Chronist Terms of Service

Last Updated: December 4, 2025

These Terms of Service (these "Terms") apply to your access to and use of Chronist's software, platform, and related tools (collectively, the "Service"). By using the Service, you agree to these Terms.

Please also review our Privacy Policy. The Privacy Policy explains how we collect, use, disclose, and process personal data.

If you are agreeing to these Terms on behalf of a company or other organization, you represent that you have the legal authority to bind that entity.

1. Access and Use

1.1. Provision of Access

Chronist is a local-first, autonomous knowledge management (Agentic PKM) application. The Service provides a suite of tools designed to assist in organizing, searching, and generating information within the user's local environment, delivering suggested code, text, file operations, or other features (collectively, "Output"). Subject to your compliance with these Terms, we grant you a limited right to access and use the Service.

1.2. Content

You may provide input to the Service, such as text, files, code, or context ("Input"), and receive Output or other functionality based on the Input you provide (Input and Output are collectively referred to as "Content"). We may use Content to provide the Service, comply with applicable laws, enforce our terms and policies, and maintain the safety of the Service. By submitting Input to the Service, you represent and warrant that you have all necessary rights, licenses, and permissions to process the Input under these Terms and for us to provide the Service to you.

1.3. Model Training

We will not use your Content (Input and Output) to train our AI models unless you explicitly consent. Furthermore, we do not authorize (via data provision or licensing) third parties to use your Content for the purpose of model training. Chronist is designed based on local-first principles; your knowledge base is not used for learning purposes, except when temporarily transmitted for AI processing. You can review and manage settings regarding training within the Service's settings.

1.4. Agent Functionality (Automated Code Execution)

The Service includes functionality that automatically executes code suggestions and file operations without manual review or approval ("Agentic Features"), and such functionality will be clearly indicated. By enabling this functionality, you are deemed to have agreed to assume all risks associated with the execution of automatically generated code and file operations (including but not limited to system outages, software defects, data loss, and security vulnerabilities). You are solely responsible for all consequences arising from the use of this functionality, including ensuring appropriate safeguards, testing, backups, and monitoring.

1.5. Restrictions

Except where such restrictions are prohibited by applicable law, and only to that extent, you shall not:

  • (i) Reverse engineer, disassemble, decompile, decrypt, or otherwise attempt to derive the source code, object code, or underlying structure of the Service, or attempt to access the Service;
  • (ii) Copy, modify, translate, or create derivative works of the Service;
  • (iii) Rent, lease, lend, or sell the Service;
  • (iv) Remove any proprietary rights notices from the Service;
  • (v) Use the Service or Output to develop or train models that compete with the Service, or engage in model extraction or stealing attacks;
  • (vi) Attempt to intrude into, scan, or perform penetration testing on the Service;
  • (vii) Provide benchmark test results of the Service to third parties (unless all information necessary for others to reproduce the test is included);
  • (viii) Collect, scrape, or extract data from the Service;
  • (ix) Use the Service in a manner that infringes the intellectual property rights or other rights of third parties, or violates applicable laws or regulations;
  • (x) Transmit or provide to the Service (or AI Providers) any data or information subject to specific protections under applicable law beyond requirements applied to general "personal information" or "personal data" (including, but not limited to, information regulated by HIPAA, PCI-DSS, GLBA, or other laws applying specific security standards);
  • (xi) Knowingly permit any third party to engage in the acts described above.

If you become aware of any unauthorized use, you agree to promptly notify us and cooperate reasonably to prevent and stop such use.

1.6. Limitations of Output

You acknowledge that Output is automatically generated by machine learning technology and may be similar or identical to Output provided to other customers. Furthermore, no rights regarding Output generated, provided, or returned to other customers by the Service are granted to you under these Terms. Additionally, you acknowledge that numerous limitations apply to Output provided by large language models and other AI models (each an "AI Model"), including: (i) Output may contain errors or misleading information; (ii) AI Models are based on predefined rules and algorithms lacking the ability to think creatively or generate new ideas, potentially resulting in repetitive or formulaic content; (iii) AI Models may struggle to understand linguistic nuances such as slang, idioms, and cultural references; (iv) AI Models may struggle with complex tasks requiring reasoning, judgment, or decision-making; and (v) data used to train AI Models may be of low quality or contain bias. You agree that you are responsible for evaluating and bearing all risks associated with the use of Output, including reliance on the accuracy, completeness, or usefulness of the Output.

1.7. Beta Services

We may occasionally provide Beta Services to you. Beta Services will be clearly designated as beta, pilot, limited release, non-production, early access, evaluation, or similar descriptions. You may choose to use such Beta Services at your sole discretion. Beta Services are intended for evaluation purposes only, are not intended for production use, are not fully supported, and may be subject to additional terms. Beta Services are provided "AS IS" and "AS AVAILABLE" without any warranties, support, maintenance, or storage of any kind. We may discontinue Beta Services at any time in our sole discretion and may not make them generally available. We shall not be liable for any liability arising out of or related to Beta Services. Please use them at your own risk.

1.8. Use of Third-Party AI Services

The AI functionality of the Service is provided using technology from third-party providers such as Anthropic, PBC (hereinafter "AI Providers"). By using the Service, you agree to comply with the usage policies (such as Acceptable Use Policies) of the AI Providers. This includes prohibitions on generating illegal content, hate speech, malware, or interfering with the AI Providers' services.

2. Eligibility

To use the Service, you must be at least the age of majority in your jurisdiction of residence (e.g., 18 years old in the United States) or 18 years old, whichever is older. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old or the age of majority in your jurisdiction of residence, whichever is older; (b) you have not previously been suspended or removed from the Service; and (c) your registration and use of the Service complies with all applicable laws in your region.

3. Account Registration and Access

To access most features of the Service, you must register for an account. When registering for an account, you may be asked to provide information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up-to-date at all times. Upon registration, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe your account security has been compromised, you must immediately notify us at info@skunc-ai.com.

4. Payment Terms

4.1. Paid Services

Certain features of the Service may require payment of fees. Before paying any fees, you will have the opportunity to review and accept the fees that will be charged. Unless otherwise stated in these Terms, all fees are in U.S. Dollars (or the currency specified on the Service) and are non-refundable unless required by law. Pricing and payment terms in this Section 4 are subject to the pricing and payment terms set forth in the Order Form.

4.2. Pricing

We reserve the right to determine pricing for the Service. We will make reasonable efforts to keep pricing information published on the Service up to date. Please check our pricing page regularly for current pricing information. We may change the fees for any feature of the Service, including additional fees or charges, by providing advance notice of the changes before they apply via the Service's user interface, pop-up notifications, email, or other reasonable means. If you continue to use the Service after the price change takes effect, you will be deemed to have agreed to pay the modified amount. You are responsible for all taxes associated with the Service, excluding taxes based on our net income. We may, at our sole discretion, make promotional offers with different features and pricing to our customers. These promotional offers do not apply to your offer or these Terms unless made to you.

4.3. Payment Processing

To facilitate payment for the Service via bank account, credit card, or debit card, we use Stripe, Inc. and its affiliates ("Stripe"), a third-party payment processor. These payment processing services are provided by Stripe and are subject to the Stripe Terms of Service and other policies (available at https://stripe.com/legal) and Stripe's Global Privacy Policy (available at https://stripe.com/privacy) (collectively, the "Stripe Agreement"). By agreeing to these Terms, users utilizing the payment functions of the Service also agree to be bound by the Stripe Agreement, as modified by Stripe from time to time. You authorize Stripe to store your designated payment method and continue billing even after it has expired, to avoid interruption of payment for your use of the Service. Please contact Stripe for more details. We assume no liability for payments you make through the Service.

4.4. Subscription Services

The Service may include subscription-based plans involving automatic recurring payments ("Subscription Service"). The "Subscription Billing Date" refers to the date you first purchased a subscription to the Service. The Subscription Service begins on the Subscription Billing Date and continues for the subscription period selected in your account ("Initial Subscription Period"), and will automatically renew for the same duration as the Initial Subscription Period (the Initial Subscription Period and each renewal period are collectively referred to as the "Subscription Period") unless you cancel the Subscription Service or we terminate it. If you activate a Subscription Service, you authorize us or our third-party payment processor to periodically charge all accrued sums on or before the payment due date until the Subscription Service is cancelled. Information regarding the recurring fees we charge for access to the Subscription Service in each Subscription Period ("Subscription Fees") is described on our pricing page or within the Service. Your account will be automatically charged all applicable fees and taxes for the next Subscription Period on the Subscription Billing Date and subsequently on the renewal date of the Subscription Service. You must cancel the Subscription Service at least 24 hours before renewal to avoid being charged the Subscription Fees for the next period. We or our third-party payment processor will charge the periodic Subscription Fees to the payment method associated with your account or provided by you to us. You may cancel the Subscription Service by using the cancellation function available within the billing menu or by contacting us at info@skunc-ai.com. To avoid being billed for the next Subscription Period, cancellation procedures must be completed prior to the renewal date.

4.5. Add-ons and Usage-Based Features

You may purchase additional products, services, or features that are not individually mandatory for the functionality of the Service but are made available by us as supplementary extensions (including usage-based features described within the Service, hereinafter "Add-ons"). Add-ons are considered part of the Service and are subject to these Terms. Fees for Add-ons include model-based pricing features as described within the Service.

4.6. Delinquent Accounts

We may suspend or terminate access to the Service, including paid portions, for any account for which any amount is due but unpaid. In addition to the amount due, delinquent accounts may be charged fees or expenses incidental to chargebacks or collection of unpaid amounts (including collection fees). If a payment method becomes invalid on the due date for payment of the renewal Subscription Fee, we reserve the right to delete your account and information associated with your account, and we shall maintain no liability to you regarding this.

5. Ownership and License

5.1. The Service

We and our licensors own and retain all rights, title, and interest in and to the Service, all improvements, enhancements, or modifications thereto, and all intellectual property rights related thereto. No implied licenses exist under these Terms, and we reserve all rights to the Service not expressly granted in these Terms.

5.2. Feedback

We welcome your opinions and comments. If you choose to provide ideas regarding existing features, problems with the Service, or suggested modifications or improvements ("Feedback"), you grant us the right to use, exploit, and incorporate the Feedback without restriction or compensation to you.

5.3. Content

You retain all rights, title, and interest you have in the Input. Under these Terms, we assign to you all our rights, title, and interest (if any) in the Output (suggestions). As set forth in Section 1.3, and consistent with warranties under Anthropic's commercial terms, we do not use your Content (Input and Output) to train our or third-party AI models, nor do we authorize (via data provision or licensing) third parties to use it for training purposes.

5.4. Usage Data

We may collect, analyze, and otherwise process Usage Data for the following purposes: (i) for our business purposes, including security and analytics, to enhance the Service, and for other development or corrective purposes; and (ii) to disclose Usage Data to third parties only in an aggregated or anonymized format that does not identify you. "Usage Data" means technical logs, data, and learnings regarding your use of and interaction with the Service, but excludes your Content (Input and Output).

6. Third-Party Services

The Service may contain or incorporate optional third-party services, including but not limited to extensions and plugins that you install yourself ("Third-Party Services"). We will clearly label such content or functionality as Third-Party Services through prominent notices or descriptions within the Service. If you choose to access or use Third-Party Services at your sole discretion, your access and use of Third-Party Services are subject to the terms and conditions provided by such Third-Party Services, and you are responsible for complying with those terms. We make no representations or warranties regarding Third-Party Services.

7. Communications

We may send you emails regarding our products and services, as well as third-party products and services. You may opt out of receiving promotional emails by using the unsubscribe function or similar function or instructions within the promotional emails.

8. Modification of Terms

We may modify these Terms from time to time. Please check these Terms regularly for changes. If we make material changes, we will notify you by updating the date at the top of these Terms and maintaining the latest version of these Terms on this page. All changes are effective when posted, and your continued access or use of the Service constitutes your acceptance of those changes. If you do not agree to the modified terms, you must discontinue use of the Service.

9. Termination

You may stop using the Service at any time. We reserve the right to modify, suspend, or discontinue the Service, in whole or in part, or your access to the Service, at any time without notice. We will endeavor to provide you with reasonable advance notice if we suspend the provision of the Service, but in urgent situations such as preventing abuse, addressing security issues, or responding to legal requirements, we may not be able to provide advance notice. We shall not be liable for any modification, suspension, or discontinuance of the Service, or suspension of your access to the Service.

If you use a Subscription Service, we may terminate the Subscription Service at any time for other reasons. If we exercise this right, we will refund you on a pro-rata basis for fees paid for the remaining period of the Subscription Service after termination. However, if we terminate your access to the Service due to a violation of these Terms, you will not be entitled to a refund. Additionally, if an account has been inactive for more than one year and is not a paid account, we may terminate your account. In such cases, we will provide you with prior notice.

Upon termination of these Terms, the Subscription Service, or your access to the Service, we may delete Content or other data associated with your account at our option. Sections 1.7, 4 (regarding fees unpaid at expiration or termination), 5, and 10 through 14 shall survive the expiration or termination of these Terms or the Subscription Service. If you believe your account was suspended or terminated in error, you may contact us at info@skunc-ai.com to appeal.

10. Modification of Services

We may modify or discontinue the Service, in whole or in part, temporarily or permanently, at any time without notice (including limiting or discontinuing specific features of the Service). We shall not be liable for any modification of the Service (including paid features of the Service), or suspension or termination of your access to or use of the Service. You should maintain copies of Content as necessary in case the Service is modified and Content becomes inaccessible.

11. Copyright Complaints

If you believe your intellectual property rights are being infringed, please send a notice to info@skunc-ai.com. We will remove or disable content that we believe violates these Terms or is alleged to be infringing, and terminate the accounts of repeat infringers where appropriate. Written claims concerning copyright infringement must include the following information:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright.
  • A description of the copyrighted work that you claim has been infringed.
  • A description of where the material that you claim is infringing is located within the Service (to allow us to locate it).
  • Your address, telephone number, and email address.
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

12. Privacy

Please read the Chronist Privacy Policy (the "Privacy Policy") carefully for information regarding the collection, use, storage, and disclosure of your personal data.

13. Indemnification

To the maximum extent permitted by law, you are responsible for your use of the Service, and you agree to defend and indemnify us, our affiliates, and our respective shareholders, directors, managers, members, officers, employees, consultants, and agents (collectively, the "Company Group") from and against any and all liability, claims, damages, expenses (including reasonable attorneys' fees), and other losses arising out of or related to: (1) your unauthorized use or misuse of the Service; (2) your violation of any part of these Terms, any representation, warranty, or agreement referred to in these Terms, or any applicable law or regulation; or (3) a claim that your Input infringes upon any third party's intellectual property rights, publicity rights, confidentiality, privacy, or other rights. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter). In that event, you agree to cooperate with our defense of such claim.

14. Disclaimer of Warranties

THE SERVICE AND OUTPUT (SUGGESTIONS) ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND OUTPUT, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT WARRANT THAT THE SERVICE OR OUTPUT WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, OR THAT THOSE ISSUES WILL BE CORRECTED. YOU AGREE THAT YOUR USE OF OUTPUT FROM THE SERVICE IS AT YOUR SOLE RISK AND THAT YOU WILL NOT RELY ON THE OUTPUT AS A SOURCE OF TRUTH. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.

15. Limitation of Liability

15.1. Exclusion of Indirect Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY GROUP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY GROUP HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

15.2. Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE COMPANY GROUP TO YOU FOR ALL CLAIMS, DAMAGES, AND LOSSES ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, AND CONTENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO US FOR ACCESS TO AND USE OF THE SERVICE IN THE SIX MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM; OR (B) US $100. THE FOREGOING LIMITATIONS ARE ESSENTIAL TO THESE TERMS, AND WE WOULD NOT PROVIDE THE SERVICE TO YOU UNDER THESE TERMS WITHOUT THESE LIMITATIONS. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

16. Dispute Resolution and Governing Law

PLEASE READ THIS SECTION CAREFULLY. THIS SECTION AFFECTS YOUR LEGAL RIGHTS.

16.1. Governing Law

These Terms and all matters related to the Service shall be governed by and construed in accordance with the laws of Japan, without regard to conflict of laws principles.

16.2. Jurisdiction

You and we agree that the Tokyo District Court shall be the exclusive agreed court of first instance for any disputes arising out of or related to these Terms or the Service (whether contract disputes or tort disputes). You consent to the jurisdiction and venue of such court and waive any objection based on inconvenient forum (forum non conveniens).

16.3. Prohibition of Class and Representative Actions

YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, REPRESENTATIVE ACTION, OR CLASS ARBITRATION. To the maximum extent permitted by applicable law, the court may not consolidate or join more than one person's or party's claims and may not otherwise preside over any form of a representative or class proceeding. Also, the court may award relief (including monetary, injunctive, and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party's individual claim.

16.4. Notice of Dispute

You agree that in the event of a dispute, before taking any legal action, you will first contact us in writing at info@skunc-ai.com, describing the nature of the dispute and the relief sought. You and we agree to negotiate in good faith to resolve the dispute informally for 60 days from the date of the notice.

17. Miscellaneous

17.1. General Terms

These Terms (including the Privacy Policy and other agreements expressly incorporated into these Terms) constitute the entire and exclusive understanding and agreement between you and us regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms, including rights regarding your Content, at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

17.2. Consent to Electronic Communications

By using the Service, you consent to receive certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

17.3. Contact Information

You may contact us by sending mail to 2-11-3 Meguro, Meguro-ku, Tokyo, 153-0063, Japan or by sending an email to info@skunc-ai.com.

17.4. No Support

We are under no obligation to provide support for the Service. If we provide support, such support will be subject to published policies.

17.5. Export Controls and Trade Regulations

You must comply with the Foreign Exchange and Foreign Trade Act of Japan, the Export Administration Regulations of the United States, and all other applicable trade laws (including sanctions and export control laws). The Service may not be used, exported, or re-exported to (a) any U.S. embargoed country or region, or any country or region to which the Japanese government prohibits exports, or (b) any person or entity with whom transactions are prohibited or restricted under applicable trade laws. Your Input Data must not include material or information that is prohibited from publication or export without government authorization.