Terms of Service

Last Updated: 20 January 2026

1. Introduction and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between CodeAlive Ltd ("CodeAlive", "we", "us") and you ("Customer", "User", or "you").

By creating an account, accessing, or using our AI-powered workspace and code analysis platform (the "Service"), you confirm that you have read, understood, and agree to be bound by these Terms.

B2B Service: The Service is intended for use by businesses and professionals. By using the Service, you represent that you are acting for purposes relating to your trade, business, craft, or profession.

2. Access and Account

2.1 License Grant: Subject to your compliance with these Terms and payment of applicable fees, CodeAlive grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes.

2.2 Security: You are responsible for maintaining the confidentiality of your login credentials. You must notify us immediately of any unauthorized access to your account. CodeAlive is not liable for any loss resulting from unauthorized use of your account.

2.3 Restrictions: You must not:

  • Reverse engineer, decompile, or disassemble the Service.
  • Use the Service to build a competitive product.
  • Use the Service for any illegal purpose or to transmit malicious code (viruses, worms, etc.).
  • Perform automated scraping of the Service.

3. Intellectual Property

3.1 CodeAlive IP: All rights, title, and interest in and to the Service (including the platform architecture, AI agents, UI, and documentation) are and will remain the exclusive property of CodeAlive and its licensors.

3.2 Customer Data: You retain all ownership rights to the source code, repositories, and data you upload or connect to the Service ("Customer Data"). You grant CodeAlive a worldwide, royalty-free license to access, host, and process Customer Data strictly as necessary to provide the Service to you.

3.3 AI Usage: CodeAlive does not use your proprietary Customer Data to train its foundational Large Language Models (LLMs) for the benefit of other customers or the general public.

3.4 Output Ownership: As between the parties, you own the rights to the code snippets, explanations, and analysis generated by the Service in response to your inputs ("Output"). You are responsible for ensuring your use of such Output does not infringe third-party rights.

4. AI Disclaimers (Probabilistic Nature)

4.1 Accuracy: The Service utilizes Large Language Models (LLMs) which are probabilistic in nature. You acknowledge that Output may be inaccurate, incomplete, or hallucinated (incorrect).

4.2 Non-Reliance: The Service acts as a coding assistant, not a substitute for human engineering judgment. You agree to review, test, and validate all Output before deploying it in a production environment. CodeAlive accepts no liability for bugs, security vulnerabilities, or errors introduced into your codebase through the use of the Service.

5. Data Protection (Processor Obligations)

To the extent CodeAlive processes personal data contained within your Customer Data (e.g., committer names/emails) on your behalf, CodeAlive acts as a Data Processor and you act as the Data Controller.

5.1 Compliance: Both parties agree to comply with their respective obligations under the UK GDPR.

5.2 Instructions: We will only process such data in accordance with your documented instructions (which include these Terms).

5.3 Security: We have implemented appropriate technical and organizational measures to protect such data.

5.4 Sub-processors: You consent to our use of the sub-processors listed in our Privacy Policy.

6. Payment and Subscription

6.1 Fees: You agree to pay the fees specified on our Pricing Page or Order Form. All fees are exclusive of VAT, which will be charged at the prevailing rate if applicable.

6.2 Billing: Payments are processed by our third-party provider, Stripe. Subscriptions automatically renew unless cancelled prior to the renewal date.

6.3 Refunds: Except as required by law, all fees are non-refundable. As a business user, you acknowledge that you do not have a statutory right of withdrawal (cooling-off period) once the Service has been provisioned.

7. Warranties and Disclaimers

7.1 "As Is": THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY ENGLISH LAW, CODEALIVE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

7.2 Uptime: While we aim for high availability, we do not guarantee that the Service will be uninterrupted, secure, or error-free.

8. Limitation of Liability

8.1 Excluded Damages: IN NO EVENT SHALL CODEALIVE BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA (INCLUDING SOURCE CODE), OR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES.

8.2 Liability Cap: CODEALIVE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO CODEALIVE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

8.3 Exceptions: Nothing in these Terms excludes or limits our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be excluded by English law.

9. Term and Termination

9.1 Termination for Convenience: You may cancel your subscription at any time via your account settings. Access will continue until the end of the current billing cycle.

9.2 Termination for Breach: We may suspend or terminate your access immediately if you breach these Terms (including the Acceptable Use restrictions in Section 2.3).

9.3 Effect of Termination: Upon termination, your right to use the Service ceases. We may delete your Customer Data from our systems after a grace period of 90 days, unless legally required to retain it.

10. General Provisions

10.1 Governing Law: These Terms are governed by and construed in accordance with the laws of England and Wales.

10.2 Jurisdiction: The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.

10.3 Entire Agreement: These Terms constitute the entire agreement between you and CodeAlive regarding the Service.

10.4 Updates: We may update these Terms from time to time. If changes are material, we will notify you via email or a prominent notice on the Service. Continued use implies acceptance of the updated Terms.

Contact Us

If you have questions about this document, please write to:

CodeAlive Ltd
71-75 Shelton Street, Covent Garden
London, WC2H 9JQ, UK
Email: security@codealive.ai

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