Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Dudes That Code ("Company," "we," "us," or "our") governing your access to and use of our platform, services, and applications (collectively, the "Services").

By accessing or using our Services, creating an account, or clicking "I Accept," you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.

2. Account Terms

2.1 Account Creation

• You must be at least 18 years old to create an account and use our Services
• You must provide accurate, complete, and current information during registration
• You are responsible for maintaining the confidentiality of your account credentials
• You are responsible for all activities that occur under your account
• One person or legal entity may not maintain multiple accounts without our permission
• You must notify us immediately of any unauthorized use of your account

2.2 Account Security

• You must use a strong password and enable two-factor authentication when available
• You must not share your password with others
• You must keep your contact information up to date
• We may suspend or terminate accounts that violate these Terms

2.3 Account Types

Our platform supports multiple user roles (Client, Staff, Contractor, Admin), each with different permissions and responsibilities. Your role determines your access to features and data.

3. Services Description

Dudes That Code provides a comprehensive platform for software development collaboration, including:

• Project Management: Tools for creating, tracking, and managing software development projects
• Team Collaboration: Communication tools, document sharing, and workflow management
• Pod System: Organize teams into collaborative development pods
• Equity Management: Tokenized income distribution and equity tracking
• Payment Processing: Invoice generation, payment collection, and contractor payouts via Stripe
• Contractor Management: Agreements, tax documentation (1099s), and compliance tracking
• Support System: Ticketing and customer support functionality
• Analytics: Platform usage and performance metrics

We reserve the right to modify, suspend, or discontinue any feature or service at any time without notice.

4. User Responsibilities and Conduct

4.1 Acceptable Use

You agree to:

• Use the Services only for lawful purposes
• Comply with all applicable laws, regulations, and these Terms
• Provide accurate information and keep it updated
• Respect intellectual property rights of others
• Maintain professional conduct in all interactions
• Honor agreements and commitments made through the platform

4.2 Prohibited Activities

You must not:

• Violate any laws or regulations
• Infringe intellectual property rights
• Upload or transmit viruses, malware, or harmful code
• Attempt to gain unauthorized access to systems or accounts
• Use automated systems (bots, scrapers) without permission
• Interfere with or disrupt the Services or servers
• Engage in fraudulent, deceptive, or misleading practices
• Harass, abuse, threaten, or intimidate others
• Post or share offensive, harmful, or inappropriate content
• Impersonate others or misrepresent your affiliation
• Collect or harvest user information without consent
• Use the Services for spam or unsolicited communications

For detailed guidelines, see our Acceptable Use Policy.

5. Payment Terms

5.1 Payment Processing

All payment transactions are processed through Stripe, a third-party payment processor. You agree to:

• Comply with Stripe's Terms of Service
• Provide accurate payment information
• Authorize us to charge your payment method for services
• Accept Stripe's payment processing fees (included in displayed prices)

5.2 Fees and Billing

• Service fees are clearly disclosed before purchase or commitment
• All fees are in U.S. Dollars (USD) unless otherwise stated
• Fees are non-refundable except as required by law or expressly stated
• We reserve the right to change fees with 30 days advance notice
• You are responsible for all taxes associated with your use of Services
• Payment disputes must be raised within 30 days of the charge

5.3 Failed Payments

If a payment fails, we may suspend or terminate your access to Services until payment is resolved. You are responsible for any collection costs or legal fees incurred.

5.4 Refund Policy

• Refunds are evaluated on a case-by-case basis
• Services rendered are generally non-refundable
• Refund requests must be submitted within 14 days of payment
• We reserve the right to deny refund requests for violations of these Terms

6. Contractor Payment Terms

6.1 Contractor Payouts

Contractors will be paid according to agreed terms as specified in project agreements:

• Payment schedules are defined per project or engagement
• Payouts are processed through Stripe Connect
• Contractors must complete Stripe identity verification (KYC)
• Minimum payout thresholds may apply
• Payment processing may take 1-7 business days

6.2 Equity and Revenue Distribution

• Equity allocations are managed through our tokenized income system
• Revenue distributions occur on a quarterly basis or as agreed
• Equity holdings and transfers are tracked on the platform
• Token transfers may be subject to vesting schedules or restrictions

6.3 Tax Reporting

• Contractors earning $600 or more will receive IRS Form 1099
• Tax forms are generated annually and delivered electronically
• Contractors must provide accurate W-9 information
• You are responsible for reporting and paying taxes on your earnings

6.4 Contractor Classification

Contractors are independent contractors, not employees. You are responsible for your own taxes, insurance, and business expenses. We do not withhold taxes or provide employee benefits.

7. Intellectual Property

7.1 Platform Rights

All platform content, features, functionality, design, code, and trademarks are owned by Dudes That Code and protected by:

• Copyright laws
• Trademark laws
• Patent laws
• Trade secret laws
• Other intellectual property laws

You may not copy, modify, distribute, sell, or reverse engineer any part of our Services without express written permission.

7.2 User Content

You retain ownership of content you create, upload, or submit ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to:

• Use, store, reproduce, modify, and display User Content as necessary to provide Services
• Create backups and ensure platform functionality
• Share User Content with authorized team members and collaborators

This license terminates when you delete your content or account, except for content shared with others or required for legal compliance.

7.3 Project Work and Deliverables

Intellectual property rights for project work and deliverables are governed by specific agreements between clients and contractors. Unless otherwise specified in writing:

• Clients own deliverables upon full payment
• Contractors retain rights to reusable components and frameworks
• Both parties must respect confidentiality obligations

7.4 Feedback

If you provide feedback, suggestions, or ideas, we may use them without any obligation to you, including for product improvements and new features.

8. Confidentiality

Users may have access to confidential information including:

• Project details, requirements, and specifications
• Business strategies and financial information
• Source code and technical documentation
• Client and team member information

You agree to keep confidential information strictly confidential and use it only for authorized purposes. This obligation survives termination of these Terms and your account.

9. Warranties and Disclaimers

9.1 AS-IS Service

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability
• Fitness for a particular purpose
• Non-infringement
• Title
• Accuracy, reliability, or quality of services

9.2 Service Availability

• We do not guarantee uninterrupted or error-free service
• Scheduled maintenance may cause temporary unavailability
• We are not responsible for internet connectivity issues
• Data loss may occur due to technical failures

9.3 Third-Party Services

We are not responsible for third-party services (Stripe, Firebase, SendGrid, etc.) or any issues arising from their use. Your use of third-party services is governed by their respective terms.

9.4 Professional Relationships

We facilitate connections between clients and contractors but are not party to their agreements. We do not guarantee the quality, performance, or conduct of any user. Disputes between clients and contractors are the responsibility of those parties.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DUDES THAT CODE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR:

• Indirect, incidental, special, consequential, or punitive damages
• Lost profits, revenue, data, or business opportunities
• Loss of goodwill or reputation
• Service interruptions or data loss
• Costs of procurement of substitute services
• Damages arising from third-party services or user conduct

IN NO EVENT SHALL OUR TOTAL LIABILITY EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow limitation of certain warranties or liabilities. In such jurisdictions, the above limitations may not apply to you.

11. Indemnification

You agree to indemnify, defend, and hold harmless Dudes That Code, its officers, directors, employees, agents, affiliates, and partners from any claims, losses, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from:

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any rights of others
• Your User Content
• Your breach of agreements with other users
• Your violation of applicable laws or regulations

12. Termination

12.1 Termination by You

• You may close your account at any time through account settings
• You remain liable for all obligations incurred prior to termination
• Outstanding payments must be settled before account closure

12.2 Termination by Us

We may suspend or terminate your account:

• For violation of these Terms or our policies
• For fraudulent, abusive, or illegal activity
• For non-payment of fees
• For extended inactivity
• At our discretion with or without notice

12.3 Effect of Termination

• Your right to access and use Services immediately ceases
• Financial obligations survive termination
• Confidentiality obligations survive termination
• We may delete your data after 90 days (except as required by law)
• Some provisions of these Terms survive termination (liability, indemnification, disputes)

13. Dispute Resolution

13.1 Informal Resolution

Before filing any formal claim, you agree to contact us at admin@dudesthatcode.comto seek an informal resolution. We will attempt to resolve disputes within 30 days.

13.2 Binding Arbitration

If informal resolution fails, disputes will be resolved through binding arbitration rather than in court, except:

• You may assert claims in small claims court if they qualify
• Either party may seek injunctive relief in court for intellectual property violations

Arbitration will be conducted by a neutral arbitrator under the rules of the American Arbitration Association (AAA). The arbitrator's decision is final and binding.

13.3 Class Action Waiver

YOU AGREE TO RESOLVE DISPUTES INDIVIDUALLY AND WAIVE THE RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS.

13.4 Arbitration Costs

• Each party pays their own attorneys' fees and costs
• Arbitration filing fees follow AAA rules
• We may reimburse your filing fees for claims under $10,000

14. Governing Law and Jurisdiction

These Terms are governed by the laws of the United States, without regard to conflict of law provisions.

Any disputes not subject to arbitration shall be resolved through binding arbitration as described in Section 13.2 above.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy and other referenced policies, constitute the entire agreement between you and Dudes That Code.

15.2 Severability

If any provision is found invalid or unenforceable, the remaining provisions remain in full force and effect.

15.3 Waiver

Failure to enforce any right or provision does not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

15.5 Force Majeure

We are not liable for delays or failures caused by circumstances beyond our reasonable control (natural disasters, war, pandemics, internet failures, etc.).

15.6 Export Control

You may not use or export Services in violation of U.S. export laws and regulations.

16. Changes to These Terms

We reserve the right to modify these Terms at any time. Changes will be communicated by:

• Posting the updated Terms with a new "Last Updated" date
• Sending email notification to your registered email
• Displaying a prominent notice on the platform

Significant changes will be announced at least 30 days in advance. Continued use after changes constitutes acceptance of the updated Terms. If you disagree with changes, you must stop using the Services and close your account.

17. Contact Information

For questions, concerns, or notices regarding these Terms: