Terms of Service

Codenotary Subscription Agreement

IMPORTANT – READ CAREFULLY: This Subscription Agreement (hereinafter the “Agreement”) is a legal agreement between you (either an individual or a legal entity) and Codenotary Inc for the provision of the services as set forth in Section 1 (collectively the “Services”). YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY USING THE SERVICES. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

Updated: August 26th 2026

1. Subject Matter
Subject matter of this Agreement is the provision of the Services by Codenotary Inc and the use of such Services by you. The products offered by Codenotary Inc under this Agreement — including Codenotary Trust, Codenotary AgentMon, Codenotary AgentX, and any other product identified in a Service Order (each a “Product”) — are provided in one of two deployment models, as identified in the applicable Service Order: (a) as cloud services hosted and operated by Codenotary Inc and accessed by you remotely (“Hosted Services” — currently Codenotary Trust), or (b) as software delivered to you for installation and deployment within your own environment (“Self-Hosted Software” — currently Codenotary AgentMon and Codenotary AgentX; together with the Hosted Services, the “Software”). Each Product may only be used during the subscription term set forth in the applicable Service Order.
Your Service Order sets forth the Services subscribed to hereunder and the applicable licensing metrics, quantities, subscription fees, payment terms, and technical configurations and requirements. “Service Order” means the ordering documents for purchases hereunder (including purchase orders accepted by Codenotary Inc and any addenda thereto) that are entered into between you and Codenotary Inc from time to time. All Service Orders shall be deemed incorporated herein by reference. In the event of a conflict between this Agreement and a Service Order, the Service Order shall prevail with respect to licensing metrics, quantities, fees, and subscription term.

2. Subscription Licenses
All licenses granted under this Agreement are term-based subscription licenses. No perpetual rights are granted, and all rights to use the Software and Services expire upon expiration or termination of the applicable subscription. The licensing metric applicable to each Product (such as per user, per agent, per project, per node, or per deployment) and the licensed quantities, editions, and optional add-ons are defined exclusively in the applicable Service Order.
Once you have reached the maximum licensed capacity or quantity set forth in the Service Order, you may bring your use back into compliance by reducing your usage to the licensed level or by purchasing additional capacity from Codenotary Inc. Certain Products enforce licensed features, capacities, and add-ons by means of license keys or license tokens; availability of individual features may depend on the edition and add-ons subscribed to in the Service Order. You may install and use the Software on any computer within your environment, as long as the use of the Services remains fully licensed.

3. Provision of the Services and Deployment
Codenotary Inc will provide the Services in regard to any active subscription which you have acquired and maintain. The specifications, functionalities, requirements, service levels and availability of each subscription for Codenotary Services are described and defined on the web page or documentation provided by Codenotary Inc for the respective subscription. Codenotary Inc may – to a reasonable extent – change such non-material specifications, functionalities and requirements unilaterally by giving you notice either on Codenotary Inc’s website or by e-mail to the address registered for your account, to the extent these do not materially reduce the functionalities of the Services.
Self-Hosted Software is provided by Codenotary Inc by delivering to you the applicable media or download for installation and configuration within your own environment. Hosted Services are provided by Codenotary Inc making the respective service available for remote access over the internet; Codenotary Inc will use commercially reasonable efforts to make Hosted Services available, subject to scheduled maintenance windows and any service levels expressly set forth in the applicable Service Order. Codenotary Inc may engage hosting infrastructure providers for the operation of Hosted Services.

4. Use of the Services
You are granted the non-exclusive, non-transferable (except as otherwise set forth herein) right to (a) access and use the Hosted Services, and (b) install and use the Self-Hosted Software in object code form, in each case for your internal purposes and/or for your end customer’s internal purposes in compliance with this Agreement for the duration of your active and paid subscription. The Software may only be used in conjunction with the plug-ins, extensions, software development kits, command-line tools and Application Programming Interfaces provided or documented by Codenotary Inc, and through the interfaces made available by the Software, including supported web browsers. This Agreement does not entitle you to receive or access the source code of the Software, nor to a copy of the software used for the provision of the Hosted Services, and you may not reverse engineer, decompile or disassemble the Software except to the extent expressly permitted by applicable law. Any other software that might be provided by Codenotary Inc for the use of the Services may only be used in compliance with this Agreement and in combination with the Services, solely to the extent required to use the Services.
Any use of the Services for illegal or criminal purposes or otherwise in violation of applicable law is strictly prohibited. You agree to fully indemnify Codenotary Inc for any costs and liabilities resulting from any illegal use of the Services by you or through your subscription or account. To the extent Codenotary Inc becomes aware that your use of the Services, in Codenotary Inc’s reasonable discretion, is in violation of this Agreement or any applicable law, Codenotary Inc may immediately refuse any further support.
You agree to keep all administration credentials, license keys and access tokens for the Software confidential and to protect them from unauthorized access by third parties. You remain fully responsible for any actions taken through your account or deployment.
You may copy or print any documentation provided by Codenotary Inc online for an active subscription for the purpose of using the Services, provided that you do not remove any copyright notices and that you limit the number of copies to a reasonable amount. A subscription does not entitle you to a printed copy of the respective documentation.
In case of material breaches remaining uncured for thirty (30) days after notice of such breach of these license terms by you or through your subscription or account, Codenotary Inc is authorized at its own discretion to block any access to your account and suspend the affected subscriptions.

5. Subscription Fees
Codenotary Inc will provide subscriptions either for free, including evaluation or trial subscriptions (hereinafter “Free Subscription”), or for a subscription fee as set forth in the applicable Service Order or as listed by the Codenotary Inc website at the time of conclusion of such a subscription (hereinafter “Paid Subscription”). Services for Paid Subscriptions will only be provided after payment of such subscription fees according to the chosen payment plan, including the selected billing cycle. The initial subscription fee shall be due immediately after signing up for the respective subscription and any recurring subscription fees shall be due on the last day of the preceding billing cycle. In case of multi-year subscriptions, the subscription fee for the whole duration of the subscription shall be due immediately after signing up for the respective subscription unless the Service Order provides for annual invoicing. Notwithstanding the aforementioned provision regarding invoicing of multi-year subscriptions, if you are subscribing to a multi-year subscription, Codenotary Inc is irrevocably entitled to the fees for the whole duration of the subscription. Codenotary Inc may convert a Free Subscription into a Paid Subscription at any time. Subscribing to a Free Subscription does not grant you the right to use the associated Services indefinitely.
If you are paying by credit card, you agree that Codenotary Inc may (i) store your credit card data and (ii) automatically issue payment of subscription fees at the respective due date by using such stored credit card data. In case of non-payment of any due subscription fees, Codenotary Inc may block access to some or all of the Services until payment is received. Payment shall be made within thirty (30) days from the date of receipt of a valid and correct invoice from Codenotary Inc.

6. Copyright and Ownership
The Software and the software used for the provision of the Services are owned by or licensed to Codenotary Inc and are protected by copyright laws and international treaty provisions. You acquire only the non-exclusive, term-limited right to use the Software and Services as permitted herein and do not acquire any other rights (e.g. ownership in the Software used).

7. Maintenance
Free Subscriptions are provided without any maintenance services. Codenotary Inc maintenance services for Paid Subscriptions (“Maintenance”) consist of updates, patches, and fixes to the Software used to provide the respective Services, when and if they become available, and e-mail support. Any updates, patches, fixes, or other items provided as a part of Maintenance will automatically be licensed to you under this Agreement. Codenotary Inc will provide e-mail support on a best effort basis only. Any further warranty regarding Maintenance is expressly excluded.

8. Limited Warranty
Free Subscriptions are provided “as is” without any warranties of any kind. For Paid Subscriptions, Codenotary Inc warrants that the Services will perform substantially in accordance with the documentation when used under the recommended configuration. Non-substantial variation of performance from the documentation, which does not materially affect the performance of the Services, does not establish a warranty right. Codenotary Inc does not warrant that the Services are free from any error, that they will operate without interruption or that they will be compatible with any configuration. All warranty claims must be made within ninety (90) days of the conclusion of the affected subscription.
Analytics, metrics, cost figures, classifications and similar outputs generated by the Software (including cost estimates derived from third-party pricing information and telemetry collected in your environment) are provided for informational purposes only, are estimates by nature, and must not be relied upon as billing records or for financial reporting. Codenotary Inc does not warrant the accuracy, completeness or timeliness of such outputs or of any third-party pricing or usage data on which they are based.
THIS LIMITED WARRANTY IS THE ONLY WARRANTY MADE BY CODENOTARY INC AND STATES THE SOLE AND EXCLUSIVE REMEDIES FOR CODENOTARY INC’S BREACH OF WARRANTY. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, CODENOTARY INC PROVIDES THE SERVICES “AS IS” AND WITH ALL FAULTS AND EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, CONDITIONS, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER MATTERS, INCLUDING, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE.

9. Limitation of Liability
TO THE EXTENT ALLOWED BY LAW, CODENOTARY INC SHALL NOT BE LIABLE TO YOU FOR ANY LOSS OF USE, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF CODENOTARY INC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL CODENOTARY INC’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE TOTAL FEES PAID TO CODENOTARY INC BY YOU FOR USE OF THE SERVICES DURING THE PRECEDING TWELVE MONTHS PERIOD.

10. Confidential Information
By virtue of this Agreement, the parties may have access to information that is confidential to one another (“Confidential Information”). Confidential Information shall be limited to the terms and pricing under this Agreement, and all information clearly identified as confidential.
A party’s Confidential Information shall not include information that: (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the other party’s lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (c) is lawfully disclosed to the other party by a third party without restriction on disclosure; or (d) is independently developed by the other party.
The parties agree to hold each other’s Confidential Information in confidence during the term of this Agreement and for a period of three (3) years after termination of this Agreement. The parties agree, unless required by law, not to make each other’s Confidential Information available in any form to any third party for any purpose other than the implementation of this Agreement.

11. Indemnity
(A) Codenotary Inc shall (i) at its own expense defend you, your officers, directors, employees, agents, and customers (“Indemnified Parties”) against any third party claim (a “Claim”) that the Services infringe any copyright or trademark, or patent that is enforceable, and shall (ii) indemnify the Indemnified Parties from any damages, awards and expenses (including reasonable attorney’s fees) from such a Claim.
(B) The indemnification obligations hereunder are conditioned upon the party seeking indemnification (i) giving the indemnifying party prompt written notice of any claim, action, suit, or proceeding; (ii) granting complete control of the defense to the indemnifying party; and (iii) reasonably cooperating with the indemnifying party at the indemnifying party’s expense. In the event that Codenotary Inc determines a risk of an infringement, at Codenotary Inc’s option and expense, Codenotary Inc may replace or modify the Services with substantially equivalent services or replacement services so that the Services are no longer infringing, or obtain for you the right to continue using the Services. If Codenotary Inc determines that none of these alternatives are commercially reasonable, Codenotary Inc may cancel the applicable Service and reimburse you for any prepaid but unused Services as of the date of termination. The foregoing obligations do not apply to Claims arising from Third-Party Software (Section 14) or from combinations of the Services with items not provided by Codenotary Inc.

12. Duration / Termination
This Agreement and your license to use the respective Services, including multi-year subscriptions, shall commence with the day of the conclusion of a subscription, shall be effective for one year (or the initial term set forth in the Service Order) and shall be renewed automatically for successive one-year periods unless terminated by you or by Codenotary Inc by giving written notice sixty (60) days prior to the end of the then-current term. Renewed subscriptions shall be valid and active at the subscription fees applicable at the time of renewal. Codenotary Inc may at its own discretion terminate Free Subscriptions at any time by giving you notice. Codenotary Inc may furthermore immediately terminate any Paid Subscription by giving you thirty (30) days notice to cure a material breach of your obligations set out in this Agreement.
Upon expiration or termination, you shall cease using the affected Services, deinstall any affected Self-Hosted Software and destroy or return all copies thereof, and Codenotary Inc may block access to the affected Hosted Services and deactivate the associated license keys. For Self-Hosted Software, all data collected or generated by the Software resides within your own environment and you are solely responsible for its retention or deletion. For Hosted Services, you are solely responsible for retrieving any data you have uploaded to the Hosted Services prior to the effective date of expiration or termination; Codenotary Inc shall not be obliged to deliver or transfer any such data thereafter and may delete it after a reasonable period. You acknowledge that, independent of the reasons for the termination of this Agreement, any reimbursement for fees paid by you to Codenotary Inc in regard to the subject matter of this Agreement is excluded, except as expressly set forth in Section 11. All disclaimers of warranties and limitations of liability shall survive for a period of two (2) years from any termination or expiration of any subscriptions.

13. Export
You agree to fully comply with all applicable laws and regulations regarding export restrictions (“Export Laws”) to assure that neither the Services nor any direct products thereof are (1) exported, directly or indirectly, in violation of Export Laws, or (2) used for any purpose prohibited by Export Laws, including, without limitation, nuclear, chemical, or biological weapons production.

14. Third-Party and Open Source Software; Third-Party Services
The Software may operate together with, or require you to deploy, third-party and open source software components within your environment (for example database, storage or tracing backends). Such components are not part of the Software, are licensed to you directly under their respective third-party or open source license terms, and are operated by you within your own environment. Codenotary Inc makes no warranty and assumes no liability for third-party or open source components. A list of applicable components and licenses is available in the documentation or upon request.
The Software may interoperate with third-party services and data sources that you choose to connect (for example source code hosting services, identity providers, or AI model providers and their published pricing information). Your use of such third-party services is governed solely by your agreements with the respective providers. Codenotary Inc is not responsible for the availability, accuracy or changes of third-party services or data, and changes to third-party services may affect the corresponding functionality of the Software without constituting a defect.

15. Notices
Unless stated otherwise in this Agreement, any notices under this Agreement shall be made in writing or by e-mail to the address registered for your account (in case of a notice to you) or the address listed on the applicable web page of Codenotary Inc (in case of a notice to Codenotary Inc).

16. Non-Solicitation
During the term and for a period of two (2) years after the termination of this Agreement, neither party shall, by direct or indirect means, solicit the employment of any person who was involved in the delivery or receipt of the Services hereunder or the execution of this Agreement, and (a) who at the time of such solicitation is then working for the other party or (b) who within six (6) months prior to such solicitation had worked for that other party.

17. Non-Assignment
You are not allowed to assign your account or any subscription to any third party without Codenotary Inc’s prior written consent.

18. Data Privacy
Self-Hosted Software (including Codenotary AgentMon and Codenotary AgentX) is installed and operated entirely within your own environment. Codenotary Inc does not receive, access, host or store any data collected, processed or generated by Self-Hosted Software in your environment — including telemetry, traces, logs, prompts and model outputs, source code, repository metadata, or personal data of your users, employees or contractors.
For Hosted Services (including Codenotary Trust), data you upload to or generate within the service is hosted and processed by Codenotary Inc (and its hosting infrastructure providers) solely for the purpose of providing the Hosted Services to you. Codenotary Inc will implement commercially reasonable technical and organizational measures to protect such data, will not use it for any purpose other than providing and supporting the Services, and will not disclose it to third parties except to service providers engaged in the provision of the Hosted Services or where required by law. You remain the owner of all data you upload, and Codenotary Inc shall not be considered owner of such data for the purposes of data protection laws.
In both deployment models, you are solely responsible for the data you collect and process through the Software, for obtaining any required consents and notices (including from your own users, employees and contractors), and for ensuring that such data has been collected and processed, and may be shared with Codenotary Inc where applicable, in accordance with the data protection and privacy laws applicable to you. You shall fully indemnify Codenotary Inc for any costs and liabilities resulting from your breach of applicable data protection laws.
Codenotary Inc collects and processes only the business contact, account and billing information reasonably required to establish and manage the business relationship with you (such as names, e-mail addresses, company details and payment information), and license activation and entitlement data. Codenotary Inc will use such data only in connection with its business relationship with you and will not sell it or actively transfer it to third parties, except to service providers engaged in the fulfillment of this Agreement or where required by law.
If you voluntarily provide diagnostic data to Codenotary Inc for support purposes (for example diagnostic bundles or log excerpts), Codenotary Inc will use such data solely to provide support, will treat it as your Confidential Information, and will delete it once the support case is resolved. You are responsible for redacting any data you do not wish to share before providing it.

19. Complete Agreement; Governing Law; Jurisdiction
This Agreement constitutes the complete agreement between the parties with respect to the Services and is governed by the laws of the State of Texas (other than its conflict of law provisions). The provisions of the United Nations Convention on Contracts for the International Sale of Goods shall not be applicable. Place of jurisdiction shall be Houston, TX, USA.

20. Severability
If any part of this Agreement is held to be unenforceable, in whole or in part, such holding shall not affect the validity of the other parts of the Agreement.

21. Waiver
The waiver of a breach of any provision of this Agreement shall not operate or be interpreted as a waiver of any other or subsequent breach.

22. Entire Agreement
Any amendment or modification to the Agreement must be in writing and signed by both parties. This Agreement constitutes the entire agreement and supersedes all prior or contemporaneous oral or written agreements regarding the subject matter hereof. Each of the parties has caused this Agreement to be executed by its duly authorized representatives and it shall be effective as of the date when last signed by a party.