Terms of Service

1.1These Terms constitute a binding agreement between you and DELG Software, S.A.S DE C.V., a company incorporated under the laws of the United Mexican States with its principal place of business in the State of Nuevo León, United Mexican States.

1.2By creating an account, installing the desktop IDE or command-line interface, or otherwise accessing the Service, you accept these Terms on your own behalf and, where you use the Service in the course of employment or engagement, on behalf of the organisation you represent.

1.3Where you accept these Terms on behalf of an organisation, you warrant that you have authority to bind that organisation.

2.1You must be at least 16 years of age to use the Service. The Service is not directed to, and may not be used by, persons below that age.

2.2You may not use the Service if you are barred from doing so under the laws of your jurisdiction, or under applicable trade sanctions or export control laws.

3.1Certain features require an account. You are responsible for the accuracy of the information you provide and for keeping your account credentials confidential.

3.2You are responsible for all activity occurring under your account. You must notify us without undue delay upon becoming aware of any unauthorised use.

3.3Where you supply the Service with credentials or access tokens for a third-party service, you represent that you are entitled to do so and that such use does not breach your agreement with that third party.

4.1The Service provides an automated coding assistant that reads, modifies and executes code on your instruction, together with the interfaces necessary to operate it.

4.3We may add, modify or discontinue features of the Service. Where a change materially reduces functionality you rely on, we will give reasonable notice by an appropriate means.

5.1Access to certain features is metered in credits or governed by a subscription plan. The credits consumed by an operation depend on the model selected and the volume of data processed.

5.2Fees are payable in advance and, except where required by law, are non-refundable. Credits have no cash value and are not transferable.

5.3We may change pricing. A change to the price of a subscription takes effect at the start of your next billing period, and we will give notice before it does.

5.4Where payment fails or a plan lapses, access to metered features may be suspended until the account is brought current.

6.1You retain all rights in the source code, instructions and other material you submit to or make accessible through the Service ("Your Content"). These Terms transfer no ownership in Your Content to us.

6.2You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display and process Your Content solely to the extent necessary to provide the Service to you, and for no other purpose.

6.3You are responsible for Your Content, including for having the rights necessary to submit it to the Service and to permit the processing described in these Terms.

6.4We do not use Your Content to train machine learning models, and we do not disclose it other than as described in our Privacy Policy.

7.2We may investigate suspected breaches of clause 7.1 and may suspend access where we reasonably consider it necessary to protect the Service or third parties.

8.1The Service integrates with third-party services, including source control providers and model providers. Your use of those services is governed by their own terms, and we are not responsible for their acts or omissions.

8.2Where you authorise the Service to access a third-party account, you may revoke that authorisation at any time through that third party or through the Service.

9.1The Service generates code and other output automatically. Such output may be inaccurate, insecure, or unsuitable for your purpose, and may resemble material produced independently by others.

9.2You are responsible for reviewing, testing and validating any output before relying on it, and in particular before deploying it to a production system.

9.3The agent is capable of modifying files and executing commands within the environment you grant it. You are responsible for the scope of access you grant and for maintaining backups of material you cannot afford to lose.

9.4We make no representation that output is free of defects, fit for any particular purpose, or free of third-party rights.

10.1The Service, including its software, interfaces, documentation and trade marks, is owned by us or our licensors and is protected by intellectual property law.

10.2Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service for its intended purpose. All rights not expressly granted are reserved.

10.3You may not reverse engineer, decompile or disassemble any part of the Service, except to the extent that such restriction is prohibited by applicable law.

10.4Where you submit feedback or suggestions, you grant us an unrestricted right to use them without obligation to you.

11.1The Service is provided on an "as available" basis. We do not warrant uninterrupted or error-free operation, and we may perform maintenance that temporarily limits availability.

11.2Support is provided at [email protected] on a commercially reasonable basis. These Terms do not establish a service level agreement unless one is separately agreed in writing.

12.1To the maximum extent permitted by applicable law, the Service is provided "as is" and "as available", without warranty of any kind, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, non-infringement, or arising from a course of dealing.

12.2Some jurisdictions do not permit the exclusion of certain warranties. Where that is the case, the exclusions in this clause apply only to the extent permitted, and nothing in these Terms limits rights that cannot lawfully be limited.

13.1To the maximum extent permitted by applicable law, we are not liable for any indirect, incidental, special, consequential or punitive damages, nor for any loss of profits, revenue, data, business or goodwill, arising out of or in connection with the Service, whether in contract, tort or otherwise, and whether or not we were advised of the possibility of such loss.

13.2To the maximum extent permitted by applicable law, our total aggregate liability arising out of or in connection with these Terms is limited to the greater of the amounts paid by you for the Service in the twelve months preceding the event giving rise to the claim, or one hundred United States dollars.

13.3Nothing in these Terms excludes or limits liability for fraud, for wilful misconduct, or for any other liability that cannot lawfully be excluded or limited.

14.1You will indemnify and hold us harmless against any claim, liability, damage, loss and expense, including reasonable legal fees, arising out of your use of the Service in breach of these Terms, your breach of clause 7, or your infringement of the rights of a third party.

14.2We will notify you of any such claim without undue delay and will not settle it without your consent, such consent not to be unreasonably withheld.

15.1You may stop using the Service and close your account at any time.

15.2We may suspend or terminate access where you materially breach these Terms, where required by law, or where continued provision would expose us or third parties to material risk. Except where a breach requires immediate action, we will give notice and a reasonable opportunity to remedy.

15.3On termination, your right to use the Service ceases. Content and records are retained and deleted in accordance with the Privacy Policy.

15.4Clauses 6, 10, 12, 13, 14 and 17 survive termination.

16.1We may amend these Terms. The version and effective date at the head of this document indicate when they were last amended.

16.2Where an amendment is material, we will give notice before it takes effect. Continued use of the Service after that date constitutes acceptance of the amended Terms. If you do not accept them, you must stop using the Service.

17.1These Terms are governed by the laws of the United Mexican States, without regard to conflict of law rules.

17.2The courts of Monterrey, Nuevo León, Mexico have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, save that where you are a consumer resident elsewhere, you retain the benefit of any mandatory protections and jurisdiction rules of your place of residence.

17.3Before commencing proceedings, the parties will attempt in good faith to resolve the dispute by contacting [email protected].

17.4If any provision of these Terms is held unenforceable, that provision is severed and the remainder continues in full force.