and protected by international copyright, trademark, and other intellectual property laws.

This includes:

The strayfiles name and logo
Application source code
Website design and content
Documentation and guides

8.2 Open Source Components

strayfiles may include open source software components, which are subject to their respective licenses.

8.3 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us a non-exclusive, royalty-free, perpetual license to use and incorporate such feedback without compensation.

9. Third-Party Services

9.1 Integrations

The Service may integrate with third-party services including:

Git hosting providers (GitHub, GitLab, etc.)
Cloud storage services (iCloud, Dropbox, etc.)
Payment processors (Stripe)

9.2 Third-Party Terms

Your use of third-party services is subject to their respective terms and privacy policies. We are not responsible for third-party services.

10. Service Availability

10.1 Availability

We strive to maintain high availability but do not guarantee uninterrupted service. The local-first architecture ensures your notes remain accessible offline.

10.2 Modifications

We reserve the right to:

Modify or discontinue features with notice
Perform maintenance that may affect availability
Update the application and its features

10.3 No SLA

Unless separately agreed in writing, we do not provide service level agreements for availability or uptime.

11. Termination

11.1 By You

You may terminate your account at any time by:

Deleting your account in the application settings
Contacting support@strayfiles.com

11.2 By Us

We may suspend or terminate your account if you:

Violate these Terms
Engage in fraudulent activity
Fail to pay subscription fees
Pose a security risk to the Service

11.3 Effect of Termination

Upon termination:

Your right to use the Service ceases immediately
We may delete your data after 30 days
Provisions that should survive termination will survive

12. Disclaimers

12.1 “As Is” Basis

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY OR COMPLETENESS
SECURITY OR AVAILABILITY

12.2 No Warranty

We do not warrant that:

The Service will meet your requirements
The Service will be uninterrupted or error-free
Defects will be corrected
The Service is free of viruses or harmful components

12.3 Your Risk

Your use of the Service is at your sole risk. You are responsible for:

Maintaining backups of your data
Evaluating the suitability of the Service
Protecting sensitive information

13. Data Loss Disclaimer

IMPORTANT: READ THIS SECTION CAREFULLY

13.1 No Guarantee Against Data Loss

WE DO NOT GUARANTEE AGAINST DATA LOSS. While we design strayfiles to be reliable, data loss can occur due to:

Software bugs or defects
Hardware failures on your devices
Operating system issues
File system corruption
Sync conflicts or errors
Network interruptions during sync
User error (accidental deletion, overwriting)
Third-party software interference
Malware or security breaches on your devices
Service interruptions or outages
Database failures (for Stray Cloud)
Any other foreseeable or unforeseeable circumstances

13.2 Your Responsibility to Maintain Backups

YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING BACKUPS OF YOUR DATA.

We strongly recommend:

Regular backups of your Markdown files using Time Machine, cloud backup services, or other backup solutions
Multiple backup locations (local drive, cloud storage, external drive)
Backup verification to ensure backups are complete and recoverable
Git version control for critical files (strayfiles supports Git sync)
Export your data periodically using the built-in export feature

The local-first architecture means your files reside on your device. If your device fails and you have no backups, your data is lost.

13.3 Encryption Key Loss

IF YOU LOSE YOUR ENCRYPTION PASSWORD, YOUR DATA CANNOT BE RECOVERED.

For Pro tier users with end-to-end encryption:

Your encryption key is derived from your password
We do not store your password or encryption key
We cannot decrypt your data under any circumstances
There is no “forgot password” recovery for encrypted content
If you forget your encryption password, your synced data is permanently inaccessible

We strongly recommend:

Store your encryption password in a secure password manager
Keep a written backup in a secure physical location
Do not rely solely on memory for critical passwords

13.4 Local-First Architecture Implications

strayfiles uses a local-first architecture, which means:

Your files are stored on your device, not primarily in the cloud
Deleting local files deletes your data — we cannot restore locally-deleted files
Device loss or failure can result in permanent data loss without backups
The ~/.strayfiles/ directory contains your local database — deleting it removes all local metadata
Version history is stored locally in ~/.strayfiles/versions/ — device failure loses this history

Stray Cloud (Pro tier) provides redundancy but is not a backup solution. Sync propagates deletions — if you delete a file, the deletion syncs to all devices.

13.5 Service Discontinuation

In the event that strayfiles ceases operations:

We will provide at least 30 days notice when possible
You will have opportunity to export all your data
Your local Markdown files remain yours and accessible
Encrypted cloud data requires your password to decrypt before export

13.6 No Recovery Services

WE DO NOT PROVIDE DATA RECOVERY SERVICES.

We cannot recover deleted files
We cannot recover corrupted databases
We cannot recover lost encryption passwords
We cannot restore data from failed devices
We cannot reconstruct lost version history

If you experience data loss, your only recourse is your own backups.

13.7 Acknowledgment

BY USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE THAT:

Data loss is possible and may occur
You are solely responsible for backing up your data
We are not liable for any data loss, regardless of cause
You will not hold us responsible for lost, corrupted, or inaccessible data
You understand the implications of the local-first architecture
You understand encryption key loss results in permanent data inaccessibility

14. Limitation of Liability

14.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL STRAYFILES, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES
DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO YOUR DATA
DAMAGES FROM LEAKED CREDENTIALS OR SENSITIVE INFORMATION
DAMAGES FROM INTERRUPTION OF SERVICE
DAMAGES FROM BUGS, VIRUSES, OR ERRORS

14.2 Cap on Liability

OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF:

THE AMOUNT YOU PAID US IN THE PAST 12 MONTHS, OR
ONE HUNDRED DOLLARS ($100 USD)

14.3 Basis of the Bargain

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION REFLECT THE ALLOCATION OF RISK BETWEEN YOU AND US AND ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US.

15. Indemnification

You agree to indemnify, defend, and hold harmless strayfiles and its officers, directors, employees, agents, and affiliates from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from:

Your use of the Service
Your Content
Your violation of these Terms
Your violation of any rights of another party
Leaked credentials or sensitive information you synced

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

17. Dispute Resolution

17.1 Informal Resolution

Before filing a claim, you agree to attempt to resolve disputes informally by contacting support@strayfiles.com. We will attempt to resolve disputes within 30 days.

17.2 Arbitration

Any disputes not resolved informally shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in Delaware, USA.

17.3 Class Action Waiver

YOU AGREE THAT ANY DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION OR REPRESENTATIVE PROCEEDING.

17.4 Exceptions

Either party may seek injunctive relief in court for intellectual property infringement or unauthorized access to the Service.

18. General Provisions

18.1 Entire Agreement

These Terms, together with the Privacy Policy, constitute the entire agreement between you and strayfiles regarding the Service.

18.2 Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in effect.

18.3 Waiver

Our failure to enforce any right or provision shall not constitute a waiver of such right or provision.

18.4 Assignment

You may not assign these Terms without our written consent. We may assign these Terms without restriction.

18.5 Notices

We may provide notices via email, in-app notifications, or posting on our website. You may provide notices to support@strayfiles.com.

19. Changes to Terms

We may modify these Terms at any time. We will provide notice of material changes by:

Posting the updated Terms on our website
Updating the “Last updated” date
Sending email notification to Pro subscribers
Displaying an in-app notification

Your continued use of the Service after changes constitutes acceptance of the modified Terms. If you disagree with changes, you must stop using the Service.

20. Contact Information

For questions about these Terms:

Email: support@strayfiles.com

Legal inquiries: legal@strayfiles.com

Mail: strayfiles Legal Department [Address to be added]

21. Acknowledgment

BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTOOD THEM, AND AGREE TO BE BOUND BY THEM.

These Terms of Service are provided in English. In case of any discrepancy between translations, the English version shall prevail.