Terms of Service

These Terms of Service ("Terms") form a binding legal agreement between you and Scytala, a service operated by Hector Antonio Jasso Garza ("Scytala," "we," "us," or "our"), based in Monterrey, Nuevo León, Mexico. These Terms govern your access to and use of the Scytala platform, website, application, agent sessions, and all related services (collectively, the "Service").

1. Acceptance and Eligibility

By accessing, browsing, signing up for, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and by all policies incorporated herein by reference. If you do not agree to these Terms, you may not access or use the Service.

If you use the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have full authority to bind that entity to these Terms, and references to "you" mean both you individually and that entity, which are jointly and severally responsible for compliance.

You must be at least 18 years old, or the age of majority in your jurisdiction, to use the Service. By using the Service you represent and warrant that you meet this requirement. The Service is intended for professional and business use and is not directed to children under 16.

2. The Service

Scytala provides a cloud-hosted coding agent (powered by Codex by default, with Claude Code available as an optional backend) that, at your direction, connects to your GitHub repositories, databases, logs, and other systems you configure, bridged to interfaces such as Slack. The agent can investigate, debug, and propose changes to the systems you connect. The Service operates on a zero-trust model: agent containers receive no long-lived credentials directly, and access is mediated through our credential proxy using session-scoped, signed tokens.

The Service is offered on an evolving, beta, and "as-available" basis. We reserve the right, at our sole discretion and at any time, to modify, add, remove, suspend, throttle, or discontinue any feature, capability, integration, or the Service as a whole, in whole or in part, with or without notice, and without liability to you, except as expressly required by applicable law. We may impose usage limits and technical or security restrictions on the Service at any time.

3. Accounts and Security

To use the Service you must register an account and provide accurate, current, and complete information, which you agree to keep up to date. You are solely responsible for safeguarding your account credentials, API tokens, and any connected authentication, and for all activity that occurs under or through your account, whether or not authorized by you. You agree to notify us immediately at legal@scytala.com of any actual or suspected unauthorized access or use. We are not liable for any loss arising from your failure to secure your account.

4. Acceptable Use

Your use of the Service is at all times subject to our Acceptable Use Policy, which is incorporated into these Terms by reference and forms an integral part of them. You agree not to use the Service for any unlawful, infringing, or abusive purpose, or in violation of these Terms or the Acceptable Use Policy.

We reserve the right, in our sole discretion, to investigate suspected violations and to suspend or terminate your access immediately and without prior notice where we reasonably believe your use violates these Terms, the Acceptable Use Policy, or applicable law, or poses a risk to the Service, to us, or to any third party.

5. Customer Data, Repositories, and Credentials

"Customer Data" means any data, code, repositories, database connections, credentials, environment variables, configuration, or other content you provide to or make accessible through the Service. As between you and us, you retain all rights you hold in your Customer Data. You grant us only the limited, non-exclusive, worldwide, royalty-free license to host, access, transmit, process, and display your Customer Data, and to operate the proxied access to your connected systems, strictly to the extent necessary to provide, secure, and support the Service.

Authorization warranty. You represent and warrant that you are fully authorized to connect every repository, database, credential, token, and system you configure in the Service, and to permit the agent to access and act upon them. You are responsible for obtaining all consents, licenses, and permissions required for that access. You must not connect any system, or grant any access, that you are not entitled to grant.

Responsibility for the agent and its output. The agent acts on the systems you connect at your direction and on your behalf. You are solely responsible for the agent's actions on your connected systems, including any commits, queries, deployments, deletions, or other operations performed during a session. You are solely responsible for reviewing, testing, and validating any code, fix, query, output, or recommendation produced by the Service before relying on it, merging it, deploying it, or otherwise acting on it. You should restrict the scope and privileges of the credentials and systems you connect to the minimum necessary.

Credentials you provide are encrypted at rest and are accessed only through our zero-trust proxy during active sessions. We log and retain metadata about agent activity (such as proxy audit records and network connection metadata) to detect abuse, investigate security incidents, and meet our legal obligations, as described in our Privacy Policy.

6. Fees and Credits

The Service uses a pay-as-you-go credit system. Credits are consumed based on actual usage, including model usage and container resources, as described on our Pricing page. You authorize us and our payment processor to charge your selected payment method for the credits and fees you incur.

When you connect a ChatGPT plan for Codex, provider model usage may be charged to or limited by that connected plan, while Scytala credits cover platform usage. If you enable API billing, you authorize Scytala to use API fallback when the ChatGPT-plan path is unavailable; API fallback is metered by model input and output tokens in credits.

No refunds. Except where a refund is required by applicable Mexican law, credits and fees are non-refundable and non-transferable, and unused credits carry no cash value. We may change pricing, credit rates, and free allowances at any time on a prospective basis; changes do not affect credits already purchased and consumed.

7. Intellectual Property

The Service, including its software, design, user interface, branding, trademarks, documentation, and all related intellectual property, is and remains the exclusive property of Scytala and its licensors, and is protected by applicable intellectual property laws. Except for the limited right to use the Service in accordance with these Terms, no rights are granted to you. You may not copy, modify, distribute, sell, sublicense, lease, reverse-engineer, decompile, or create derivative works of any part of the Service, except to the extent such restriction is prohibited by applicable law.

As between you and us, code and outputs generated by the agent during your sessions belong to you, and we claim no ownership over them. If you choose to provide suggestions, ideas, or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that feedback for any purpose without obligation or compensation to you.

8. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND ALL AGENT OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

We do not warrant that the agent's outputs will be accurate, complete, current, reliable, or safe to deploy. The agent may produce incorrect, incomplete, or harmful results. You are solely responsible for independently reviewing, verifying, and testing any output before relying on or deploying it. You assume all risk arising from your use of the Service and any reliance on its output.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SCYTALA AND HECTOR ANTONIO JASSO GARZA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID US FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (B) MX$2,000 (TWO THOUSAND MEXICAN PESOS).

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable Mexican law, including liability for willful misconduct (dolo) or gross negligence. The exclusions and limits above apply only to the extent permitted by law and do not affect any non-waivable rights you may have as a consumer.

10. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Scytala, Hector Antonio Jasso Garza, and their respective personnel, contractors, and agents from and against any and all third-party claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Customer Data or the systems and credentials you connect; (b) the agent's actions on your connected systems at your direction; (c) your use of the Service; (d) your violation of these Terms or the Acceptable Use Policy; or (e) your violation of any applicable law or any third-party right, including intellectual property and privacy rights.

11. Termination

You may terminate your account at any time by ceasing use of the Service and contacting us at legal@scytala.com. We may suspend or terminate your access to the Service, in whole or in part, at any time: immediately and without notice for violation of these Terms, the Acceptable Use Policy, or applicable law, or where we reasonably believe your use poses a security or legal risk; and otherwise on reasonable notice.

Upon termination, your right to use the Service ceases immediately and we may disable your access and delete or disconnect your configurations. Except where applicable law requires otherwise, unused credits are forfeited. All provisions that by their nature should survive termination will survive, including the Disclaimer of Warranties, Limitation of Liability, Indemnification, Intellectual Property, Fees already incurred, and Governing Law and Venue.

12. Governing Law and Venue

These Terms and any dispute or claim arising out of or related to them or the Service are governed by the laws of Mexico, without regard to conflict-of-law principles. You and we agree to submit to the exclusive jurisdiction of the competent courts located in Monterrey, Nuevo León, Mexico, and, to the maximum extent permitted by applicable law, you waive any objection to that venue and any right to litigate in any other forum. Nothing in this section deprives a consumer of any non-waivable right to bring a claim before the Federal Consumer Protection Agency (PROFECO) or a competent court where such a right is mandated by Mexican law.

13. Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms with a revised "Last updated" date, and for changes that materially affect your rights or obligations we will provide reasonable advance notice by email or through the Service. Your continued use of the Service after the updated Terms take effect constitutes your acceptance of them. If you do not agree to the updated Terms, you must stop using the Service.

14. Miscellaneous

• Severability. If any provision of these Terms is held invalid or unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions remain in full force and effect.
• No waiver. Our failure to enforce any right or provision of these Terms is not a waiver of that right or provision, and no waiver is effective unless in writing.
• Entire agreement. These Terms, together with the Acceptable Use Policy, Privacy Policy, and any other policies referenced herein, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements on the subject.
• Assignment. We may assign or transfer these Terms, in whole or in part, without restriction, including in connection with the formation of a legal entity, reorganization, or sale of the Service. You may not assign or transfer these Terms or your account without our prior written consent, and any attempt to do so without consent is void.
• Notices and contact. We may provide notices to you by email, through the Service, or by posting on our website. You may contact us at legal@scytala.com (Scytala, operated by Hector Antonio Jasso Garza, Monterrey, Nuevo León, Mexico).
• Language. These Terms may be provided in English and Spanish. In the event of any conflict or inconsistency between versions, the Spanish-language version prevails.