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Octyl End User License Agreement

Effective date: 3 November 2026 · Version: eula-2026-11-03

The short version

A plain-language summary of how Octyl handles your data. It is not a substitute for the full text below; where they differ, the full text controls. octyl privacy prints the same summary.

  • Your code stays yours. Octyl never receives your code, prompts, or file or repo names. Your AI tools talk to their makers directly.
  • Receipts say how a run went: model and version, runtime, settings, public extensions, type of work, time, cost, outcome. See the next one before it’s sent: octyl contribute show --next. Everything sent, byte for byte: octyl contribute log.
  • Contributing receipts is how Octyl works, on every plan. Every run’s receipt goes to the Reef, linked on our side to a random contributor ID, never your name, email, team or company, and used only to delete your contributions, handle concerns and catch attempts to skew results.
  • The Reef is open evaluations. Weekly public results, only for groups of 20+ people and 20+ runs, never attributed to a person, team or organization. We don’t license Reef data today. If we ever do, it will be deidentified aggregates only, and we’ll tell you first.
  • You’re in control. Something in a receipt identifies you? octyl contribute report holds it out of the Reef at once, and we reply within 5 business days. Erase: octyl contribute delete removes your receipts from Octyl (raw upload copies expire within 90 days); results already published in the Reef stay, since they’re group totals never tied to you. A copy: octyl contribute export.
  • Otherwise, just your account: name, username, email and phone number. Telemetry and crash reports are off until octyl telemetry on, and Octyl turns off your AI tools’ own usage reporting where they offer a way. The web app logs usage and errors. Debugging needs your OK: one issue at a time, deleted within 30 days, never used for the Reef or training.
  • Teams: chatter is references, never code; file, branch and agent names are scrambled, notes sealed. The relay sees commit SHAs and line numbers for about 10 minutes. Messages between teammates, and between your phone and computer, are end-to-end encrypted and the relay can’t read them; teammates’ messages wait sealed up to 7 days for devices that are offline. The team trial and referral seats need an ID check by Stripe; we keep only the result, never your ID or photo.
  • Your privacy rights: we follow the CCPA for everyone, wherever you live. California: see our Notice of Financial Incentive.

The full text follows.

This End User License Agreement (“EULA”) is an agreement between you and Octyl Labs, Inc., a Delaware corporation (“Octyl”, “we”, “us”). It covers the Octyl software you download and run. The Terms of Service (“Terms”) cover Octyl’s websites and online services.

How this EULA and the other documents fit together. This EULA is the license to the Software. Terms section 4 points here. Where this EULA and the Terms disagree about the Software, this EULA wins; where they disagree about the Services, the Terms win. The Receipt Terms win on their own subject: contributing receipts, and the Pilot program. The Privacy Policy wins on how personal data is handled.

1. What this covers

1.1 Software. “Software” means any of these that Octyl makes available, in object code, with its updates:

  • the octyl program, including its command-line interface, its terminal dashboard (Octyl in your terminal) and its local background service (“dock”);
  • the Octyl Core archive, which adds the octyl-kg and kg-mcp programs;
  • the dock’s own window for macOS, Windows and Linux (the “Desktop App”);
  • Octyl on your phone, as an installed web app or a store app (the “Companion”);
  • the install scripts, shell completions, configuration templates and documentation that come with any of them.

1.2 Not covered. Open-source components inside the Software (section 6), Third-Party Agents (section 7), and Octyl’s online Services (the Terms).

2. Accepting this EULA

2.1 You accept this EULA by (a) choosing “accept” when the Software first runs, (b) setting OCTYL_ACCEPT_EULA=1 or passing --accept-eula when you install or run it without a terminal, or (c) installing or using the Software in any other way. If you do not accept it, do not install or use the Software.

2.2 For an organization. If you accept for a company or other organization (including by setting OCTYL_ACCEPT_EULA=1 in its build systems or developer images), you confirm you have authority to bind it, and “you” includes it. Each person in the organization who uses the Software is bound too.

2.3 Recording. The Software records your acceptance on your own device: the EULA version, the time, how you accepted, the Software version and which app you accepted in. It records no name, host name or IP address and does not send that record to Octyl.

3. License grant

3.1 License. Subject to this EULA, Octyl grants you a non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free license to install and run the Software, on any number of devices you own or control, for your own purposes, including your own commercial software development and, for an organization, its internal business purposes.

3.2 No license fee. Octyl does not charge for this license. Paid plans are for Services and are governed by the Terms.

3.3 Copies. You may make the copies needed to install and run the Software as allowed here, and one backup copy. Every copy is covered by this EULA and must keep Octyl’s notices.

3.4 Inside your organization. An organization may keep copies of the Software in an internal artifact mirror, package repository or developer image that only its own personnel and contractors can reach, so long as the copies are unmodified, keep Octyl’s notices and the third-party notices, and each person who runs them is bound by this EULA.

3.5 Reserved rights. The Software is licensed, not sold. Octyl and its licensors keep all rights not expressly granted, including all intellectual property in the Software.

4. Restrictions

Except as this EULA expressly allows, or to the extent applicable law gives you a right that cannot be waived by contract, you must not, and must not let anyone else:

(a) Redistribute. Copy, distribute, sell, rent, lease, lend, publish or make the Software available to anyone outside your organization, including by mirroring it publicly, re-hosting the downloads, or putting it in a container image, virtual machine image, package repository or installer that you distribute to others. You may point people to Octyl’s own download channels (octyl.ai, and any channel octyl.ai lists).

(b) Modify. Modify, adapt, translate, patch or create derivative works of the Software. Configuration files, prompts, skills, hooks and plugins you write and that the Software loads through its documented extension points are not modifications.

(c) Reverse engineer. Decompile, disassemble, deobfuscate, unpack or otherwise reverse engineer the Software or any Octyl Service, or attempt to derive or extract its source code, algorithms, data structures, models, weights, prompts, system instructions, schemas, protocols or non-public interfaces, whether by static or dynamic analysis, memory inspection, debugging, instrumentation, traffic interception or any other means. This does not restrict inspecting your own configuration files or the output of documented commands.

(d) Circumvent. Bypass, disable, tamper with or interfere with any technical protection measure, including license and entitlement checks, signed grants, agent limits, code signing and update signature checks, sandboxing, attestation, rate limits, authentication, and the integrity of telemetry, receipts and outcome records (for example by forging, replaying, altering or inflating them). Circumventing technical protection measures can also be unlawful under laws such as 17 U.S.C. 1201 and its counterparts in other countries.

(e) Extract or probe. Use automated means (bots, scrapers, scripts or crawlers) to access or extract data or functionality from an Octyl Service other than through Octyl’s documented interfaces and your own credentials; or probe, scan or test the vulnerability of the Software, an Octyl Service or Octyl’s systems or networks, or breach or test their security or authentication measures, except as section 4A allows.

(f) Build or benchmark to extract. Use the Software, an Octyl Service, its non-public interfaces, or anything obtained in breach of this section to build, train or improve a competing product or service; or run benchmarks, test suites or repeated queries designed to extract or reproduce the Software’s non-public logic, prompts, models or behavior, or publish the results of such efforts. This does not restrict ordinary use of the Software, including building and shipping your own software, agents and products with it, or comparing AI tools and models.

(g) Remove notices. Remove, change or hide any copyright, trademark, license or other notice, including the third-party notices.

(h) Offer it to others. Run the Software as a hosted, managed or time-sharing service for third parties, or use it to provide a service that substitutes for an Octyl product.

(i) Break the rules. Use the Software in breach of the Acceptable Use Policy, a Provider’s terms (section 7), or law, including export law (section 11).

Nothing in this section limits rights you have under an open-source license for an open-source component (section 6). Activity that applicable law expressly permits notwithstanding this section (for example, decompilation for interoperability under Articles 5 and 6 of the EU Software Directive 2009/24/EC) is not restricted by it, but only to that extent.

4A. Security research and vulnerability disclosure

4A.1 Unauthorized research is prohibited. Section 4 prohibits vulnerability research, penetration testing, fuzzing, scanning and similar activity against the Software and Octyl’s systems, except as 4A.2 allows.

4A.2 Authorized research. Good-faith security research on the Software and Octyl’s systems is authorized if you: test only your own accounts, devices and data; access, keep and disclose no more data than the minimum needed to show the issue, and no one else’s; do not degrade or disrupt any service, other users or third parties; report what you find privately to security@octyl.ai; and do not disclose it publicly until Octyl has fixed it or 90 days have passed since your report, whichever comes first. Octyl will not bring a claim against you under section 4, or under anti-hacking or anti-circumvention laws, for research that follows these rules. Research outside these rules is not authorized.

4A.3 Consequences. If you breach section 4 or 4A, Octyl may immediately suspend and may permanently end all of your accounts, licenses, tokens and paired devices, without notice and without refund; all entitlements, grants and agent allowances then end; and you may be barred from future use of Octyl software and services. Octyl may pursue all remedies available at law or in equity, including injunctive relief, and may refer conduct to law enforcement. Violations may also violate laws such as the Computer Fraud and Abuse Act and the Digital Millennium Copyright Act. This section does not limit any other remedy.

5. Your content and your machine

5.1 You own your content. Your code, repositories, prompts, task text, diffs, agent output and notes are yours. This EULA gives Octyl no rights in them. Terms section 5 applies.

5.2 The Software acts on your machine. The Software starts programs, creates git worktrees and branches, reads and writes files in the repositories you point it at, and lets agents run commands. Sandboxing reduces but does not remove that risk. You decide which repositories, agents and permission settings to use, and you are responsible for backups.

6. Open-source and third-party components

6.1 The Software includes components licensed by third parties under open-source or other licenses (“Third-Party Components”). Their licenses and copyright notices are listed in the THIRD_PARTY_NOTICES file in each download archive and by the command octyl licenses, and in the licenses screen of the Desktop App and the Companion.

6.2 Each Third-Party Component is governed by its own license. Where that license grants you rights this EULA would otherwise restrict (for example a right to modify that component, or to receive its source code), that license controls for that component only. Where a license requires Octyl to offer source code, the offer is in THIRD_PARTY_NOTICES.

6.3 Third-Party Components are provided under the warranty disclaimers of their own licenses and of section 12.

7. Third-party agent programs

7.1 Separate products. The Software can start AI coding agent programs made by other companies, for example Claude Code (Anthropic), Codex (OpenAI), Gemini CLI (Google), Grok CLI (xAI) and opencode (“Third-Party Agents”, made by “Providers”). Third-Party Agents are not part of the Software. Octyl does not license, distribute, bundle, sell, support or warrant them. You obtain each one directly from its Provider, and it is licensed to you by its Provider under the Provider’s terms.

7.2 You must comply with each Provider’s terms. Your use of a Third-Party Agent, and of the Provider’s models, accounts and subscriptions, is governed only by your agreement with that Provider, including its usage policies, rate and usage limits, and any limit on automated, parallel, unattended or shared use. Some consumer subscriptions are sized for ordinary, individual use. You are solely responsible for making sure the way you use the Software with a Third-Party Agent (how many run at once, whether they run unattended, and who you share results with) is allowed under those terms. Terms section 2 applies.

7.3 Not affiliated. Octyl is not affiliated with, endorsed by, sponsored by or a partner of any Provider unless we say so in writing for a named Provider. Provider names and marks belong to their owners and are used only to say which programs the Software can start.

7.4 Credentials. The Software does not ask for, collect or send to Octyl your Provider passwords, OAuth tokens or API keys. Each Third-Party Agent signs in through its Provider’s own flow and talks to its Provider directly.

7.5 Provider telemetry. For every crew member it runs, the Software turns off that Third-Party Agent’s own telemetry and usage reporting where the Provider documents a way to do so, and sets DO_NOT_TRACK=1 for it. Where a Provider documents no such setting, the Provider’s own terms and privacy policy govern what its program sends.

7.6 No responsibility for Providers. Octyl is not responsible for any Third-Party Agent, for its output, for any change a Provider makes to it, or for any action a Provider takes on your account (including throttling, suspension or termination), and does not promise that any Third-Party Agent will keep working with the Software.

8. Data, telemetry and receipts

8.1 Local-first. The Software is built so your code, prompts, diffs and agent output stay on your machine. The Privacy Policy describes exactly what the Software sends, and when; What we collect is the plain-language version.

8.2 What the Software sends, in short:

  • Update checks. Unless you turn them off (OCTYL_NO_UPDATE_CHECK=1), the Software asks octyl.ai for the latest version. That request reveals your IP address, the Software version, operating system and architecture.
  • Sign-in. If you sign in, the sign-in flow and entitlement checks contact Octyl and our authentication provider.
  • Receipts. On every plan, after each agent run the Software sends Octyl a short receipt about that run (model, settings, type of work, timings, token and cost figures, outcome; never code or prompts). Contributing receipts is how Octyl works; no plan, setting or environment variable turns it off, and until you accept the Receipt Terms no agents start and nothing is sent. The Receipt Terms govern receipts.
  • Telemetry and crash reports. Off unless you are signed in and turn them on (octyl telemetry on). octyl telemetry off or OCTYL_TELEMETRY=0 turns them off.
  • Team relay. If you join a team, coordination messages go through the team relay as described in the Privacy Policy, section 2.5.

8.3 These features are part of the Software, but their data handling is governed by the Privacy Policy and the Receipt Terms. If this EULA and the Privacy Policy disagree about data, the Privacy Policy wins.

9. Updates

9.1 The Software checks for updates and can update itself (octyl update, the Desktop App, app stores). Octyl signs its releases, and the Software refuses an update whose signature does not verify.

9.2 Updates may add, change or remove features. Updates are covered by this EULA unless they come with a new version of it, in which case section 15 applies.

9.3 Some updates may be required to keep using the Services, for example for security reasons or because an older version’s sign-in or entitlement protocol is retired.

9.4 Octyl has no obligation to provide updates, support or maintenance.

10. Desktop App and Companion

10.1 Store terms. If you get the Desktop App or the Companion from an app store (Apple App Store, Google Play, Microsoft Store), the store’s terms also apply. If they conflict with this EULA on the relationship between you and the store, the store’s terms win.

10.2 Platform components. The Desktop App and the Companion display their screens with the web view of your operating system or browser, which its vendor licenses to you, not Octyl.

10.3 Pairing. You pair the Companion with your dock by scanning a code. Pairing gives that phone control over agents on your machine. Pair only devices you control, and unpair ones you lose.

11. Export control and sanctions

11.1 The Software is subject to US export control and sanctions laws, including the Export Administration Regulations (“EAR”, 15 C.F.R. Parts 730–774) and the regulations of the Office of Foreign Assets Control, and may be subject to the export and import laws of other countries.

11.2 You confirm that you are not (a) located in, ordinarily resident in, or organized under the laws of a country or region subject to comprehensive US sanctions or embargoes (for example Cuba, Iran, North Korea, and the Crimea, so-called Donetsk People’s Republic and so-called Luhansk People’s Republic regions of Ukraine), or (b) on, or owned or controlled by anyone on, a US restricted-party list, including the OFAC Specially Designated Nationals list and the Commerce Department’s Entity List, Denied Persons List and Unverified List.

11.3 You will not export, re-export or transfer the Software (a) to a place or person described in 11.2, or (b) for a use prohibited by EAR Part 744, including nuclear, chemical or biological weapons, missile, or military end uses or end users where a license is required.

11.4 Classification. The Software uses only standard, publicly available cryptography for authentication and confidentiality (TLS, Ed25519 signatures, NaCl sealed messages, SHA-256). Octyl classifies it as mass-market software under ECCN 5D992.c.

12. No warranty

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, OCTYL AND ITS LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THAT: AI AGENTS STARTED THROUGH THE SOFTWARE CAN WRITE INCORRECT, INSECURE OR DESTRUCTIVE CODE, DELETE OR OVERWRITE FILES, PUSH CHANGES AND RUN COMMANDS ON YOUR MACHINE. OCTYL DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR UNINTERRUPTED, THAT SANDBOXING WILL CONTAIN AN AGENT, THAT ANY THIRD-PARTY AGENT WILL WORK WITH IT, OR THAT COST, TOKEN OR BENCHMARK FIGURES IT SHOWS ARE ACCURATE.

Some jurisdictions do not allow some of these exclusions; in those places they apply only as far as the law allows, and any implied warranty that cannot be excluded is limited to 90 days from first installation.

13. Limitation of liability

13.1 TO THE FULLEST EXTENT PERMITTED BY LAW, OCTYL AND ITS LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, CODE, BUSINESS OR GOODWILL, OR COSTS OF SUBSTITUTE SOFTWARE, OR FOR ANY ACTION A PROVIDER TAKES ON YOUR ACCOUNT, ARISING OUT OF OR RELATING TO THE SOFTWARE, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY.

13.2 OCTYL’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SOFTWARE IS LIMITED TO THE GREATER OF (A) THE AMOUNTS YOU PAID OCTYL FOR THE SOFTWARE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM (WHICH, FOR THIS FREE LICENSE, IS ZERO) AND (B) US$100. This cap is shared with, not added to, the cap in Terms section 13.2.

13.3 Nothing in this EULA limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be limited by law. If you are a consumer in the EU or UK, Octyl is responsible for foreseeable loss caused by its breach of this EULA or its negligence, and these limits apply only as far as your mandatory local law allows.

14. Term and termination

14.1 This EULA runs from when you accept it until it ends.

14.2 You can end it at any time by uninstalling the Software and deleting all copies.

14.3 It ends automatically, immediately and without notice, if you breach section 4 or 4A, or materially breach section 11. Octyl may suspend access to the Services at once while it investigates. Octyl may end it on notice if you breach any other part and do not fix the breach within 14 days of notice.

14.4 If Octyl stops distributing the Software. Octyl will give at least 30 days’ notice where practical. Your right to keep running copies you already installed continues under this EULA; what ends is new downloads, updates and any Services those copies need.

14.5 When this EULA ends under 14.2 or 14.3, you must stop using the Software and delete all copies. Sections 4, 4A, 6.3, 7.6, 8.3, 11, 12, 13, 14.5, 16 and 17 survive.

15. Changes to this EULA

Octyl may publish a new version of this EULA. A new version applies to Software versions released after it is published. For a material change, the Software shows the new version when the updated Software first runs and asks you to accept it; if you do not, you may keep using the version of the Software you already have under the version of this EULA you accepted, but not update it.

16. Governing law and disputes

16.1 This EULA is governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws rules. The UN Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act (where enacted) do not apply.

16.2 Disputes are resolved as set out in Terms section 16. Octyl may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property.

16.3 If you are a consumer in the EU, UK or another place whose law gives you the right to sue at home or under mandatory local law, nothing here takes that right away.

17. General

17.1 US Government end users. The Software is “commercial computer software” and its documentation is “commercial computer software documentation” under FAR 12.212 and DFARS 227.7202. Government end users get only the rights in this EULA.

17.2 Entire agreement. This EULA, together with the Terms, the Privacy Policy, the Acceptable Use Policy and the Receipt Terms, is the entire agreement about the Software.

17.3 Assignment. You may not assign this EULA without Octyl’s written consent. Octyl may assign it in a merger, acquisition or sale of assets.

17.4 Severability; no waiver; English controls. If a provision is unenforceable, it is changed to the minimum extent needed and the rest stays in force. Not enforcing a provision is not a waiver. If this EULA is translated, the English version controls.

17.5 Contact. Octyl Labs, Inc. · legal@octyl.ai