DevQuay Terms of Service

Version 0.2 (paid beta) · Effective date: [EFFECTIVE DATE] · Last updated: 2026-10-30

These Terms are an agreement between Joao P M Pereira, Estrada Fraze, 90, Teresopolis, RJ, Brasil, CNPJ 34.566.225/0001-21 ("DevQuay", "we", "us") and the organization that creates a DevQuay account or buys a subscription ("Customer", "you"). The person who accepts these Terms for an organization confirms they have authority to bind it.

DevQuay is a business service. It is not offered to consumers. If you are not acting for a business or other organization, do not use it.

Related documents, which form part of these Terms:

• [Acceptable Use Policy](acceptable-use-policy.md)
• [Data Processing Addendum](data-processing-addendum.md) (applies whenever Customer Content contains personal data)
• [Privacy Policy](privacy-policy.md), [Cookie Notice](cookies.md) and [Subprocessors](subprocessors.md) (for information)

If these Terms and the Data Processing Addendum conflict on the processing of personal data, the Data Processing Addendum wins. A signed order form or separate written agreement wins over these Terms where it says so expressly.

1. Definitions

• Service: the DevQuay web application, public and private portals, REST API, MCP server, CLI, SDK and related documentation, as made available by us from time to time.
• Organization: the workspace in the Service that belongs to you. One subscription covers one Organization.
• User: a person you invite or allow to use your Organization (owners, admins, editors, reviewers, readers).
• Agent: any software you connect to the Service, such as a coding agent, MCP host, CI job or script, using an OAuth grant or a service credential.
• Customer Content: everything you, your Users or your Agents submit to the Service or that the Service imports on your instruction, including standards, rules, profiles, exceptions, catalog data, templates, runbooks, design tokens, imported repository files, reference captures and published portal content, plus the output the Service produces from it for you.
• AI Output: content generated for you by a hosted AI model through the Service (for example drafts, summaries, proposed rules or design directions).
• Beta: the paid beta period during which the Service is offered before general availability.

2. Accounts and Organizations

2.1 Users sign in through our authentication provider (see [Subprocessors](subprocessors.md)). You are responsible for the accuracy of the information you provide, for keeping credentials secret and for everything done under your Organization's accounts, OAuth grants and service credentials.

2.2 The Organization owner controls membership, roles, collection grants, connected integrations and Agent credentials. Roles and grants are enforced by the Service, but you decide who receives them. Revoke access promptly when someone leaves.

2.3 Tell us without delay at security@devquay.com if you believe an account or credential has been compromised.

2.4 You must be able to enter into a binding contract. Users must be at least 16 years old.

3. The Service

3.1 We will provide the Service in line with these Terms and the documentation published at `docs.devquay.com`. Features shown as planned, beta or unsupported in the documentation or the capabilities document carry no commitment.

3.2 Beta. During the Beta the Service is still changing. We may add, change or remove features, and we do not offer a service level agreement or uptime credit. We will give at least 30 days' notice before removing a feature that is part of your paid plan, unless a security or legal reason requires faster action.

3.3 Recovery. We keep backups as described in the Data Processing Addendum. Our current recovery targets are a recovery point of 24 hours and a recovery time of 8 hours. These are targets, not guarantees.

3.4 What the Service does not do. The Service does not execute uploaded code, templates or runbook commands in our infrastructure, does not deploy your software, and does not change your repositories except through an explicit action you take, such as requesting a pull request. Agents connected to the Service cannot publish, approve exceptions or execute commands through the Service.

3.5 Third-party services. Some features connect to services you choose, such as GitHub or a hosted AI provider. Your use of those services is governed by your terms with them. We are not responsible for their availability or for what they do with data you send them directly.

4. Customer Content

4.1 Ownership. You keep all rights in Customer Content. These Terms do not transfer any of them to us.

4.2 Licence to operate the Service. You grant us a worldwide, non-exclusive, royalty-free licence, for the term of your subscription and the deletion periods in section 11, to host, copy, process, transmit, display and adapt Customer Content only as needed to provide, secure and support the Service for you, to comply with law and to follow your instructions (including sending selected content to the subprocessors listed in [Subprocessors](subprocessors.md)).

4.3 No training. We do not use Customer Content to train AI models, and we do not opt in to any AI provider programme that allows the provider to train on Customer Content. Hosted AI providers process requests under their own commercial API terms, summarised in [Subprocessors](subprocessors.md).

4.4 Your responsibilities. You are responsible for Customer Content and confirm that you have the rights and permissions needed to submit it, including for repositories, documents and web pages you import or capture. Do not put secrets, credentials, private keys or production customer data into Customer Content. The Service tries to exclude secret values from imports and AI requests, but it cannot detect every secret.

4.5 Public publication. Content you publish to a public portal becomes visible to anyone on the internet. Publishing and unpublishing are your decisions. After unpublishing we remove the publication and purge our cache, but we cannot recall copies that others have already downloaded, cached or indexed.

4.6 Exports. Copies you export or download are under your control. We cannot recall them.

4.7 Usage data. We collect technical and usage data about how the Service is used (for example request counts, resolution metadata, error rates and allowlisted product events). We use it to operate, secure, bill for and improve the Service. Usage data does not include the text of Customer Content. We may publish aggregated statistics that do not identify you, your Users or Customer Content.

4.8 Feedback. If you send us suggestions or feedback, we may use them without obligation to you.

5. AI features and agent context

5.1 AI features are optional. An Organization owner or admin chooses which hosted AI providers may receive Organization content and can turn AI features off. Deterministic features (rule resolution, context delivery, exports) work without them.

5.2 AI Output may be wrong. AI Output can be inaccurate, incomplete, out of date, or similar to content produced for others. The Service marks AI Output as a draft or proposal. It does not become a published standard, approved exception or released content until a User with the required role reviews and publishes it. You are responsible for reviewing AI Output before you rely on it.

5.3 Rules are not enforcement. The Service computes which standards apply to a service and delivers that context to people and Agents. It cannot make an Agent, a person or a model follow those standards. Whether generated or human-written code complies with your standards is established only by checks you run, such as tests, linters and CI policies. The Service shows check evidence you submit; it does not certify compliance with any law, regulation or framework.

5.4 Templates and generated files. Template output and generated design systems are starting points. You are responsible for reviewing, testing and maintaining anything you generate, merge or deploy.

5.5 You must follow the usage policies of the AI providers your Organization enables, which are linked in [Subprocessors](subprocessors.md) and summarised in the [Acceptable Use Policy](acceptable-use-policy.md).

5.6 Included AI usage is limited by your plan. When the allowance or a budget cap is reached, new AI work stops until the next period or until the limit changes. Ordinary context requests are not counted as AI usage.

6. Acceptable use

You must comply with the [Acceptable Use Policy](acceptable-use-policy.md) and make sure your Users and Agents do too.

7. Fees, billing and Paddle

7.1 Merchant of record. Subscriptions are sold through Paddle.com Market Limited ("Paddle"), which acts as reseller and merchant of record. Paddle processes your payment, issues invoices, and calculates and collects sales tax or VAT. Your purchase is also subject to Paddle's buyer terms, shown at checkout. We do not receive or store your full card details.

7.2 Plans. Plan prices, limits (such as active service bands, editor seats and included AI usage) and billing periods are shown on the pricing page and at checkout. During the Beta the listed plans are Team (USD 99 per month) and Growth (USD 299 per month), plus taxes where applicable. The price shown at checkout is the one that applies.

7.3 Renewal. Subscriptions renew automatically at the end of each billing period until cancelled. You can cancel at any time from the billing page or the Paddle customer portal; cancellation takes effect at the end of the current period.

7.4 Promotions and pilots. We may offer trials, pilot coupons or other discounts (for example a design-partner pilot coupon). The duration, discount and conditions are those shown when the offer is made or at checkout. When a discount ends, the normal price applies from the next billing period. Every new Organization starts with a 7-day trial that needs no payment method and starts when the Organization is created. When the trial ends without a subscription, the Organization stays readable and exportable, new capacity-expanding work and AI work are blocked, and nothing is deleted because the trial ended.

7.5 Price changes. We will give at least 30 days' notice by email to the Organization owner before a price increase applies to your subscription. The change applies from the next billing period after the notice period. You can cancel before it applies.

7.6 Plan changes and limits. Upgrades apply immediately with proration handled by Paddle. Downgrades apply from the date shown before you confirm. Exceeding a plan limit blocks new capacity-expanding work (for example adding services beyond the band or starting AI jobs) but never deletes Customer Content, and never blocks reading, exporting or account administration.

7.7 Late payment. If a payment fails, Paddle will retry it. After a grace period of 14 days without successful payment, your Organization becomes limited: Users can still read and export Customer Content and manage billing, but new AI work and capacity-expanding writes are blocked until payment succeeds or the subscription ends.

7.8 Refunds. Fees are non-refundable except: (a) where the law that applies to you requires a refund; (b) where we terminate for convenience under section 10.3 or you terminate under section 10.4 or the Data Processing Addendum's objection right, in which case we refund the unused part of prepaid fees; or (c) at our discretion. Refunds are issued through Paddle to the original payment method. Contact support@devquay.com to request one.

8. Confidentiality

Each party will protect the other's non-public information received under these Terms with reasonable care, use it only for the purposes of these Terms, and disclose it only to people and subprocessors who need it and are bound by similar duties. This does not apply to information that is public through no fault of the recipient, already known to it, independently developed, or lawfully received from a third party. A party may disclose information when the law requires it, after notifying the other party where allowed. Customer Content is your confidential information.

9. Security and data protection

9.1 We implement the technical and organisational measures described in the [Data Processing Addendum](data-processing-addendum.md), including tenant isolation in the database, encryption in transit, access controls and backups.

9.2 When we process personal data in Customer Content on your behalf, we act as your processor under the Data Processing Addendum. When we process account, billing and usage data for our own purposes, we act as controller as described in the [Privacy Policy](privacy-policy.md).

10. Term, suspension and termination

10.1 These Terms apply from the moment you accept them until your Organization is deleted.

10.2 Suspension. We may suspend access for a User, an Agent credential or the Organization, with notice where practical, if needed to stop a breach of the Acceptable Use Policy, a security threat to the Service or other customers, or a legal requirement. We will limit the suspension to what is necessary and restore access once the cause is resolved. Non-payment is handled under section 7.7, not by suspension of read or export access.

10.3 Termination by us. We may terminate a subscription for convenience with at least 60 days' notice, or immediately by notice if you materially breach these Terms and do not cure the breach within 30 days of notice (or immediately for a serious breach of the Acceptable Use Policy that cannot be cured).

10.4 Termination by you. You may cancel at any time (section 7.3). You may also terminate by notice if we materially breach these Terms and do not cure the breach within 30 days of notice.

10.5 End of the Beta. If we end the Service entirely, we will give at least 60 days' notice and refund unused prepaid fees.

11. Data export and deletion

11.1 Export. While your Organization exists, an owner can export Customer Content (canonical content, structured rules, catalog mappings, templates, release manifests and context bundles) in documented, versioned formats. Secrets and credentials are excluded from exports. Export downloads are available for 24 hours.

11.2 After cancellation or termination. When a subscription ends, Customer Content is kept and the Organization stays available for reading, export and account administration for 30 days. After that period, or earlier if an owner requests deletion, we delete the Organization as described in 11.3.

11.3 Deletion process. Deletion first disables Agent grants, service credentials and integrations, then removes active data, search indices and stored objects. Active data is deleted within 30 days of the deletion starting. Copies in backups expire with the backup cycle, at most 30 days later; if a backup is restored in that time, deletion is reapplied before the restored system serves requests. We may keep limited records where the law requires it (for example billing and tax records held by us or Paddle) or to show that a deletion happened, and minimise or pseudonymise those records.

11.4 Deleted items. Items you delete inside an active Organization can be restored for 30 days and are then permanently deleted.

12. Warranties and disclaimers

12.1 Each party confirms it has the authority to enter into these Terms.

12.2 We will provide the Service with reasonable skill and care. If the Service does not materially conform to its documentation, tell us and we will use reasonable efforts to correct it. If we cannot, either party may terminate the affected subscription and we will refund unused prepaid fees. This is your sole remedy for non-conformity.

12.3 Except as stated in these Terms, and to the extent the law allows, the Service is provided "as is" and "as available". We do not warrant that it will be uninterrupted or error-free, that AI Output will be accurate, that Agents will follow delivered context, or that use of the Service will make your software secure or compliant with any law or standard.

13. Liability

13.1 Nothing in these Terms limits liability for wilful misconduct or gross negligence, or any liability that mandatory Brazilian law does not allow to be limited, including under the Lei Geral de Proteção de Dados (Law 13.709/2018, "LGPD") and, where it applies, the Consumer Protection Code (Law 8.078/1990).

13.2 Subject to 13.1, neither party is liable for loss of profits, revenue, business or goodwill, or for indirect or consequential loss, however caused.

13.3 Subject to 13.1, each party's total liability arising out of or in connection with these Terms in any 12-month period is limited to the fees paid and payable by you for the Service in the 12 months before the event giving rise to the claim. This cap does not apply to your obligation to pay fees, or to either party's indemnity obligations under section 14.

14. Indemnities

14.1 You will defend us against third-party claims that Customer Content, or your use of the Service in breach of these Terms or the Acceptable Use Policy, infringes their rights or breaks the law, and pay amounts finally awarded or agreed in settlement.

14.2 We will defend you against third-party claims that the Service, as we provide it, infringes their intellectual property rights, and pay amounts finally awarded or agreed in settlement. This does not apply to claims caused by Customer Content, AI Output, third-party services, or combinations or modifications not made by us. If such a claim is made or likely, we may modify the Service, obtain a licence, or terminate the affected subscription and refund unused prepaid fees.

14.3 The indemnified party must notify the other promptly, let it control the defence and settlement, and cooperate reasonably.

15. Changes to these Terms

We may update these Terms. We will publish the new version with its effective date and, for material changes, notify the Organization owner by email at least 30 days before they apply. If you do not agree, you may cancel before the change applies and we will refund unused prepaid fees for the remaining period. Changes needed for legal or security reasons may apply sooner. Continued use after the effective date means you accept the new version.

16. General

16.1 Governing law and courts. These Terms are governed by the laws of Brazil. The courts of the Comarca de Teresópolis, Rio de Janeiro, have exclusive jurisdiction, except that either party may seek urgent injunctive relief in any competent court, and except where mandatory law gives you another forum.

16.2 Assignment. Neither party may assign these Terms without the other's consent, except to a successor of all or substantially all of its relevant business, with notice.

16.3 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of third-party infrastructure that we could not reasonably avoid. This does not excuse payment obligations.

16.4 Notices. We send notices to the Organization owner's email address. You send notices to legal@devquay.com and Estrada Fraze, 90, Teresopolis, RJ, Brasil.

16.5 Export control and sanctions. You must not use the Service in breach of applicable export control or sanctions laws.

16.6 Entire agreement. These Terms and the documents they reference are the whole agreement about the Service and replace earlier discussions. If a provision is unenforceable, the rest stays in effect. A failure to enforce a provision is not a waiver. Nothing in these Terms creates a partnership or agency, and no third party has rights under them.

Contact

Joao P M Pereira, Estrada Fraze, 90, Teresopolis, RJ, Brasil. Support: support@devquay.com. Security: security@devquay.com. Legal notices: legal@devquay.com.