# License and services agreement

Updated: October 20, 2026
Effective: October 9, 2026

**Please read this agreement before you install, start, or use Koder, including the bold sentences on limits of liability, governing law, and disputes. If you click agree, install, start, or otherwise use the software, you have read this agreement and agree to be bound by it. If you do not agree to any term, do not install or use the software. If you already installed it, uninstall it. If you are under 18, read this agreement with a guardian, and use the software only after the guardian agrees.**

This agreement is between you and the KARMENLOOP Official Team (“we”; team details are in section 17), for your use of the Koder desktop app and related services.

## 1. Definitions

1.1 “The software” means the Koder desktop app, including its interface, the KARMEN LOOP kernel, KARMEN bot, the System page, the updater, the local service, the documentation and data files that ship with it, and later updates we provide.

1.2 “KARMEN LOOP kernel” (“KARMEN LOOP”) means the kernel of the software, which we wrote. It finishes a task in a loop of perceive, decide, and act, and it owns the session, the main loop, tool calls, and approvals.

1.3 “Open-source component” means third-party software in the software that is used under an open-source license. The list is in the Open-source notice.

1.4 “Third-party service” means a service we do not provide, provided independently by a third party, including a model service, a web search service, a website, and a service of your operating system.

1.5 “Generated content” means text, code, suggested file changes, commands, and other content that a third-party model generates from your input and that the software shows you.

1.6 “Your content” means messages, files, configuration, and other content you enter, upload, or ask the software to handle.

## 2. What this agreement includes, and changes

2.1 This agreement is the body of this agreement, the Legal notice, the Privacy notice, the Security notice, the Open-source notice, and other rules we publish in the software. They are part of this agreement and have the same effect.

2.2 We may change this agreement because the law, the software, or how we operate has changed. A changed agreement shows a new updated date and is published in the software. If a change affects an important right of yours, we will say so prominently. If you keep using the software after a change, you accept the changed agreement. If you do not agree, stop using the software.

## 3. The license

3.1 If you follow this agreement, we grant you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the software on a computer you own or lawfully control, for a lawful purpose of yours or of the organization you are in.

3.2 Open-source components in the software are licensed to you under their own open-source licenses. **Rights an open-source license gives you, including the right to read, copy, modify, and distribute the source of an open-source component, are not limited by this agreement. If this agreement and an open-source license disagree about an open-source component, the open-source license controls.**

3.3 We keep every right in the software that this agreement does not expressly grant.

## 4. Limits on the license

Unless the law or an open-source license allows it, you may not:

4.1 Sell, rent, lend, sublicense, or otherwise provide to a third party, for gain, the parts of the software that we wrote;

4.2 Remove, hide, or change a copyright notice, a license, a NOTICE file, or another rights notice in the software or in an open-source component;

4.3 Use the software in a way that breaks the law, infringes someone else’s lawful right, or harms network security;

4.4 Use our name or a third party’s name as if it were yours, or use the software in a way that would make someone think you are associated with us or with that third party;

4.5 Bypass or break a security measure of the software, or interfere with the software running normally.

## 5. Third-party services

5.1 The software needs a model service you choose before it can finish a task. You open that service with the provider, get an API key, and pay the provider, and you follow that provider’s terms, use policy, and privacy policy.

5.2 **A third-party service is provided and answered for by that third party. We do not control, and we are not liable for, the availability, accuracy, security, billing, content review, or data handling of a third-party service.** A dispute between you and a third-party provider is between you and that provider, under your agreement with them.

5.3 The model list marks the region of each service. If you choose a service outside China, your content is transferred outside China, and you should confirm that your use meets the rules on sending data out of China.

## 6. Rules for how you use it

6.1 You follow the laws of the People’s Republic of China and the laws of where you are, including the Cybersecurity Law, the Data Security Law, the Personal Information Protection Law, the Interim Measures for the Management of Generative Artificial Intelligence Services, and the Provisions on the Administration of Deep Synthesis of Internet Information Services.

6.2 You do not use the software to produce, copy, publish, or spread information that: opposes the basic principles set by the Constitution; endangers national security, leaks a state secret, subverts state power, or undermines national unity; harms the honor or interests of the state; incites ethnic hatred or discrimination, or undermines ethnic unity; undermines the state’s religious policy, or promotes a cult or feudal superstition; spreads a rumor, disturbs public order, or undermines social stability; spreads obscenity, pornography, gambling, violence, murder, or terror, or abets a crime; insults or defames another person, or infringes another person’s lawful rights; or contains anything else prohibited by law or administrative regulation.

6.3 You do not use the software to write or run malicious programs, to attack, intrude, scan, or crack a network, to bypass a technical protection measure, to register accounts in bulk, or to do anything else that harms network security or someone else’s lawful rights.

6.4 You do not use the software to infringe someone else’s intellectual property, trade secret, right of portrait, reputation, privacy, or personal-information rights. If you have the software handle someone else’s personal information, you have a lawful basis for that processing.

6.5 If you break this section, the legal responsibility is yours. If that causes loss to us or to a third party, you compensate for it.

## 7. Your content and generated content

7.1 Rights in your content stay with you or the relevant rightsholder. You represent that you have a lawful right in your content, or that you have permission from the rightsholder.

7.2 To the extent the law allows, you decide how generated content is used. The rights and the responsibility follow applicable law, the third-party service’s terms, and your agreements. **Generated content can be wrong, infringing, or similar to someone else’s content. Before you use, publish, or commercialize generated content, you check that it is accurate, lawful, and that the rights are clear.**

7.3 You label generated content as the law requires. You do not remove, alter, or hide a label the law requires.

7.4 We do not upload your content or generated content to our servers, and we do not use it to train any model.

## 8. Files and commands

8.1 Before the software writes or edits a file, or runs a command, it asks you to confirm. After you confirm, that action runs on your computer.

8.2 **You understand and agree: a change or a command you confirm is your decision to run it. File changes, lost data, changes to system settings, charges, and other results are yours.** Read it before it runs, and back up data that matters.

8.3 You can set the chat to read-only, turn a tool off, stop a task, or reject any request, at any time.

## 9. Personal information

We handle information related to the software as the Privacy notice describes. The software is local-first. It does not require an account, and it does not upload telemetry. Your content is sent to a third-party service you chose only when you use a feature that needs it.

## 10. Updates

10.1 To improve a feature, fix a bug, or patch a security issue, we may provide an updated version of the software. Update notes are digitally signed. Before an update is installed, the files it will replace are backed up, and you can roll back.

10.2 An update may change or remove a feature. For security, we may stop supporting an old version. If you keep using an old version, you may be exposed to a security risk.

## 11. Charges

Whether the software has a charge, and what that charge would cover, has not been decided by the operator. If we charge for the software or for part of it, we will say so in advance, and you can choose whether to buy. Charges for a model service or another third-party service are between you and that provider. They are not ours.

## 12. Intellectual property

12.1 Intellectual property in code, interface design, text, images, icons, names, and marks that we wrote belongs to us or to the relevant rightsholder, and it is protected by copyright law, trademark law, and other law.

12.2 Intellectual property in an open-source component belongs to its authors. Your rights in an open-source component are whatever its open-source license says.

12.3 Without our written consent, you do not use the names and marks Koder and KARMEN, except where the law says otherwise.

## 13. Disclaimer

13.1 **To the fullest extent the law allows, the software is provided “as is” and “as available.” We make no warranty, express or implied, including any warranty of merchantability, fitness for a particular purpose, non-infringement, freedom from error, uninterrupted operation, or compatibility with a third-party service.**

13.2 **We are not liable for any loss caused by generated content, a third-party service, a file change or a command you confirmed, your computer and network, a virus or malicious program, an event outside anyone’s control, or your breach of this agreement.**

## 14. Limitation of liability

**To the fullest extent the law allows, we are not liable for any indirect, incidental, special, or punitive loss, or for lost profit, data, goodwill, or business opportunity, arising out of this agreement or use of the software. Our total liability under this agreement is limited to the amount you actually paid us to obtain the software.** This section does not exclude or limit liability the law does not allow us to exclude or limit.

## 15. Ending the agreement

15.1 You can stop using the software and uninstall it at any time, and that ends this agreement.

15.2 If you seriously breach this agreement, we may stop providing updates and support.

15.3 After this agreement ends, sections 4, 7, 12 through 14, and 16 still apply. Rights an open-source license gave you are not affected by the end of this agreement.

## 16. Governing law and disputes

16.1 The formation, effect, performance, interpretation, and disputes of this agreement are governed by the law of mainland People’s Republic of China, excluding its conflict-of-law rules.

16.2 **A dispute arising out of or related to this agreement is first discussed in good faith. If that does not resolve it, either party may file a lawsuit in a people’s court that has jurisdiction at the operator’s domicile.**

## 17. Other terms

17.1 If any term of this agreement is held invalid or unenforceable, the other terms still stand.

17.2 If we do not exercise a right under this agreement, or we exercise it late, that is not a waiver of the right.

17.3 Headings are for reading. They do not change what a term means.

17.4 Provider: KARMENLOOP Official Team. Team location: Shanghai, China. Contact email: info@karmenloop.com. The latest version of this agreement and our contact details are published on the official website.
