# Codayak — End User Licence Agreement (EULA) **Licensor:** Techniche Labs Pty Ltd, Australia ("Techniche Labs", "we", "us") **Product:** Codayak — the AI development assistant ("the Software") **Summary** (this does not replace the terms below): Codayak is free to use, for both personal and commercial purposes. You may not redistribute it, modify it, or reverse-engineer it. It is provided "as is" with no warranty. All intellectual property in the Software remains with Techniche Labs Pty Ltd; everything you make with it remains yours. ## 1. Acceptance By installing, copying, or using the Software you agree to be bound by this Agreement. If you do not agree, do not install or use the Software, and uninstall any copies you have. ## 2. Licence grant Techniche Labs grants you a free, non-exclusive, non-transferable, revocable licence to install and use the Software on devices you own or control, for personal and commercial purposes. No fee is payable for this licence. ## 3. Restrictions and acceptable use You must not, and must not permit anyone else to: - redistribute, sell, rent, lease, sublicense, host, or otherwise make the Software available to third parties (direct people to the official download instead); - modify, adapt, translate, or create derivative works of the Software; - reverse engineer, decompile, disassemble, or otherwise attempt to derive the Software's source code, prompts, or internal logic, except to the extent such a restriction is prohibited by applicable law; - remove or alter any copyright, trademark, or other proprietary notices; - use the Software to develop a competing product by copying its behaviour, prompts, or design; - use the Software to create or distribute malware, to generate or disseminate unlawful content, or otherwise in breach of applicable law; or - use the Software's automation capabilities (including its web-browsing, web-search, database, and DevOps tools) to abuse, disrupt, or gain unauthorised access to third-party services or systems. ## 4. Your accounts, third-party services, and costs The Software connects to third-party AI and web services (for example Anthropic, OpenAI, xAI, Google, and others) using API keys that YOU supply. At your direction it can also interact with other third-party services and resources — for example Google Custom Search, image, video, and speech providers, Azure DevOps, GitHub, databases you connect it to, and websites accessed by its browsing tools. You are responsible for those accounts and systems, for complying with each service's terms, and for all usage charges those services bill you. Techniche Labs is not a party to your agreements with them and does not receive, proxy, or pay for your traffic — requests go directly from your machine to the services you configure. ## 5. AI-generated output The Software produces output (including source code, documents, and images) using third-party AI models. AI output can be wrong, incomplete, or unsafe. You are solely responsible for reviewing, testing, and validating any output before relying on it or shipping it, and for ensuring your use of the output complies with applicable laws and third-party rights. Techniche Labs makes no warranty as to the accuracy, quality, or fitness of any generated output. ## 6. Updates and communications - The Software contacts Techniche Labs' update service on startup or at least once every 24 hours to check for updates. The request carries exactly two values and nothing else: a random install identifier (a GUID generated by the Software when it is installed, stored in your local settings file, and derived from nothing about you or your machine) and the Software's version number. The service responds with the latest released version so the Software can tell you when an update is available; installing an update is always your choice. The same requests also give us a simple count of active installations — the identifier cannot identify you, we hold nothing that links it to you, your network address is not stored, and deleting your settings file discards the identifier permanently. - The check is silent and fault-tolerant: if your machine is offline or the service is unreachable, nothing happens and no error is shown. - The Software does not collect or transmit your name, email address, files, code, prompts, conversations, machine name, locale, repository paths, or API keys. ## 7. Acceptable Use You must not use the Software: (a) for any unlawful purpose or in violation of any applicable law; (b) to create, distribute or deploy malicious software, or to access systems, data or accounts without authorisation; (c) to infringe the intellectual-property or privacy rights of others; or (d) in breach of the terms of any third-party AI provider whose services you access through the Software. Techniche Labs may terminate this licence for breach of this section. ## 8. Your content and local data Everything you work on with the Software remains yours. You retain all rights in your source code, repositories, prompts, documents, recordings, and data, and in the local stores the Software maintains for you; this Agreement transfers none of them to Techniche Labs, and Techniche Labs claims no ownership of any of it. The Software stores its working data — settings, file backups, learning memories, meeting transcripts, generated artefacts, and session state — locally on your machine (for example in your repository's `.coda` folder and your local application-data folders). Those files are yours to keep, copy, or delete, and are never transmitted to Techniche Labs. ## 9. Collaboration between installations (Team Mode) The Software can connect to other installations of the Software run by you or by people you work with ("Team Mode"). Each participating installation is a separate copy of the Software licensed under this Agreement to its own user, using its own API keys at its own cost. When you lead or join a session, tasks, code, files, and context are shared directly between the participating machines over an encrypted connection, at the participants' direction; nothing passes through, or is stored by, Techniche Labs. You control who joins a session (invitations and local-network discovery), and each participant is responsible for what they choose to share and for what their installation does with material received. ## 10. Meeting Assistant and recording The Software's Meeting Assistant captures audio from your microphone and from other call participants via your device's audio output, and can optionally retain a recording for the duration of a meeting to improve speaker attribution. You are solely responsible for using these features lawfully: recording and transcription laws differ between jurisdictions and may require the consent of every participant. Obtain any consents required before using the Meeting Assistant, and comply with your organisation's policies. Transcripts and summaries are processed through the AI providers you configure (section 4) and stored locally on your machine (section 8). ## 11. Intellectual property The Software, including its design, code, prompts, documentation, and branding, is and remains the exclusive property of Techniche Labs Pty Ltd. This Agreement licenses the Software to you; it does not sell it or transfer any ownership. Output you generate with your own AI provider accounts is yours, subject to your agreements with those providers. ## 12. Third-party components The Software includes third-party open-source components, each governed by its own licence. Nothing in this Agreement limits your rights, or expands our rights, under those third-party licences. Third-party product and company names mentioned in the Software or its documentation are the trademarks of their respective owners, used for identification only; no affiliation with or endorsement by them is implied. ## 13. No warranty To the maximum extent permitted by law, the Software is provided "AS IS" and "AS AVAILABLE", without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. Techniche Labs does not warrant that the Software will be error-free or uninterrupted, and provides support on a best-effort basis only, with no service level commitment. ## 14. Limitation of liability Nothing in this Agreement excludes, restricts, or modifies any consumer guarantee, right, or remedy under the Australian Consumer Law or other law that cannot lawfully be excluded. Subject to that, and to the maximum extent permitted by law: (a) Techniche Labs is not liable for any indirect, incidental, special, or consequential loss, loss of profits, loss of data, or business interruption arising from the Software or its output, however caused; and (b) Techniche Labs' total aggregate liability in connection with the Software is limited to AUD $100 — reflecting that the Software is supplied free of charge. ## 15. Your responsibility for your use To the maximum extent permitted by law, you indemnify Techniche Labs against claims, losses, and costs brought by a third party to the extent they arise from your content, from output you ship or rely on, from recordings or material you share, or from your breach of this Agreement or of applicable law. Nothing in this section limits any right you have under the Australian Consumer Law. ## 16. Termination This licence continues until terminated. It terminates automatically if you breach this Agreement. You may terminate it at any time by uninstalling the Software. On termination you must stop using the Software and remove all copies. Sections 3, 4, 5, 8, 11, 12, 13, 14, 15, and 17 survive termination. ## 17. General - This Agreement is governed by the laws of Queensland, Australia, and the parties submit to the non-exclusive jurisdiction of its courts. - We may update this Agreement for future versions of the Software, and future versions may be offered on different terms (including paid or commercial terms); the version of this Agreement accompanying the copy you install is the one that applies to it. - If any provision is unenforceable, the remainder continues in effect. ## 18. Contact Techniche Labs Pty Ltd — https://www.technichelabs.com.au For commercial enquiries, support terms, or licensing questions, contact us via the website.