Terms & licence.

These terms apply to Motekai Retriever, the Windows desktop application published by Motekai Limited. They cover the licence you get when you buy the software, and they sit alongside our refund policy and our privacy notice, both of which form part of them.

In force from: 30 September 2026.

1. Who you are dealing with

The software is published and licensed by Motekai Limited, registered in Ireland under company number 814789, registered office 16 The Garden, Coach Road Meadows, Clane, Co. Kildare, W91 X4AE. In these terms "we", "us" and "Motekai" mean that company, and "you" means the person taking the licence.

You can reach us at hello@motekai.ie. It is the only support address we operate — if you have seen support@motekai.ie written anywhere, it is out of date and does not reach us.

Who actually sells you the licence

Payment is handled by Paddle as our merchant of record. That is not a detail we can leave out, because it changes who you are contracting with for the payment:

• Paddle is the seller of record.The purchase contract for the transaction is between you and Paddle, on Paddle's own buyer terms. Paddle takes the payment, issues the invoice, and accounts for any VAT or sales tax due on it.
• Motekai is the licensor. The right to use the software comes from us, under this document. Paddle does not license the software to you and does not write these terms.
• Both sets of terms apply to different things at the same time. Where Paddle's terms govern the payment and ours govern the licence, there is no conflict. Where they genuinely conflict on the same question, we will not rely on ours to give you less than Paddle's give you.

We say this plainly because you are entitled to know who holds your money and who holds your data. Neither is us: see the privacy notice for what each of us actually receives.

2. The software is licensed, not sold

You are buying a licence to use Motekai Retriever. You are not buying the software itself, and no ownership of it, of its source code, or of anything in it passes to you. We keep all intellectual property in the software; you keep all intellectual property in your own documents, which is the only property in this arrangement that matters to most people.

The licence is perpetual: once granted it does not expire, there is no renewal, and there is nothing to cancel. It is a licence to the software, not to a service. We do not operate a service that the software depends on, and §4 and §5 set out what that does and does not oblige us to keep running.

It ends only in the narrow circumstances in §9 and §14 — essentially, if your purchase is reversed, or if the key is published.

3. What the licence lets you do

A personal licence is granted to one named person — you — and it is not limited by machine. You may:

• install and use the software on as many computers as you personally use, including a work machine and a home machine, provided you are the person using it on each of them;
• use it for personal or for business purposes — we draw no line between the two and charge no more for one than the other;
• index and query any documents you are lawfully entitled to read;
• keep using the version you have installed indefinitely, offline, with no check-in of any kind.

You may not:

• share, publish, sell, sub-licence, rent or transfer your licence key, or let another person use the software under your licence. One person, one licence — that is what the price is set against;
• deploy it as a shared or multi-user service that people other than you query;
• remove or work around the licence check, or attempt to forge a key;
• reverse-engineer, decompile or disassemble the software, except exactly so far as the law gives you a right to that we cannot lawfully exclude (in particular the interoperability and error-correction rights under Irish and EU software-copyright law, which we do not attempt to exclude).

If you need to cover a team, a shared machine, or a deployment that is genuinely multi-user, email us. There is no volume licence today and we would rather tell you that than sell you the wrong thing.

4. What the licence does not include

This section exists because "buy it once, it's yours" is a promise about a licence, and it would be easy to read it as a promise about a relationship. It is not one, and we are not going to let you infer one and then find out otherwise.

A licence does not include, and no payment for a licence buys:

• Support. There is no support contract, no service level, no guaranteed response and no guaranteed response time. Motekai is run by one person.
• Consultancy, training, installation or configuration services of any kind. Those are separate paid engagements.
• Uptime. We give no availability commitment for this website, for the download, or for the update channel, beyond the minimum in §5.
• Backup or data recovery. The software reads your documents and writes its own index and settings to its own folder on your computer. It does not modify or delete your documents, and it is not a backup. Keeping your own backups is your responsibility and we do not undertake to recover anything.
• Any feature that is not in the build you install. Nothing on our website, in a roadmap, or in a reply to an email is a commitment to ship a feature by a date or at all.

5. Updates, and what "forever" means

We sell this software once. We do not sell paid upgrades. Those two sentences are the promise, and this section says precisely what they commit us to — because "every update, forever" is one phrase that three quite different obligations could be read into, and only the first is intended.

5.1 The price promise — absolute

Every update and every new version of Motekai Retriever that we release is free to existing licence holders. There will never be a paid upgrade, a paid major version, or a charge to stay current. This is unconditional and unlimited in time. If we release it, your existing key opens it, at no further charge, for as long as you hold the licence. We will not introduce a subscription for functionality you already have.

5.2 What this does not promise

§5.1 is a promise about price. It is not a promise that we will keep writing new versions for ever, and it is not a support commitment. A one-time payment cannot buy an unlimited commitment of one person's future working life, and we are not going to write one down and then fail it.

5.3 The minimum we do commit to

We will keep the update channel published and reachable, and will provide updates needed to keep the software in conformity with this contract — including security fixes — for at least 3 years from the date your licence is issued. That is a floor, not a ceiling, and not a statement that we will stop then. It is here so the period you can reasonably expect is one we have told you, rather than one that has to be guessed at later.

Nothing in this section reduces any statutory right you have to updates or to conformity of digital content, and we do not attempt to contract out of those. Where the law gives you more than this section does, the law wins.

5.4 If we stop publishing the product

We might one day stop developing Motekai Retriever. If we do:

• we will say so on this website at least 6 months in advance;
• we will keep the final version downloadable for at least 12 months after that notice, so you can reinstall it;
• we will not charge anyone for anything as a condition of that; and
• your licence does not end, and your installed software does not stop working.

6. The free trial

The trial is the complete, unmodified application for 14 days. It needs no account, no email address and no payment card, and we receive nothing when you start it — the 14 days are counted by a file on your own computer. It never switches to a smaller model or a worse answer; when it ends, the app stops accepting new questions and asks you to buy a licence. Your index, your settings and your documents are left exactly as they were.

We do not undertake to offer a trial for ever, or to offer a second one. Nothing in the trial is a contract for the paid licence.

7. Price, tax and payment

The price is the one shown on the checkout page at the moment you buy, in the currency shown there. We deliberately do not repeat a figure in this document: a number written into terms of sale goes stale the first time it changes, and terms that disagree with the checkout are worse than terms that point at it.

Paddle calculates, collects and remits any VAT or sales tax, and issues your invoice. If you are a VAT-registered business, enter your VAT number at checkout and Paddle will handle the reverse charge. Tax questions about your purchase go to Paddle, not to us — they hold the transaction record and we do not.

A launch or promotional price applies only while it is shown. We may change the price of new licences at any time. A price change never affects a licence already issued: there is no renewal for a new price to apply to.

8. Delivery, and your right to change your mind

On purchase, a licence key is sent to the email address you give at checkout. You paste it into the app, which verifies it offline. There is nothing to activate and no account to create.

As a consumer buying at a distance you normally have 14 days to change your mind. Digital content is the exception: where supply begins immediately with your express prior consent and your acknowledgement that you thereby lose that right, the 14-day withdrawal right does not survive the start of supply.

We ask for that consent at checkout. If you do not give it, you keep the 14 days and we simply deliver the key after they pass. The refund policy sets all of this out in full, including what we do beyond what the law requires — and we think the 14-day trial makes the question mostly academic, since you can run the whole product before paying anything.

9. Refunds end the licence

If you are refunded, your licence terminates and the key is revoked. The licence is what the price buys; when the price is returned, the licence goes back with it. We are stating this before you buy so that it is a term you agreed to, and not a surprise sprung on you afterwards.

How that happens in practice depends on which of two quite different things occurred.

9.1 A refund you and we agree on

You withdraw, or you ask for a refund and it is given. The contract ends by agreement. Your serial goes on our published revocation list, and the app stops accepting the key the next time it fetches that list. Your documents, your index and your settings are untouched; you may keep using the free trial if you still have days left on it.

9.2 A chargeback

A chargeback is not the same thing and we do not treat it the same way. You have not agreed to end anything — you have asserted a claim through your bank, the claim can be decided either way, and it can be reversed. Sometimes the person who raised it is not you at all, but someone who used your card.

So, where a payment is reversed by chargeback:

• we will try to contact you first at the email address on the order, where we have one, before doing anything to your key;
• we may suspend or revoke the key for as long as the payment remains reversed — not permanently, and not as a penalty;
• if the payment is reinstated, or you settle it, we will remove your serial from the revocation list or issue you a replacement key, at no charge. Revocation here is reversible by design, and our system is built so that it can be undone;
• if you believe a chargeback was raised on your card without your knowledge, tell us and we will restore your licence.

Whichever route applies, nothing about a refund or a chargeback touches your documents, your index or your settings. Those are on your computer and we have never had them.

10. Keys that get out

If a licence key is published, shared, resold or otherwise used by people other than the licence holder, we may revoke that serial. This is the same mechanism as §9 and the same two safeguards apply: we will contact the licence holder first where we can, and we will issue a free replacement key to the legitimate holder.

The likeliest person holding a leaked key is a paying customer whose key escaped through no fault of theirs — a screenshot, a forum post, a breach somewhere else. Revocation exists to stop a key spreading, not to punish the person it was issued to.

How revocation works, stated honestly so that nobody is misled in either direction: we publish a signed list of revoked serials next to the update manifest, and the app reads it when it checks for updates. It only ever refuses a key that is named on a list it has successfully verified — if the list cannot be fetched or does not verify, the app carries on as normal rather than locking you out. A machine that never goes online will therefore never see a revocation.

11. Your statutory rights

If you are a consumer, you have rights under Irish and EU consumer law — including that the software must be as described, fit for purpose and of satisfactory quality, and including remedies if it is not. Nothing in these terms excludes, restricts or replaces any of them. Where anything here would have that effect, it does not apply to you.

We want to be exact about one thing rather than vague about it: this document gives you no commercial warranty in addition to your statutory rights. We have not written a warranty that sounds generous and says nothing. What you have is what the law gives you, and we will honour it.

The software is supplied as it is, with the capabilities described on this website and in the app. We do not warrant that it will be uninterrupted or error-free, that it will find every relevant passage in your documents, or that an answer it produces will be correct. It is a retrieval tool that cites its sources so you can check them, and it is designed to refuse rather than guess — checking the citation is part of using it properly, and it is not a substitute for professional advice in any field.

12. Our liability

First, the part we cannot limit and are not trying to. Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that the law does not allow us to limit or exclude — including your statutory rights as a consumer.

Subject to that:

• we are liable for loss that was a reasonably foreseeable consequence of our breaking this contract or failing to use reasonable care and skill;
• we are not liable for loss that was not reasonably foreseeable when you took the licence;
• we are not liable for business losses — lost profit, lost revenue, lost business, business interruption, or lost opportunity. This is a personal licence and it is not priced to carry a business's downside;
• we are not liable for loss or corruption of data that keeping a reasonable backup would have avoided. The software does not modify your documents, but no software should be the only copy of anything you care about;
• we are not liable for what a third party does — your cloud AI provider if you choose to use one, your merchant of record, or the operators of the model repositories the app downloads from.

Separately from the limits above, and severable from them, our total liability to you for all claims connected with the software is limited to the amount you paid for your licence. If that cap is unenforceable, the rest of this section still applies.

We do not ask you to indemnify us for anything. A consumer being made to underwrite a company's legal costs is not a bargain we want and we have not written one.

13. Other people's software

Motekai Retriever installs and uses open-source components and openly-licensed AI models, downloaded on first run to your own computer. At the time of writing these include the Ollama runtime (MIT licence), the Qwen 2.5 language models and the nomic-embed-text embedding model (Apache 2.0), and the BGE reranker model (MIT). They remain under their own licences, which are supplied with them, and those licences govern them rather than this document. We give no warranty in respect of third-party components beyond what §11 already says about the product overall.

The component list changes between versions. The authoritative list for the build you are running is the one shipped with it.

14. Ending the licence

You can stop using the software at any time, and uninstalling it ends nothing you need to end — the licence simply goes unused.

We can end the licence only where these terms say so: a refund or a sustained payment reversal (§9), or a key that has been shared, published or resold (§10). We will not terminate for any other reason, and we cannot terminate a licence at will.

Ending the licence does not give us any right to your documents, your index or your computer, and does not allow us to delete anything. We have no access to any of it.

15. Changes to these terms

We may change these terms for licences bought in the future — that is just a new version of this page applying to new buyers.

We will not change the terms of a licence you have already bought in a way that reduces what you got, unless we have to for legal reasons, in which case we will tell you. In particular, the promise in §5.1 applies to your licence as it stood when you bought it, and a later edit to this page cannot take it away from you.

16. Law, courts and complaints

These terms are governed by the law of Ireland, and the Irish courts have jurisdiction.

If you are a consumer resident elsewhere in the EU, that choice does not take away the protection of the mandatory consumer law of the country you live in, and you can bring proceedings in your own country's courts. We are not trying to move you out of your home forum and would not be able to if we tried.

Complain to us first at hello@motekai.ie — it is one person reading, and it is by far the fastest route. If that does not resolve it, an Irish or EU consumer can take the matter to the Competition and Consumer Protection Commission or to the European Consumer Centre network. Nothing in this paragraph is a condition of any other right you have.

17. Odds and ends

• Severability. If any part of these terms turns out to be unenforceable, that part is cut out and the rest keeps working. This matters most in §12, which is written so the cap can fall away without taking the rest with it.
• No waiver. If we do not enforce something straight away, we have not given it up.
• Transfer. You cannot transfer your licence to someone else. We may transfer our side of these terms — for example if the business is sold — but not in a way that reduces your rights.
• Whole agreement. These terms, the refund policy and the privacy notice are what we have agreed. Nothing you are entitled to rely on is lost by this clause, and it does not apply to anything we said fraudulently.
• Language. These terms are in English, and English is the language of the contract.