1. Parties and definitions
"Cirql Works", "we", "us" and "our" mean Cirql Works Ltd, a company registered in England and Wales (number 16173373, VAT GB483372767) with its registered office at the address shown on our Companies House filing.
"Customer", "you" and "your" mean the legal entity that holds the PatchBuddy subscription. Where an individual signs up on behalf of a company, that individual confirms they have authority to bind that company and the company is the Customer.
"PatchBuddy" or "the Service" means the software-as-a-service product operated at use.patchbuddy.ai, including any related dashboards, APIs, knowledge bases, and supporting infrastructure.
"Subscription" means the tier (Solo, Studio, Agency) and billing period (monthly or annual) that the Customer has purchased. "Order" means the in-product subscription configuration that records the Customer's chosen tier, period, seat count, and any add-ons.
"User" means an individual authorised by the Customer to use a seat under the Customer's subscription. "Operator" is used interchangeably with "User" elsewhere in our documentation.
2. Account registration and security
To use PatchBuddy you must create an account. You confirm that:
- You are 18 or older and using the Service for business purposes only;
- The information you provide on registration is accurate and kept up to date;
- You will keep your account credentials confidential and use reasonable security measures (multi-factor authentication where supported);
- You are responsible for activity carried out under your account or under accounts you authorise.
You must tell us promptly at security@patchbuddy.ai if you suspect unauthorised access to your account.
3. Subscriptions, fees, and billing
The Service is sold on a subscription basis. Current tiers, prices, and inclusions are published at patchbuddy.ai/pricing. Prices are quoted in pounds sterling and are exclusive of VAT, which is charged where required.
Billing. Subscription fees are paid in advance: monthly subscriptions are charged on the calendar day matching the original signup date; annual subscriptions are charged once per twelve-month period. Card payments are processed by Stripe Inc. We do not store full card details on our systems.
AI usage. Each subscription includes a monthly credit balance for AI token usage. Usage in excess of that credit is paid for either by top-up credit purchased in advance (minimum top-up: £5) or, where no top-up balance is available, the Service will suspend further AI calls until a top-up is made. Subscription accounts cannot run a negative balance.
Renewal. Subscriptions renew automatically at the end of each billing period at the then-current published price. The Customer may cancel auto-renewal at any time from the in-product dashboard; the current period continues to run until its end.
Refunds. Subscription fees are non-refundable. Unused top-up credit purchased separately may be refunded within 30 days of the top-up purchase; after that period it remains in the Customer's account indefinitely and does not expire.
Price changes. We may change subscription prices from time to time. Where a price change affects an existing subscription, we will give at least 30 days notice in-product or by email before the change takes effect at the next renewal.
4. Licence to use the Service
For so long as your subscription is active and your account is in good standing, we grant you a non-exclusive, non-transferable, revocable right to access and use the Service in accordance with these terms and any applicable Order. Sub-licensing the Service to third parties is not permitted.
PatchBuddy operates on top of Patchworks. You are responsible for maintaining a separate, valid Patchworks subscription with sufficient permissions for the integration work you intend to carry out through PatchBuddy.
5. Acceptable use
You agree not to use the Service to:
- Break the law, infringe a third party's rights, or facilitate either;
- Attempt to gain unauthorised access to any part of the Service, our infrastructure, or another customer's account;
- Reverse engineer, decompile, or copy the Service except where statute permits and only to the extent permitted;
- Probe, scan, or test the vulnerability of the Service without our prior written consent;
- Use the Service to build a competing product, or to train any model that competes with the Service;
- Send through the Service any content that is illegal, abusive, harassing, defamatory, or contains malicious code;
- Share account credentials between people who are not authorised Users on your subscription, or otherwise circumvent the seat allowance attached to your tier;
- Resell, sublicense, or otherwise commercially exploit access to the Service to third parties.
We may suspend or terminate the account of any Customer found in material breach of this section. See Sections 11 and 12.
6. Customer data and AI input
"Customer Data" means content you submit to the Service, including chat messages, uploaded files, Patchworks credentials, knowledge entries, and screenshots. As between the parties, you retain ownership of Customer Data. You grant us a limited licence to host, process, transmit, and display Customer Data solely as required to provide the Service to you.
We process personal data contained in Customer Data as a processor on your behalf. Our processing activities and the safeguards we apply are described in our Privacy Policy. A Data Processing Agreement is available on request from privacy@patchbuddy.ai.
Where you submit content to an AI model through the Service, that content is forwarded to the AI provider you selected for that turn. Operational detail and our list of AI subprocessors are set out in our AI Policy. You confirm that you have the right to share Customer Data with those subprocessors and that doing so does not breach any obligation owed to a third party.
We do not use Customer Data to train artificial intelligence models. We do not sell Customer Data, and we do not share it with advertising networks.
7. Our intellectual property
The Service, including its software, design, content authored by Cirql Works (such as the platform-level knowledge base), and all trade marks, are owned by Cirql Works Ltd or our licensors. Nothing in these terms transfers any of those rights to the Customer.
Where the Service produces output in response to Customer Data (including AI-generated suggestions, code, configuration, or text), we make no claim of ownership over that output. The Customer is free to use it within the boundaries of these terms and applicable law. The Customer remains responsible for verifying that any AI-generated output is suitable for the purpose for which it is used.
8. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other in connection with the Service ("Confidential Information"), and to use it only for the purpose of performing under these terms. Each party will protect Confidential Information using a reasonable standard of care, and at least the standard of care it uses to protect its own confidential information of a similar kind.
Confidential Information does not include information that: (a) was already known to the receiving party without obligation of confidence; (b) is or becomes public other than through breach of this clause; (c) was independently developed without use of the disclosing party's information; or (d) must be disclosed by law or court order, in which case the receiving party will give the disclosing party prompt notice where lawful.
9. Service availability
We will use commercially reasonable efforts to keep the Service available 24 hours a day, 7 days a week. From time to time, planned maintenance will require brief windows of unavailability. We will give reasonable notice of planned maintenance through in-product notifications.
We do not guarantee uninterrupted access. Outages caused by third-party providers (including AI model providers, hosting providers, and payment processors) are outside our direct control. Where downtime is material and persistent, we will work in good faith with affected customers to provide credit at the AI-credit equivalent of the affected period.
10. Beta features
From time to time we make features available on a "beta", "preview", or similar basis. Beta features are provided as-is, may be changed or withdrawn without notice, and are not subject to the availability commitments in Section 9. Use of a beta feature is voluntary.
11. Suspension
We may suspend the Customer's access to all or part of the Service if:
- Payment for fees is overdue by more than 7 days after written notice to the Customer;
- The Customer is in material breach of Section 5 (Acceptable use);
- Continued provision of the Service presents a security risk to other customers, our infrastructure, or our subprocessors;
- We are required to do so by law or by an order of a competent authority.
Where suspension is for non-payment or for breach of acceptable-use, we will give written notice and a reasonable opportunity to remedy unless the breach is incapable of remedy or remedy would be ineffective.
12. Termination
By the Customer. The Customer may cancel the subscription from the in-product dashboard at any time. Cancellation takes effect at the end of the current billing period. Access continues until that date.
By us, for cause. We may terminate the subscription on written notice if the Customer commits a material breach of these terms and either fails to remedy that breach within 14 days of written notice or commits a breach incapable of remedy. We may also terminate immediately if the Customer becomes insolvent or enters into any analogous proceeding.
Effect of termination. On termination, the Customer's right to access the Service ends, and we will delete or return Customer Data within 30 days, subject to legal retention obligations (for example, billing records under tax law). Sections that by their nature should survive termination (including Sections 6, 7, 8, 13, 14, 15, 17 and 18) will survive.
13. Disclaimer of warranties
Except as expressly stated in these terms, the Service is provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all other warranties, whether express, implied, or statutory, including any implied warranty of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade.
AI-generated output produced through the Service is provided as a suggestion. The Customer is responsible for reviewing any output before relying on it, and for testing any flow, connector, or configuration produced through the Service in a non-production environment before deploying it to production. We do not warrant that AI-generated output is accurate, complete, fit for any particular purpose, or non-infringing.
14. Limitation of liability
Indirect losses. Neither party will be liable to the other for any loss of profits, loss of revenue, loss of business, loss of anticipated savings, loss of goodwill, loss of data, or any indirect, special, or consequential loss arising out of or in connection with these terms, whether in contract, tort (including negligence), or otherwise.
Liability cap. Each party's aggregate liability arising out of or in connection with these terms in any twelve-month period is limited to the total fees paid by the Customer to Cirql Works under these terms in the twelve months immediately preceding the event giving rise to the liability.
Carve-outs. Nothing in these terms limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be limited under English law.
15. Mutual indemnity
By the Customer. The Customer will defend, indemnify, and hold harmless Cirql Works against any third-party claim arising from (a) Customer Data, (b) the Customer's breach of Section 5 (Acceptable use), or (c) any breach by the Customer of applicable law in connection with use of the Service.
By Cirql Works. We will defend, indemnify, and hold harmless the Customer against any third-party claim that the Service, as provided by us and used in accordance with these terms, infringes a third party's intellectual property rights. This indemnity does not apply to claims arising from Customer Data, from modifications to the Service made by anyone other than us, or from combinations of the Service with software not supplied by us.
The party seeking indemnity must give prompt written notice of any claim, allow the other party to control the defence, and provide reasonable cooperation. The indemnifying party will not settle any claim in a way that admits liability on the part of the indemnified party without that party's prior written consent.
16. Force majeure
Neither party is liable for any failure or delay in performance to the extent caused by an event beyond its reasonable control, including act of God, war, civil unrest, labour dispute, government action, failure of national or international telecommunications networks, or material outage at a subprocessor. The affected party will give prompt written notice and use reasonable efforts to resume performance.
17. Governing law and jurisdiction
These terms and any dispute arising out of or in connection with them are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales, except that either party may seek interim or injunctive relief in any court of competent jurisdiction.
18. Changes to these terms
We may update these terms from time to time. Where a change is material, we will give at least 30 days advance notice in-product or by email. Continued use of the Service after the effective date of the updated terms constitutes acceptance of those terms. If the Customer does not accept a material change, the Customer may cancel the subscription before the effective date and a pro-rated refund will be issued for any unused portion of an annual subscription billed in advance.
19. General provisions
Entire agreement. These terms, together with the Privacy Policy, AI Policy, Cookie Policy, and any in-product Order, constitute the entire agreement between the parties on this subject and supersede any prior arrangements, written or oral, on the same subject.
Severability. If any provision is held to be unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be replaced with an enforceable provision that most closely reflects the original intent.
Assignment. Neither party may assign these terms without the other party's prior written consent, except that either party may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets, on prior written notice.
Notices. Notices to Cirql Works must be sent to legal@patchbuddy.ai and copied by post to the registered office. Notices to the Customer will be sent to the email address on the Customer's account.
No partnership. Nothing in these terms creates a partnership, agency relationship, or joint venture between the parties.
Third-party rights. A person who is not a party to these terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its provisions.
Waiver. A failure or delay by either party to exercise any right under these terms is not a waiver of that right.
20. Contact
Cirql Works Ltd
Registered in England and Wales, company number 16173373
VAT GB483372767
Legal notices: legal@patchbuddy.ai
Privacy enquiries: privacy@patchbuddy.ai
Security enquiries: security@patchbuddy.ai