Terms of Service

1. Acceptance & Affiliated Properties

These Terms govern your use of DEV.co and our affiliated web properties and services, including:

• DEV.co
• LLM.co
• Automatic.co
• SEC.co
• SEARCH.co

Where services are provided under a separate written agreement, statement of work, or order form (a “Services Agreement”), that Services Agreement controls to the extent it conflicts with these Terms. Otherwise, these Terms apply.

2. Definitions

• “Services” means software development, design, consulting, and related services we provide.
• “Deliverables” means the work product we deliver to you under a Services Agreement.
• “Client Content” means materials, data, and information you provide to us.
• “Site(s)” means the web properties listed above.

3. Services

We provide custom software development, AI engineering, design, and related professional services. The specific scope, deliverables, timeline, and fees for an engagement are defined in the applicable Services Agreement. Estimates, proposals, and cost-calculator outputs are non-binding approximations provided for planning purposes only and do not constitute an offer or a guarantee of price or timeline.

4. Eligibility

You must be at least 18 years old and able to form a binding contract to use our sites and services. If you use our services on behalf of an organization, you represent that you are authorized to bind that organization to these Terms.

5. Accounts & Communications

If you create an account or provide contact information, you agree to provide accurate information and to keep it current. You are responsible for activity that occurs through your account and for maintaining the confidentiality of any credentials. You consent to receive electronic communications from us in connection with your inquiries and engagements.

6. Acceptable Use

You agree not to misuse our sites or services. Without limitation, you will not:

• Violate any law or the rights of others, including intellectual property and privacy rights.
• Access, probe, or disrupt our systems without authorization, or attempt to bypass security or rate limits.
• Introduce malware, scrape at scale, or impose an unreasonable load on our infrastructure.
• Reverse engineer, resell, or create derivative services from our sites except as permitted by law.
• Submit false, infringing, or unlawful content, or impersonate any person or entity.

We may suspend or terminate access for conduct that violates these Terms or that we reasonably believe is harmful to us, our users, or third parties.

7. Our Intellectual Property

Our sites, including their design, text, graphics, logos, and underlying software (excluding Client Content and Deliverables assigned to you), are owned by DEV.co or our licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use our sites for their intended purpose. All rights not expressly granted are reserved.

We retain ownership of our pre-existing tools, frameworks, know-how, and general methodologies used to deliver Services, and of any improvements to them, even where used in your Deliverables.

8. Client Content & Ownership of Deliverables

You retain ownership of Client Content. You grant us a limited license to use Client Content solely to perform the Services. You represent that you have the rights necessary to provide Client Content and that it does not infringe any third party's rights.

Unless a Services Agreement states otherwise, ownership of Deliverables transfers to you upon our receipt of full payment for the applicable engagement. Until full payment is received, all Deliverables and related rights remain our property. Our pre-existing materials and third-party/open-source components remain subject to their own licenses.

9. Fees & Payment

Fees, payment schedules, and milestones are set out in the applicable Services Agreement. Unless stated otherwise, invoices are due within the period specified on the invoice, fees are non-refundable, and amounts are exclusive of taxes, which are your responsibility. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum permitted by law, and we may suspend Services for non-payment.

10. Project Scope, Changes & Timelines

We perform Services according to the scope defined in the applicable Services Agreement. Work requested outside that scope is subject to a written change order with its own fees and timeline. Timelines and estimates depend on your timely cooperation, including providing access, approvals, and Client Content; delays attributable to you may extend timelines and increase fees. You agree to review and provide feedback on Deliverables within the agreed review periods; Deliverables not rejected in writing within those periods are deemed accepted.

11. Third-Party Services & Open Source

Our sites and Deliverables may incorporate or rely on third-party and open-source software and services, which are governed by their own terms and licenses. We are not responsible for third-party services, and your use of them is at your own risk and subject to their terms.

12. Warranties & Disclaimers

We will perform Services in a professional and workmanlike manner consistent with industry standards. EXCEPT AS EXPRESSLY STATED IN A SERVICES AGREEMENT, OUR SITES, SERVICES, AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND WE DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that our sites or services will be uninterrupted, error-free, or secure, or that any result, performance, or outcome will be achieved. You are responsible for backing up your data and for testing Deliverables before relying on them in production.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DEV.CO AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS, ARISING OUT OF OR RELATED TO YOUR USE OF (OR INABILITY TO USE) OUR SITES, SERVICES, OR DELIVERABLES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, OUR SITES, OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM IN THE THREE (3) MONTHS PRECEDING THE EVENT, OR (B) ONE HUNDRED U.S. DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

14. Indemnification

You agree to defend, indemnify, and hold harmless DEV.co and its affiliates, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of our sites or services; (b) your Client Content; (c) your violation of these Terms or applicable law; or (d) your infringement of any third party's rights.

15. Confidentiality

Each party may receive confidential information of the other. The receiving party will use such information only to perform under these Terms or an engagement, protect it with reasonable care, and not disclose it except to personnel and contractors with a need to know who are bound by similar obligations. This section does not apply to information that is public through no fault of the receiving party, independently developed, or required to be disclosed by law.

16. Term & Termination

These Terms apply while you use our sites or services. Either party may terminate an engagement as provided in the applicable Services Agreement. We may suspend or terminate your access to our sites at any time if you violate these Terms. Upon termination, you must pay for all Services performed and expenses incurred through the termination date. Provisions that by their nature should survive termination (including ownership, disclaimers, limitation of liability, indemnification, and confidentiality) will survive.

17. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules.

Informal resolution first: before filing a claim, you agree to contact us and attempt to resolve the dispute informally for at least 30 days.

Binding arbitration: except for claims that qualify for small-claims court and claims for injunctive relief relating to intellectual property, any dispute arising out of or relating to these Terms or our services will be resolved by binding arbitration administered under the rules of a recognized arbitration body, conducted in the State of Delaware or remotely, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver: disputes will be resolved on an individual basis, and you waive any right to participate in a class, collective, or representative action. You may opt out of arbitration by notifying us in writing within 30 days of first accepting these Terms.

18. Force Majeure

We are not liable for any delay or failure to perform resulting from causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, internet or utility failures, third-party service outages, or governmental action.

19. Changes to These Terms

We may modify these Terms from time to time. When we do, we will update the “Last updated” date above and, for material changes, provide additional notice where required. Your continued use of our sites or services after changes become effective constitutes acceptance of the revised Terms.

20. General

• Entire agreement: these Terms, together with any applicable Services Agreement and our Privacy Policy, are the entire agreement between you and us regarding their subject matter.
• Severability: if any provision is held unenforceable, the remaining provisions remain in effect.
• Waiver: our failure to enforce a provision is not a waiver of our right to do so later.
• Assignment: you may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.
• No third-party beneficiaries; the relationship between the parties is that of independent contractors.

21. Contact Us

Questions about these Terms can be directed to [email protected], or by mail at the address listed on our contact page.

These Terms are provided for general informational purposes and do not constitute legal advice.