Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or “Customer”) and ConstantCoder (“Company,” “we,” “us,” or “our”) governing your access to and use of the ConstantCoder website at constantcoder.ai (the “Site”), our platform, APIs, autonomous coding agents, documentation, and all related services (collectively, the “Services”).

By accessing or using the Services, creating an account, or clicking “I Agree” (or similar affirmative action), you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, in which case “you” and “your” shall refer to such entity.

If you do not agree to these Terms, you must not access or use the Services.

2. Eligibility

You must be at least 18 years of age (or the age of legal majority in your jurisdiction) to use the Services. By using the Services, you represent and warrant that you meet these eligibility requirements and have the legal capacity to enter into a binding agreement. If you are using the Services on behalf of an organization, you represent and warrant that you are authorized to accept these Terms on that organization’s behalf.

3. Description of Services

ConstantCoder provides a platform for deploying autonomous AI coding agents that perform software engineering tasks on your behalf. The Services include, but are not limited to:

• Autonomous Coding Agents: AI-powered agents that analyze, maintain, build, and architect your codebase by reading code, writing code, opening pull requests, and performing other engineering tasks.
• Repository Integration: Connections to your GitHub, GitLab, Bitbucket, or other source control repositories to enable agent operations.
• Issue Tracker Integration: Connections to Linear, Jira, GitHub Issues, or other project management tools to enable agents to pick up and work on tickets autonomously.
• CI/CD Integration: Interaction with your continuous integration and deployment pipelines to ensure code quality.
• Dashboard & Configuration: A web-based interface for configuring agents, managing workflows, monitoring activity, and reviewing agent output.
• APIs: Programmatic access to the platform for automation and custom integrations.

The Services are provided on an “as is” and “as available” basis. We reserve the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice, subject to the terms of any active subscription.

4. Account Registration & Security

• Account Creation: You must create an account to access the Services. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate.
• Credentials: You are responsible for maintaining the confidentiality of your account credentials, including passwords, API keys, and access tokens. You must not share your credentials with any third party.
• Account Responsibility: You are solely responsible for all activity that occurs under your account, whether or not authorized by you. You agree to immediately notify us of any unauthorized use of your account or any other breach of security.
• Account Termination: We reserve the right to suspend or terminate your account at any time if we reasonably believe you have violated these Terms, engaged in fraudulent or abusive conduct, or if required by law.

5. Subscriptions, Included Usage & Payment

5.1 Pricing & Plans

The Services are offered under subscription plans that include a monthly allocation of credits and, where applicable, metered overage billing as described on our Site. All prices are stated in U.S. Dollars unless otherwise specified. We reserve the right to change our pricing at any time, provided that we will give you at least 30 days’ prior written notice of any price increases affecting your current subscription.

5.2 Free Tier & Included Usage

We may offer a free tier or complimentary included usage to evaluate the Services. Included usage is non-transferable, has no cash value, and may expire or reset at the end of the applicable billing period. We reserve the right to modify or discontinue free-tier access or promotional usage at any time.

5.3 Payment Terms

• All payments are processed through our third-party payment processor, Stripe. By providing payment information, you authorize us (and Stripe) to charge your designated payment method for all fees incurred.
• Subscription fees are billed in advance on a monthly or annual basis, depending on your chosen plan. If your plan includes metered overage, those charges will be billed according to the usage and monthly limits configured for your workspace.
• All fees are non-refundable except as expressly stated in these Terms or as required by applicable law.

5.4 Taxes

All fees are exclusive of applicable taxes (including sales tax, VAT, GST, and similar taxes). You are responsible for paying all taxes associated with your use of the Services, except for taxes based on our net income.

5.5 Overdue Payments

If any payment is not received by the due date, we may (a) charge interest on the overdue amount at the lesser of 1.5% per month or the maximum rate permitted by law, (b) suspend your access to the Services until payment is received, and/or (c) terminate your account.

6. Acceptable Use

You agree to use the Services only for lawful purposes and in compliance with these Terms. You shall not:

• Use the Services to develop, distribute, or deploy malware, ransomware, viruses, or other malicious code.
• Attempt to gain unauthorized access to any system, network, or data, or use the Services to conduct security attacks against any party.
• Use the Services to mine cryptocurrency, perform denial-of-service attacks, or engage in any activity that degrades the performance or availability of the Services for other users.
• Use the Services to generate, store, or transmit content that is unlawful, defamatory, obscene, fraudulent, or that infringes on the intellectual property or privacy rights of any third party.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or underlying architecture of the Services.
• Sublicense, resell, rent, lease, or otherwise commercially exploit the Services or provide access to the Services to any third party without our prior written consent.
• Circumvent, disable, or interfere with any security features, usage limits, or access controls of the Services.
• Use automated means (bots, scrapers, etc.) to access the Services in a manner that exceeds reasonable usage or that violates our rate limits.
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity.
• Use the Services in any manner that could damage, disable, overburden, or impair our infrastructure or interfere with any other party’s use of the Services.

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including reporting the violation to law enforcement authorities.

7. Your Content & Code

7.1 Ownership

You retain all right, title, and interest in and to your source code, repositories, configuration files, data, and any other content you provide to or through the Services (“Your Content”). Nothing in these Terms transfers ownership of Your Content to us.

7.2 License Grant to ConstantCoder

By using the Services, you grant us a limited, non-exclusive, worldwide, royalty-free license to access, use, copy, process, and display Your Content solely as necessary to provide, maintain, and improve the Services, and to comply with our legal obligations. This license terminates when you delete Your Content from the Services or when your account is terminated, except to the extent we are required to retain copies for legal, regulatory, or legitimate business purposes.

7.3 Code Generated by Agents

Code, pull requests, documentation, and other output generated by our agents in connection with your repositories (“Agent Output”) shall be owned by you, subject to any pre-existing intellectual property rights of third parties. We make no representations or warranties regarding the originality, completeness, or fitness for purpose of Agent Output, and you are solely responsible for reviewing, testing, and approving all Agent Output before deployment to production environments.

7.4 Feedback

If you provide us with feedback, suggestions, or ideas regarding the Services (“Feedback”), you grant us an irrevocable, perpetual, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Services and our other products without any obligation to you.

8. Intellectual Property

The Services, including all software, algorithms, models, user interfaces, designs, documentation, trademarks, service marks, logos, and other intellectual property embodied therein, are owned by or licensed to ConstantCoder and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws. Except for the limited rights expressly granted in these Terms, we reserve all rights in and to the Services.

You may not use our trademarks, logos, or service marks without our prior written consent, except as permitted by applicable trademark law. “ConstantCoder,” the ConstantCoder logo, and all related names, logos, product and service names, designs, and slogans are trademarks of ConstantCoder or its affiliates.

9. Third-Party Integrations

The Services integrate with third-party platforms and services, including but not limited to GitHub, GitLab, Bitbucket, Linear, Jira, and Stripe (“Third-Party Services”). Your use of Third-Party Services is subject to their respective terms of service and privacy policies. We are not responsible for the availability, accuracy, content, or practices of Third-Party Services.

By connecting Third-Party Services to your account, you authorize us to access and interact with those services on your behalf to the extent necessary to provide the Services. You are responsible for ensuring that your use of the Services in connection with Third-Party Services complies with the applicable terms of those Third-Party Services.

10. Data Processing & Security

10.1 Data Processing

We process Your Content and personal data in accordance with our Privacy Policy. Where required by applicable data protection law (e.g., GDPR), we will enter into a Data Processing Agreement (“DPA”) with you upon request.

10.2 Security Measures

We implement and maintain industry-standard administrative, technical, and physical security safeguards designed to protect the confidentiality, integrity, and availability of the Services and Your Content. These include:

• Encryption of data in transit (TLS 1.2+) and at rest (AES-256).
• Isolated sandbox execution environments for all agents with least-privilege access.
• Your code remains within your Virtual Private Cloud (VPC) and is not accessed outside the scope of authorized agent operations.
• SOC 2 Type II compliant infrastructure and practices.
• Role-based access controls, multi-factor authentication, and regular security audits.

10.3 Security Incident Notification

In the event of a security incident affecting Your Content, we will notify you without undue delay (and in any event within 72 hours of becoming aware of the incident) and provide information regarding the nature and scope of the incident, the steps taken to mitigate its effects, and recommended actions you may take.

11. Service Level & Availability

We use commercially reasonable efforts to maintain the availability of the Services. However, we do not guarantee uninterrupted or error-free operation. The Services may be subject to scheduled and unscheduled maintenance, updates, and downtime.

For customers on enterprise plans, service level commitments (if any) will be set forth in a separate Service Level Agreement (“SLA”). In the absence of a separate SLA, no specific uptime guarantee is made.

12. Confidentiality

Each party agrees to hold the other party’s Confidential Information in strict confidence and not to disclose it to any third party except as permitted herein. “Confidential Information” means any non-public information disclosed by either party that is designated as confidential or that, given the nature of the information and the circumstances of disclosure, should reasonably be considered confidential. Confidential Information includes, but is not limited to, source code, business plans, pricing, customer data, technical specifications, and trade secrets.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party’s Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure.

13. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
• ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
• ANY WARRANTY REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR QUALITY OF ANY AGENT OUTPUT, CODE, OR CONTENT GENERATED BY THE SERVICES.
• ANY WARRANTY THAT AGENT OUTPUT WILL NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES.

You acknowledge that AI-generated code may contain errors, bugs, security vulnerabilities, or other defects. You are solely responsible for reviewing, testing, and validating all Agent Output before merging, deploying, or otherwise relying on it in any production or business-critical environment.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• No Consequential Damages: IN NO EVENT SHALL CONSTANTCODER, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR USE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• Aggregate Liability Cap: OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
• Basis of the Bargain: THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. THE SERVICES WOULD NOT BE PROVIDED WITHOUT THESE LIMITATIONS.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the greatest extent permitted by law.

15. Indemnification

You agree to indemnify, defend, and hold harmless ConstantCoder, its affiliates, and their respective officers, directors, employees, agents, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• Your use of the Services or any activity under your account.
• Your Content or any code, data, or materials you submit to or through the Services.
• Your breach of these Terms or any applicable law or regulation.
• Your infringement or misappropriation of any third party’s intellectual property, privacy, or other rights.
• Any claims arising from Agent Output that you have deployed, merged, or distributed.

We will provide you with prompt written notice of any such claim and will cooperate with you (at your expense) in the defense of such claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

16. Term & Termination

16.1 Term

These Terms are effective upon your first access to or use of the Services and continue until terminated by either party.

16.2 Termination by You

You may terminate your account at any time by contacting us at contact@seaportand.co or through the account settings in your dashboard. Termination does not entitle you to a refund of any prepaid fees unless otherwise required by applicable law.

16.3 Termination by Us

We may suspend or terminate your access to the Services immediately, without prior notice or liability, if: (a) you breach any provision of these Terms; (b) you fail to pay any fees when due; (c) we are required to do so by law; or (d) we discontinue the Services.

16.4 Effect of Termination

Upon termination: (a) your right to access and use the Services immediately ceases; (b) we will delete or anonymize Your Content within 72 hours, unless retention is required by law; (c) all outstanding fees become immediately due and payable; and (d) Sections 7 (Your Content & Code), 8 (Intellectual Property), 12 (Confidentiality), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), 17 (Governing Law & Dispute Resolution), and 19 (General Provisions) shall survive termination.

17. Governing Law & Dispute Resolution

17.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict-of-law provisions.

17.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or validity thereof, shall be settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

17.3 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND CONSTANTCODER EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

17.4 Injunctive Relief

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or Confidential Information.

18. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will notify you by posting the updated Terms on our Site with a revised “Last Updated” date and, where required by law or where changes materially affect your rights, by sending you an email notification at least 30 days prior to the effective date of the changes.

Your continued use of the Services after the effective date of any modifications constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services and terminate your account.

19. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any applicable order forms, DPAs, or SLAs, constitute the entire agreement between you and ConstantCoder with respect to the Services and supersede all prior or contemporaneous agreements, understandings, representations, and warranties, whether written or oral.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
• Waiver: No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction. Any attempted assignment in violation of this section shall be void.
• Force Majeure: Neither party shall be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, strikes, power outages, or failures of internet infrastructure or third-party hosting providers.
• No Third-Party Beneficiaries: These Terms are for the sole benefit of the parties and do not create any third-party beneficiary rights.
• Notices: All notices under these Terms shall be in writing and shall be deemed given when delivered by email to the address associated with your account (for notices to you) or to contact@seaportand.co (for notices to us).
• Export Compliance: You agree to comply with all applicable export control and sanctions laws and regulations. You represent that you are not located in, or a national or resident of, any country subject to U.S. trade sanctions, and that you are not on any U.S. government restricted party list.
• Government Use: If you are a U.S. government entity or if the Services are being acquired for or on behalf of the U.S. government, the Services constitute “commercial computer software” and “commercial computer software documentation” as those terms are used in 48 C.F.R. §12.212 and 48 C.F.R. §227.7202, and are provided with only those rights as are granted to all other end users under these Terms.

20. Contact Information

If you have any questions or concerns about these Terms, please contact us at: