Terms of Service

Last updated: August 11, 2025

1. Agreement of Terms

These Terms of Service constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and Kodeally Ltd. ("we," "us," or "our"), concerning your access to and use of the https://www.kodeally.com website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the "Site") and the services we provide (the "Service"). You agree that by accessing the Site and/or the Service, you have read, understood, and agree to be bound by all of these Terms of Service. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF SERVICE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND THE SERVICE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Service at any time and for any reason. We will alert you about any changes by updating the "Effective Date" of these Terms of Service.

2. The Service

Kodeally Ltd. provides a subscription-based AI engineering service for businesses ("Kodeally AI Engineering Platform"). Clients subscribe to a plan which grants them access to our team. Services are delivered via a private client portal where clients can submit an unlimited number of development requests ("Requests"), which are completed one or two at a time, depending on the client's chosen plan.

3. User Accounts

To access the Service, you must subscribe and an account will be created for you. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.

4. Subscriptions and Payment

We offer monthly and quarterly subscription plans. The customer chooses their preferred billing cycle upon signup. All payments are processed through our third-party payment processor, Stripe. You agree to provide current, complete, and accurate purchase and account information for all purchases made.

Automatic Renewal

Your subscription will automatically renew at the end of each billing period. You expressly authorize us to charge your selected payment method for the renewal term.

Free Trial

We do not offer a free trial for our subscription service.

Cancellation

Users can cancel their subscription at any time by logging into their account settings in the client portal and following the cancellation process. The cancellation will take effect at the end of the current paid term.

Returns & Refunds

Due to the nature of the work, we do not offer returns or refunds. All sales are final.

5. Prohibited Activities

You may not access or use the Service for any purpose other than that for which we make the Service available. As a user, you agree not to:

  • Sell or otherwise transfer your profile.
  • Use our services for any purpose other than for your own internal business use or for the direct benefit of your end-clients as part of a larger project.
  • Submit any data or request any project that infringes on third-party intellectual property rights, violates privacy laws, or contains illegal, harmful, or obscene content.

6. Intellectual Property Rights

We respect the intellectual property rights of others. As a core part of our Service, upon full payment for the work delivered during a subscription period, we grant you full ownership and all intellectual property rights to the custom code and solutions we create specifically for you. We retain ownership of our pre-existing, internal tools, libraries, and processes.

7. User Representations

By using the Site and the Service, you represent and warrant that:

  1. You have the legal capacity and you agree to comply with these Terms of Service;
  2. You are not a minor in the jurisdiction in which you reside;
  3. You will not access the Site or the Service through automated or non-human means, whether through a bot, script or otherwise;
  4. You will not use the Site or the Service for any illegal or unauthorized purpose;
  5. Your use of the Site and the Service will not violate any applicable law or regulation.

8. Third-party Websites

The Site may contain links to other websites ("Third-Party Websites"). Such Third-Party Websites are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Site.

9. Term and Termination

These Terms of Service shall remain in full force and effect while you use the Site or the Service. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF SERVICE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE AND THE SERVICE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.

10. Limitation of Liability

In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the twelve (12) month period prior to any cause of action arising.

11. Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of:

  1. Your use of the Service;
  2. Your breach of these Terms of Service;
  3. Your violation of the rights of a third party, including but not limited to intellectual property rights.

12. Disclaimer

THE SERVICE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICE WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

13. Dispute Resolution

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Service (each a "Dispute"), the parties agree to first attempt to negotiate any Dispute informally for at least thirty (30) days before initiating arbitration.

Binding Arbitration

If the parties are unable to resolve a Dispute through informal negotiations, the Dispute will be finally and exclusively resolved by binding arbitration. The arbitration shall be commenced and conducted under the rules of the London Court of International Arbitration (LCIA). The arbitration shall take place in London, United Kingdom, and the language of the proceedings shall be English.

14. Governing Law

These Terms of Service and your use of the Site and the Service are governed by and construed in accordance with the laws of England and Wales.

15. Contact Us

In order to resolve a complaint regarding the Service or to receive further information regarding use of the Service, please contact us at:

Kodeally Ltd.
2a Valley Road
Liverpool, England L4 0UD
United Kingdom
hello@kodeally.com