Terms of Service

These terms are the contract between you and us. We have written them in plain English on purpose. They are still a contract, so please read them.

By signing up or using Niro, you agree to them.

Agreeing to these terms also means agreeing to our Data Processing Agreement. The two go together and cannot be accepted separately. The DPA covers how we handle your code and any personal data inside it, so please read that as well. Clause 13 explains how the two fit together.

1. Who we are

Niro Intelligence Ltd, registered in England and Wales, company number 17193482. Registered office: 58 West Towers, Pinner, England, HA5 1UA.

We call ourselves "we" or "Niro". We call you "you" or "the customer".

2. What Niro does

Niro reads the code repositories you connect. It builds a map of how your code fits together, writes documentation, and answers questions about it.

3. Your account

You need an account to use Niro. You must:

• Give us accurate details and keep them up to date
• Keep your password safe
• Tell us quickly if you think someone else has got into your account
• Make sure everyone you invite follows these terms

You are responsible for what happens under your account.

4. What you can and cannot do

You may use Niro for your own business.

You may not:

• Break the law with it
• Try to break into it, overload it, or get around its limits
• Copy it, take it apart, or build a competing product from it
• Resell it or let people outside your company use your account
• Connect a repository you do not have the right to connect

5. Your code stays yours

You own your code. Connecting it to Niro does not change that. We do not claim any ownership of it.

We only use it to run the service for you. We do not use it to train AI models. The full detail is in our Data Processing Agreement.

You give us permission to process your code only so far as we need to in order to run the service.

6. What you must not put into Niro

Niro is not built for some kinds of data. Please do not connect a repository or a log agent that sends us:

• Health records covered by HIPAA
• Payment card numbers covered by PCI DSS
• Special category personal data, such as health, religion, or biometric data
• Criminal records data

If you need to process any of these, talk to us first. We may say no.

7. Paying for Niro

Prices. Our prices are on our pricing page, or in the order form we agree with you.

How you pay. There are two ways:

• Card. Most customers pay by card through Stripe. We take payment automatically at the start of each period.
• Bank transfer. Enterprise customers can pay by bank transfer against an invoice, where the order form says so. If you need this, tell us before you sign up.

Invoices. Invoices are due within 30 days of the invoice date, unless your order form says something different. If you need a purchase order number printed on the invoice, give it to us before we raise it. We cannot treat a missing purchase order number as a reason not to pay.

Tax. Our prices do not include VAT or other taxes. You pay those on top, where they apply.

Late payment. If you pay late, we may charge interest at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998.

If an invoice is more than 30 days overdue, we may suspend your account. We will always email you first and give you at least 7 days to fix it. Suspending your account does not cancel what you owe.

Price changes. We may change our prices. If we do, we will give you at least 30 days' notice and the new price only applies from your next renewal. If you have signed up for a fixed term, your price is fixed for that whole term.

8. Renewing and cancelling

Renewing. Subscriptions renew automatically. A monthly subscription renews each month. An annual subscription renews each year.

We will email you at least 30 days before an annual renewal to remind you it is coming.

How to cancel. Write to us at ask@niro.ai.

You cannot cancel from inside the product yet. We are building that. Until it exists, writing to us is the only way to cancel, and we will confirm your cancellation in writing. If you have not had a confirmation from us, assume you are not cancelled and chase us.

How much notice we need. At least 30 days before your renewal date.

If you give us less than 30 days. Your subscription rolls into the next period and you pay for that period. For a monthly plan that is the next month. For an annual plan that is the next year.

We know that is a strict rule, which is why we send the reminder above. If you tell us late because something went wrong at your end, talk to us. We would rather sort it out than argue.

If you signed up for a fixed term. When you commit to a fixed period, such as 12 months, you commit to the whole period. You can stop using Niro at any time, but the fees for the rest of the term are still payable. We do not refund the part you did not use.

What happens when your subscription ends:

• You keep access until the end of the period you have paid for.
• You then have 30 days to export your data. This is set out in clause 8 of our Data Processing Agreement.
• After that, we delete your data.
• We do not refund part periods.

If we end your account. We can end it if you seriously break these terms and do not fix the problem within 30 days of us asking. If that happens, we do not refund anything.

If we stop offering Niro. If we decide to discontinue the service, we will give you as much notice as we reasonably can and refund the part of your fees you have paid for but not used.

9. Uptime

We aim to keep Niro available 99.9% of the time each calendar month. The full detail, including how we measure it, is on our SLA page.

What "available" means. Niro is available when our API and web application respond normally to a valid request. We measure this in whole minutes. A minute counts as down only if requests fail for that entire minute.

How we work out the percentage. Take the number of minutes in the month. Subtract the down minutes. Divide by the total minutes.

What does not count as downtime:

• Planned maintenance. We will tell you at least 48 hours beforehand, keep it under 4 hours a month, and do it outside UK business hours where we can.
• Emergency security fixes. We will tell you as soon as we can.
• Problems at your end, such as your own network or a repository you have disconnected.
• Outages at a supplier we depend on, such as your git provider or an AI supplier.
• Things outside anyone's control, such as a major internet failure.
• Features marked beta or preview.

Two things to be clear about.

First, this covers whether you can reach Niro. It does not cover how long an analysis job takes to finish. Large repositories take longer than small ones, and that is normal.

Second, available is not the same as useful. If Niro answers you, Niro is up. That includes answers telling you it does not have enough information and that you should use your own tools instead. Niro is built to say so rather than guess. Downtime means we returned an error or did not answer at all. The SLA page explains this in full.

10. What we promise, and what we do not

We promise to provide Niro with reasonable skill and care.

We do not promise that Niro will be perfect or error-free. Niro uses AI, and AI gets things wrong sometimes. Please check anything important before you rely on it. Niro is a tool to help your engineers, not a replacement for their judgement.

Apart from what these terms say, we do not give any other warranty.

11. If something goes wrong

Nobody can limit some kinds of liability, and we do not try to. We remain fully liable for death or personal injury caused by our negligence, for fraud, and for anything else the law says cannot be limited.

For everything else:

Neither of us is liable to the other for lost profits, lost revenue, lost business, lost goodwill, or losses that could not reasonably have been expected.

Our total liability to you for all claims added together is limited to the fees you paid us in the 12 months before the claim.

There is one exception. If you break clause 6 by putting data into Niro that should not be there, you agree to cover our costs if that causes us a problem. That is set out in our Data Processing Agreement and is not capped.

12. Confidential information

Each of us may see the other's confidential information. Neither of us will share it or use it for anything other than this contract.

This does not apply to information that is already public, that you already knew, or that the law requires you to disclose.

Our promises about your code are stronger than this, and they are in the Data Processing Agreement.

13. Data protection

When you accept these terms, you accept our Data Processing Agreement at the same time. It forms part of this contract. There is nothing else to sign, no separate negotiation, and no need to ask us for it.

We do it this way on purpose. Many companies make you request a data processing agreement and then wait. You have ours from the moment you sign up.

If your own legal team needs a separately signed copy for their records, email ask@niro.ai and we will provide one. That copy says the same thing. It changes nothing about when the DPA started applying to you.

If these terms and the DPA disagree about personal data or about your code, the DPA wins.

14. Changes to these terms

We may update these terms. If a change is important, we will email you at least 30 days beforehand. If you do not like the change, you can cancel before it takes effect.

15. General

• These terms, together with the Data Processing Agreement and any order form we have signed with you, are the whole agreement between us about Niro.
• If one part turns out to be unenforceable, the rest still applies.
• Neither of us can transfer this contract without the other agreeing, except as part of selling the business.
• Nobody outside this contract can enforce it.
• Neither of us is responsible for delays caused by events outside our control.

16. Which law applies

These terms are governed by the law of England and Wales. The courts of England and Wales deal with any dispute.

17. Contact

General, Billing and cancellations: ask@niro.ai

Privacy and security: privacy@niro.ai