ParetoOps

End-User License Agreement

Effective date: 2026-10-04

This End-User License Agreement (“Agreement”) is between ParetoOps, a software project (“ParetoOps”, “we”, “us”), and the individual or legal entity that installs, accesses or uses the Software (“Customer”, “you”). If you accept this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind it, and “you” means that entity.

By installing, copying or using the Software you agree to this Agreement. If you do not agree, do not install or use the Software.

1. Definitions

  • “Software” means the ParetoOps command-line tool, the pareto-ops Python package, the ParetoOps container image, any updates we make available, and their Documentation, in object code form only, however distributed (including through npm, the Python Package Index and container registries).
  • “Documentation” means the user documentation we publish at https://paretoops.dev.
  • “Free Tier” means the features of the Software that operate without a License Key.
  • “Licensed Features” means the features of the Software that require a License Key, as described in the Documentation for the Pro and Enterprise plans.
  • “License Key” means a cryptographically signed key we issue that enables Licensed Features.
  • “Order” means an order form, online checkout, quote or invoice, accepted by both parties, under which you obtain a License Key for a Subscription Term, together with the ParetoOps Subscription Terms that it incorporates.
  • “Trial” means a License Key we provide at no charge for a limited period to evaluate Licensed Features.
  • “Licensed Scope” means the organization, GitHub organizations or accounts, seats, features and term stated in your Order or encoded in your License Key.
  • “Customer Data” means evaluation results, prompts, model outputs, traces, pricing data, repositories and any other data you process with the Software.
  • “Output” means the reports, recommendations, gate results, charts and other results the Software produces from Customer Data.
  • “Affiliate” means an entity that controls, is controlled by or is under common control with a party, where control means ownership of more than 50% of the voting interests.

2. License grants

2.1 Free Tier. Subject to this Agreement, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable, worldwide license to install and use the Free Tier for your internal business purposes, including commercial use and use in your continuous-integration systems.

2.2 Licensed Features. Subject to this Agreement and payment of applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable license, during the Subscription Term, to use the Licensed Features enabled by your License Key for your internal business purposes, within your Licensed Scope. Your Affiliates and contractors may use the Software on your behalf within your Licensed Scope, and you are responsible for their compliance with this Agreement.

2.3 Trials. A Trial lets you evaluate Licensed Features until the Trial expires or we end it. Trials are provided “as is” without any warranty, indemnity or support commitment, and our total liability for a Trial is limited as stated in Section 13.

2.4 Copies and CI. You may make the copies of the Software reasonably needed for use under this Agreement, including in package caches, internal mirrors, developer machines, build agents and container images used in your own systems, and one archival copy. Each copy must keep all proprietary notices.

2.5 Reservation of rights. The Software is licensed, not sold. We and our licensors keep all right, title and interest in the Software, including all intellectual property rights. No rights are granted except those expressly granted in this Agreement.

3. Restrictions

Except as expressly permitted in this Agreement or by law that cannot be waived by contract, you will not, and will not permit anyone to:

  1. copy, modify, translate or create derivative works of the Software;
  2. reverse engineer, decompile, disassemble or otherwise attempt to derive source code, algorithms or internal structure from the Software, except to the limited extent applicable law expressly permits this despite this restriction (for example, to achieve interoperability), and then only after first asking us for the information;
  3. remove, disable, circumvent or tamper with License Key verification, feature gating or any other technical limitation in the Software, or create, share or use keys we did not issue;
  4. use Licensed Features outside your Licensed Scope, or share a License Key outside your organization;
  5. distribute, sell, rent, lease, lend, sublicense or host the Software for third parties, or provide it as a service, except that you may run the Software on infrastructure you control to process your own and your clients’ data as part of your own services;
  6. publish or redistribute the Software through a public package registry, public container image or public download, other than by referencing our official distribution channels;
  7. use the Software to build a competing product or service, or copy its features or user interface for that purpose;
  8. remove or alter any proprietary, copyright or trademark notice in the Software; or
  9. use the Software in violation of applicable law, including export and sanctions laws.

4. Customer Data, privacy and Output

4.1 The Software runs on your systems. The Software processes Customer Data locally on the machines and CI systems where you run it. We do not receive, store or have access to Customer Data through your use of the Software, and the Software does not send usage telemetry to us.

4.2 Network connections you control. The Software connects to a network only when you instruct it to: (a) to the GitHub API, using a token you supply, to post or update pull-request comments; (b) to your git remotes, using your credentials, to read and write baselines; and (c) to a pricing-catalog feed URL you configure. Those connections are between you and the relevant service. License Keys are verified offline.

4.3 Ownership. You keep all rights in Customer Data and Output. We claim no ownership of either.

4.4 Nature of Output. Output, including cost estimates, cost-per-successful-task figures, statistical comparisons, recommendations and the bundled pricing catalog, is informational. It depends on the accuracy and completeness of the data you provide and on model prices that can change at any time. Output is not financial, legal or procurement advice. You are solely responsible for validating Output and for decisions you make based on it, including whether to deploy or change models, prompts or configurations, and whether to merge code.

5. License Keys and compliance

5.1 Keys. License Keys identify the licensee and Licensed Scope. Keep your License Key confidential, and store it as a secret in your CI system. Tell us promptly if a key is exposed; we may revoke an exposed key and issue a replacement.

5.2 Verification. The Software checks License Keys offline. A key that the Software accepts but that is used outside its Licensed Scope (for example, after the Subscription Term, for another organization or beyond its seats) is not licensed under this Agreement.

5.3 Compliance certification. For paid subscriptions, no more than once in any 12-month period and on 30 days’ notice, you will provide a written certification, signed by an authorized officer, that your use complies with your Licensed Scope. If use exceeds the Licensed Scope, you will pay for the excess at our then-current list prices from the start of the excess use.

6. Third-party components and services

6.1 Open-source components. The Software includes third-party open-source components, listed with their licenses in the THIRD_PARTY_NOTICES.md file distributed with the Software. Each component is licensed under its own license, and nothing in this Agreement limits your rights under those licenses.

6.2 Third-party services. The Software works with products and services we do not control, such as model providers, evaluation frameworks, GitHub, GitLab and package registries. Your use of them is governed by your agreements with their providers, and we are not responsible for them.

7. Fees

Fees for Licensed Features are set out in your Order and governed by the ParetoOps Subscription Terms. The Free Tier and Trials are provided without charge.

8. Updates and support

We may provide updates, which are governed by this Agreement unless they come with different terms. We may change or discontinue features of the Free Tier at any time. For Licensed Features, we will not materially reduce the core functionality of a plan during a paid Subscription Term. Support for paid plans is described in the Subscription Terms; the Free Tier and Trials are provided without a support commitment.

9. Feedback

If you give us suggestions or feedback about the Software, we may use them without restriction or obligation to you. You are not required to give feedback.

10. Confidentiality

Non-public information one party discloses to the other in connection with this Agreement and identifies as confidential, or that a reasonable person would understand to be confidential (including License Keys, non-public pricing and non-public product plans), is “Confidential Information”. The recipient will use it only to exercise its rights and perform its obligations under this Agreement, protect it with at least reasonable care, and disclose it only to its personnel and advisers who need to know it and are bound by confidentiality obligations at least as protective. These obligations do not apply to information that is or becomes public through no fault of the recipient, was known to it without restriction, is independently developed, or is received from a third party without restriction. A recipient may disclose Confidential Information if required by law, after giving reasonable notice where lawful.

11. Term and termination

11.1 Term. This Agreement lasts until terminated. The license to Licensed Features lasts for the Subscription Term in your Order or, for a Trial, until the Trial ends.

11.2 Termination. You may terminate this Agreement at any time by ceasing all use and deleting all copies of the Software; fees for a paid Subscription Term are not refundable except as stated in the Subscription Terms. Either party may terminate this Agreement (or the affected Order) if the other party materially breaches it and does not cure the breach within 30 days after written notice. We may terminate your license immediately if you breach Section 3.

11.3 Effect. When a license ends, you must stop using the features it covered. When this Agreement ends, you must stop using the Software and delete all copies. Sections 1, 2.5, 3, 4.3, 4.4, 5.3 (for the period of use), 6, 9, 10, 11.3 and 12 through 17 survive.

12. Warranties and disclaimers

12.1 Limited warranty for paid subscriptions. For a paid Subscription Term, we warrant that the Software will perform materially in accordance with its Documentation. If it does not, and you tell us in writing during the Subscription Term, we will use commercially reasonable efforts to correct the non-conformity. If we cannot do so within 30 days, either party may terminate the affected Order, and we will refund the prepaid fees for the remainder of the Subscription Term. This is your exclusive remedy for breach of this warranty.

12.2 Disclaimer. EXCEPT AS EXPRESSLY STATED IN SECTION 12.1, THE SOFTWARE, OUTPUT AND DOCUMENTATION ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR LICENSORS DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR UNINTERRUPTED, THAT OUTPUT OR PRICING DATA WILL BE ACCURATE OR CURRENT, THAT A CI GATE WILL DETECT EVERY REGRESSION, OR THAT USING THE SOFTWARE WILL ACHIEVE ANY PARTICULAR COST, ACCURACY OR BUSINESS RESULT.

13. Limitation of liability

13.1 Exclusion of damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SAVINGS, DATA, GOODWILL OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THEIR POSSIBILITY.

13.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE FEES YOU PAID OR OWE US UNDER THIS AGREEMENT IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM OR, IF YOU HAVE PAID NO FEES (INCLUDING FOR THE FREE TIER AND TRIALS), ONE HUNDRED U.S. DOLLARS (US$100).

13.3 Exceptions. Sections 13.1 and 13.2 do not limit (a) your liability for breach of Section 3 or for fees owed, (b) a party’s indemnification obligations under Section 14, or (c) liability that cannot be limited by law, including for fraud, gross negligence or willful misconduct.

14. Indemnification

14.1 By us (paid subscriptions). We will defend you against any third-party claim that the Software, as provided by us and used during a paid Subscription Term in accordance with this Agreement, infringes a United States patent, copyright or trademark or misappropriates a trade secret, and will pay damages and costs finally awarded or agreed in settlement. If the Software is, or we believe it is likely to be, subject to such a claim, we may obtain the right for you to continue using it, modify it to be non-infringing without material loss of functionality, or terminate the affected license and refund prepaid fees for the remainder of the Subscription Term. We have no obligation for claims arising from Customer Data, combinations with items we did not provide, modifications not made by us, use outside the Licensed Scope or after we provided a non-infringing update, or the Free Tier or Trials. This Section states our entire liability for infringement claims.

14.2 By you. You will defend us against any third-party claim arising from your Customer Data or your use of the Software in breach of this Agreement or applicable law, and will pay damages and costs finally awarded or agreed in settlement.

14.3 Procedure. The indemnified party must promptly notify the indemnifying party of the claim, give it sole control of the defense and settlement (except that no settlement may impose an obligation on the indemnified party without its consent), and provide reasonable cooperation at the indemnifying party’s expense.

15. Export and sanctions

The Software may be subject to U.S. export control and economic sanctions laws. You will not export, re-export or transfer the Software, or use it, in violation of those laws, including to any embargoed country or region or to any person on a U.S. government restricted-party list. You represent that you are not located in such a country or region and are not such a person.

16. U.S. government users

The Software and Documentation are “commercial computer software” and “commercial computer software documentation” under FAR 12.212 and DFARS 227.7202. U.S. government users acquire only the rights set out in this Agreement.

17. General

17.1 Governing law and venue. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Each party submits to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware, except that either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information. If you are a consumer, nothing in this Agreement limits rights you have under the mandatory consumer-protection law of the country where you live.

17.2 Order of precedence. If there is a conflict, an Order prevails over the Subscription Terms, which prevail over this Agreement, but only for commercial terms (fees, term, seats, Licensed Scope, support and payment). This Agreement governs the license grant, restrictions, warranties, liability, indemnities and intellectual property.

17.3 Changes. We may update this Agreement for new versions of the Software by publishing the updated Agreement at https://paretoops.dev/legal/eula. For a paid Subscription Term, changes that are materially adverse to you take effect at your next renewal. Continued use of a new version of the Software after an update means you accept the updated Agreement for that version.

17.4 Assignment. You may not assign this Agreement without our prior written consent, except to a successor in a merger, acquisition or sale of substantially all of your relevant assets that is not our competitor, with notice to us. We may assign this Agreement in connection with a merger, acquisition or sale of all or substantially all of our relevant assets. Any other attempted assignment is void.

17.5 Notices. Notices to us must be sent to team@paretoops.dev and, for notices of breach or legal process, also to team@paretoops.dev. We may send notices to the email address associated with your License Key or Order.

17.6 Other terms. Neither party is liable for delays caused by events beyond its reasonable control (other than payment obligations). This Agreement, together with any Order and the Subscription Terms, is the entire agreement between the parties about its subject matter and supersedes any purchase-order or click-through terms you issue. If any provision is held unenforceable, it will be enforced to the maximum extent permissible and the rest remains in effect. A waiver must be in writing. The parties are independent contractors, and there are no third-party beneficiaries. This Agreement may be accepted electronically. The English version controls.

18. Contact

ParetoOps · team@paretoops.dev · team@paretoops.dev