Terms of Use

Last updated: 2026-08-07

1. Purpose and Acceptance

These Terms of Use (TOU) govern access to and use of the LucidNest SaaS platform, published by MEMORA solutions. By accessing the service, you unreservedly accept these terms.

2. Service Description

LucidNest is a project management, digital notebooks, and collaborative spaces solution. The service allows for project creation, task tracking via Kanban, enriched note-taking, and team collaboration.

3. Subscriptions and Payments

3.1 Plans and Pricing

MEMORA solutions offers free and paid subscription plans. Details are available on our Pricing page. We reserve the right to change our prices with reasonable notice.

3.2 Applicable Taxes

All fees are in Canadian dollars (CAD). For Quebec residents, GST and QST will be added. For residents of other provinces, applicable federal and provincial taxes will be charged.

3.3 Renewal and Cancellation

Paid subscriptions are automatically renewed. You can cancel at any time from your customer account. Cancellation takes effect at the end of the current cycle, with no refund for partially used periods.

3.4 Payment Security

Payment processing is handled by Stripe. MEMORA solutions does not store any banking information. All transactions are PCI DSS compliant.

3.5 Subscription pause

You can pause your paid subscription for a period of 1 to 3 months, at no cost and without losing any data. During the pause, the service remains accessible but no amount is billed. The subscription automatically resumes at the end of the chosen period, with no action required on your part.

4. Registration and Account

Access to the service requires account creation. The user agrees to provide accurate information and to maintain the confidentiality of their credentials.

Minimum age

Access to the service is restricted to individuals aged 14 and older. If we find or are informed that an account was created by a person under 14, that account may be suspended or closed, and the associated personal information deleted in accordance with our privacy policy.

5. User Obligations

The user agrees to use the service in accordance with applicable laws and not to:

  • Disrupt the operation of the service or its servers.
  • Attempt to fraudulently access other users' data.
  • Use the service to store or distribute illegal content.

6. Intellectual Property

All elements of the service (code, design, logos, texts) are the exclusive property of MEMORA solutions. The user retains intellectual property rights over the data and content they create through the service.

7. Responsibilities and Limits

The service is provided "as is". MEMORA solutions cannot be held liable for service interruptions, accidental data loss, or indirect damages related to the use of the service.

8. Suspension and Termination

We reserve the right to suspend or terminate a user's access in case of violation of these Terms of Use, after prior notice.

9. Personal Data

The collection and processing of personal data are governed by our privacy policy.

10. Data Portability and Export

In accordance with Quebec's Law 25, you have the right to the portability of your personal information. MEMORA solutions facilitates the exercise of this right:

  • Access the Settings section of your dashboard.
  • Select the Account tab.
  • Click on the Export My Data button.

Files will be generated in a structured and commonly used format (JSON or CSV).

11. Use of Artificial Intelligence

11.1 AI Assistant (LucidNest)

The platform integrates a virtual assistant based on artificial intelligence, named "LucidNest". Its use is optional and aims to assist the user in writing, analysis, and automation.

11.2 Third-Party Providers and Data Processing

MEMORA solutions routes AI assistant requests via OpenRouter LLC (USA), which acts as a processor. Depending on availability and context, OpenRouter may route your request to third-party provider models (including Anthropic, OpenAI, Google, Mistral, Meta, or Qwen); the model actually used is recorded in our audit logs. By using LucidNest's AI assistant, you consent to your data being transmitted to these providers under this arrangement.

  • Your data is not used to train AI models.
  • No permanent storage is performed by third-party providers.

11.3 Responsibility for Generated Content

AI may generate incorrect information. You remain responsible for verifying the content. MEMORA solutions disclaims any responsibility for the accuracy of the generated content.

12. Service Provided "As Is"

The LucidNest service is provided "as is" and "as available". MEMORA solutions provides no warranties, express or implied.

13. Limitation of Liability

MEMORA solutions's liability is limited to the amount paid by the user over the last 12 months. In no event shall MEMORA solutions be liable for indirect damages.

14. Mandatory Arbitration Clause

Any dispute will be resolved through mandatory and confidential arbitration in Quebec, Canada. The user waives any right to class action. Small claims are excluded.

15. Exclusive Jurisdiction

The exclusive jurisdiction for any dispute related to these Terms of Use will be the courts of the judicial district of Quebec, Canada.

16. Indemnification

The user agrees to indemnify and hold MEMORA solutions harmless from any claims arising from their use of the service or violation of these Terms of Use.

17. Force Majeure

MEMORA solutions cannot be held liable for any failure resulting from events beyond its reasonable control, including natural disasters, pandemics, strikes, or cyberattacks.

18. Severability

If a provision of these Terms of Use is found to be invalid, the remaining provisions will remain in effect.

19. Applicable Law

These Terms of Use are governed by the applicable law according to the user's place of residence. For users in Canada, the courts of Quebec have jurisdiction.

20. Modifications

We may modify these Terms of Use at any time. Users will be informed of substantial changes by email or notification.

Optional Modules (add-ons)

Optional Modules - LucidNest lets you activate or deactivate add-on modules from your /settings/modules page. Each module has a monthly price displayed in CAD. If you activate a module mid-cycle, the amount is prorated exactly for the remaining time until your next billing date (native Stripe calculation) and displayed before confirmation.

  • Pricing: monthly price per module. Mid-cycle activation = prorated amount shown before confirmation.
  • Automatic renewal: aligned with your main subscription. Tacit renewal unless deactivated before the due date. A reminder email is sent 3 days before the due date with a one-click deactivation link (per section 11.1 of the Quebec Consumer Protection Act).
  • Deactivation at your choice: (a) at the end of the current billing cycle (default option, no extra fees); OR (b) immediately with prorated refund of unused time, paid within 15 days to your original payment method (section 51 of the Quebec Consumer Protection Act - monetary refund, never a credit note).
  • Free SuperAdmin override: MEMORA solutions inc. may activate a module for free for a specific account (staff, beta tester, partnership). No charge or refund applies in this case.

Referral program

Referral program - MEMORA solutions offers an optional referral program, available from your dashboard (the /referral page). Generating your referral link, or signing up through someone else's referral link, constitutes acceptance of the conditions described below.

  • Eligibility: any active LucidNest account can refer or be referred, except for self-referral (the same person or household may not refer themselves for a reward) and accounts already sanctioned for proven abuse of the program.
  • Rewards: $5 to the referrer and $5 to the referred account once the referred account reaches the activation milestone (genuine product use observed within 60 days of sign-up); an additional $19 to the referrer only, paid after the referred account's 2nd genuinely paid invoice. The exact amounts in effect are always shown on the /referral page.
  • Processing delay: every approved reward enters a 30-day safety period before being credited, to cover the normal refund window - a financial caution period, never a penalty.
  • Caps: 2 rewards credited automatically per month per referring account (10 for an account with Ambassador status); beyond that, each reward goes through manual review within 72 hours, and is never lost.
  • Anti-fraud review: certain technical signals (device, IP address - always hashed before storage, never kept in clear text) may trigger a kind, manual review rather than an automatic rejection; legitimate situations (family, roommates, a shared workspace) are always considered with understanding.
  • Nature of the credit: a credit applicable only to the beneficiary account's LucidNest invoices, never a cash payout, never transferable to another account. As of this writing, this credit has no active expiry date.
  • Revocation: MEMORA solutions reserves the right to revoke, with a documented reason, a reward in case of proven fraud or breach of these conditions, including after it has been credited in cases of demonstrated fraud.
  • Changes or end of the program: MEMORA solutions may modify the reward schedule or end the program at any time, with reasonable notice; rewards already in their safety period when such a change occurs remain honoured under the conditions in effect when they were approved.
  • Disputes: any challenge to a review decision or revocation may be submitted via the /exercice-des-droits page or to [email protected].

21. Contact

For any questions regarding these terms: [email protected].