Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Neotyk platform, console, APIs and related services (the "Services") provided by Neotyk Labs, Inc. ("Neotyk", "we", "us"). By creating an account, starting a trial, or using the Services, you agree to these Terms on behalf of yourself or the organization you represent ("Customer", "you"). If you do not have authority to bind your organization, or do not agree, do not use the Services.

If you have signed an order form or enterprise agreement with Neotyk, that agreement controls where it conflicts with these Terms.

• Digital Employee or agent: an AI agent provisioned on the Services in a defined role.
• Agentic Scrum Team: a group of agents working a shared backlog, handing work to each other through the team's process, with people approving defined gates.
• Customer Materials: code, repositories, tickets, documents, prompts and other data you or your users provide or connect.
• Outputs: code changes, pull requests, tests, documentation and other work product generated by agents for you.

The Services are offered as Starter, Teams and Enterprise plans, as described on our pricing page or in an order form.

• Starter trial: 7 days, self-serve, with capped usage. At the end of the trial, access pauses unless you subscribe to a paid plan.
• Teams trial: 14 days, by invitation only, with capped usage. We may accept or decline trial applications at our discretion.
• Enterprise pilot: governed by a separate order form.
• Plan capacity limits (for example, up to 3 agents on Starter and up to 8 agents on Teams) apply as described on the pricing page.
• We may modify, limit or end trials, or suspend accounts, if we detect abuse, excessive load, fraud, or a breach of these Terms.

Paid plans are billed in advance in US dollars, monthly or annually as selected, and renew automatically for the same term until cancelled. You may cancel at any time; cancellation takes effect at the end of the current billing period. Except where required by law, fees are non-refundable.

Fees exclude taxes. You are responsible for all applicable sales, use, value-added, goods and services and similar taxes, which will be calculated and added at checkout or on your invoice based on your location. Payments are processed by our third-party payment provider (Stripe). Neotyk is the seller; applicable taxes are calculated and added at checkout or on your invoice based on your location, and collected with your payment. Enterprise fees are invoiced as set out in your order form.

We may change prices with at least 30 days' notice; changes apply from your next renewal.

Each plan includes an AI usage allowance per agent. When an allowance is reached, work may pause until the next billing period or, where offered, you may purchase additional usage. We will notify you as you approach your allowance. We may apply reasonable fair-use limits to protect the reliability of the Services for all customers.

You retain all rights in your Customer Materials. You grant Neotyk a limited license to host, process and use Customer Materials solely to provide and support the Services for you.

To the extent permitted by law, Neotyk assigns to you all rights in Outputs generated for you. Neotyk retains all rights in the Services, including the platform, agent runtime, orchestration, runbooks, interfaces and documentation, and any improvements to them.

Neotyk does not use Customer Materials or Outputs to train, retrain or fine-tune any artificial intelligence model, and requires the same of the model providers it uses to deliver the Services.

Agents generate Outputs using probabilistic AI models, and Outputs may be incomplete or incorrect. You are responsible for reviewing, testing and approving Outputs before merging, deploying or relying on them, and for configuring approval gates appropriate to your environment. You are responsible for your users' actions, for maintaining the security of your accounts and credentials, and for granting only the integration permissions agents need.

Agents perform work using skills and runbooks provided by Neotyk. We may update these from time to time to improve their quality, accuracy, safety or reliability. Updates stay within the purpose of the skill and the tools and permissions you have enabled for the agent, do not use your Customer Materials (see Section 07), and are shown in the console.

New skills, and changes that require additional tools or permissions, are offered to your organization's administrators and apply only after an administrator adopts them. We may apply an update that addresses a security or safety issue without prior adoption. Administrators will be notified, with reasonable advance notice except where the issue is urgent, in which case we notify promptly after.

We will not change policies, runbooks or standards that you create. We will give reasonable notice before retiring a skill your agents use. We keep a record of the skill and runbook versions each agent used and when, available to administrators in the console. You can change an agent's role or tools, or stop an agent, at any time. Where an Enterprise order form has its own change-control terms, those terms apply.

• Do not use the Services to develop malware, conduct unauthorized security testing, mine cryptocurrency, or violate any law.
• Do not attempt to bypass sandboxes, guardrails, usage limits or security controls, or probe our infrastructure.
• Do not reverse engineer the Services, or resell or sublicense access without our written consent.
• Do not upload content you do not have the right to use, or data that is prohibited by your own policies or applicable law.

We use administrative, technical and organizational safeguards designed to protect the Services and Customer Materials, including isolated sandboxes, scoped short-lived credentials, encryption in transit and at rest, and audit logging. No system is completely secure, and we cannot guarantee that unauthorized access will never occur. We will notify you without undue delay of a security incident affecting your Customer Materials, as required by law.

Our Privacy Policy describes how we handle personal data. Starter and Teams data is processed in the United States; Enterprise customers may deploy in their own cloud or on a dedicated instance. A Data Processing Agreement is available on request at privacy@neotyk.ai.

You may not use the Services in, or on behalf of anyone located in, a country or region subject to comprehensive US sanctions, or if you are a restricted party under US or other applicable export control or sanctions laws. You are responsible for complying with export laws that apply to your use of the Services and Outputs.

The Services connect to third-party tools you choose (such as Git hosting, issue trackers, chat and cloud providers) and use third-party AI model providers. Your use of third-party tools is governed by their terms. Neotyk is not responsible for third-party services it does not control.

Each party will protect the other's confidential information with at least reasonable care and use it only to perform under these Terms. Customer Materials are your confidential information.

These Terms apply while you use the Services. Either party may terminate for material breach not cured within 30 days of notice. We may suspend access immediately to prevent harm, abuse or legal violations. After termination, you may export your data for 30 days, after which we delete it in line with our Privacy Policy, unless the law requires otherwise.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS OR AN ORDER FORM, THE SERVICES AND ALL TRIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES OR OUTPUTS WILL BE UNINTERRUPTED, ERROR-FREE OR FIT FOR YOUR PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR LOST PROFITS, REVENUE OR DATA. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF THESE TERMS WILL NOT EXCEED THE FEES YOU PAID TO NEOTYK IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY (OR US$100 FOR TRIALS AND FREE USE). THESE LIMITS DO NOT APPLY TO YOUR PAYMENT OBLIGATIONS OR TO LIABILITY THAT CANNOT BE LIMITED BY LAW.

You will defend and indemnify Neotyk against third-party claims arising from your Customer Materials or your use of the Services in breach of these Terms. Neotyk will defend and indemnify you against third-party claims alleging that the Services, as provided by Neotyk, infringe that third party's intellectual property rights, subject to customary exclusions.

These Terms are governed by the laws of the State of Texas, USA, without regard to conflict-of-laws rules. The state and federal courts located in Travis County, Texas have exclusive jurisdiction, except that either party may seek injunctive relief in any competent court.

We may update these Terms from time to time. For material changes, we will notify you by email or in the console at least 30 days in advance. Continued use after changes take effect means you accept them.

Questions: contact@neotyk.ai. Neotyk Labs, Inc., Austin, Texas, USA.