Terms of Service

1. Acceptance & eligibility

You must be at least 18 years old, or the age of majority where you live, and able to form a binding contract to use the Service. If you use the Service on behalf of an organization, you represent that you are authorized to bind that organization to these Terms, and "you" includes that organization. The Service is intended for use in jurisdictions where it is lawful; you are responsible for compliance with the laws that apply to you.

2. Your account

Some features require an account. You agree to provide accurate information, keep it current, and keep your credentials confidential. You are responsible for all activity that occurs under your account. Notify us promptly at ultracodey@gmail.com if you suspect unauthorized use. We offer security tools — including two-factor authentication and session management — and recommend you use them. One account is for one person; do not share credentials.

3. Beta & changes to the Service

The Service is currently offered as a pre-release ("beta"). It is provided for evaluation, may contain errors, and may change, be interrupted, or be discontinued at any time. We do not guarantee any particular feature, level of availability, performance, or service level during the beta. We may add, modify, or remove features in our discretion.

4. License & restrictions

Subject to these Terms, we grant you a limited, personal, non-exclusive, non-transferable, revocable license to install and use the Service for your own lawful purposes. Except as permitted by law, you agree not to:

• copy, resell, sublicense, rent, or commercially redistribute the Service;
• reverse engineer, decompile, or attempt to derive source code, except where this restriction is prohibited by applicable law;
• circumvent, disable, or interfere with security, licensing, usage limits, or access controls;
• use the Service to build a competing product, or scrape or harvest data from it in bulk;
• use or export the Service in violation of sanctions, export-control, or trade-compliance laws;
• remove or alter any proprietary notices; or
• use the Service in any way that violates these Terms, the Acceptable Use Policy, or applicable law.

5. The agent & your authorization

UltraCodey is an autonomous coding agent that, at your direction, can plan tasks, read and edit files, run commands, and take other actions on your own device and within the projects and accounts you connect. You control how much autonomy to grant through the Service's permission settings.

You are solely responsible for the actions you authorize and their results, including any commands executed, files changed or deleted, code generated, and any effect on your systems, data, or third-party services. AI output can be inaccurate, incomplete, or unsuitable for your purpose. You agree to review the Service's work, maintain backups, use version control and appropriate permission settings, and not rely on the Service for any use where an error could cause harm, loss, or legal exposure. The Service is not a substitute for professional advice (including legal, financial, medical, or security advice).

6. Third-party services & AI providers

The Service lets you connect third-party AI providers and other integrations using your own accounts, API keys, or credentials. Your use of those services is governed by their terms and privacy policies, and you are responsible for any fees, usage charges, or limits they impose. We do not control and are not responsible for third-party services, their availability, or the content and outputs they generate. Requests you make to AI providers are sent from your device using the credentials you supply and may include the prompts, file snippets, or context you choose or authorize UltraCodey to provide for the requested work.

7. Your content & intellectual property

As between you and us, you retain all rights to your own code, files, prompts, and other materials you create or process with the Service ("Your Content"). We claim no ownership of Your Content. Your code, chats, project files, and saved patterns are not uploaded to Emulation account systems unless you choose to submit them to us, for example in a support request. The Service may transmit relevant prompts, file snippets, or context directly from your device to AI providers or integrations you choose for the requested work. To the limited extent you submit information to your account (such as your display name or progression data), you grant us a non-exclusive, worldwide license to host, store, and use that information solely to operate and provide the Service. You are responsible for having the necessary rights to Your Content and for how you use any output.

Copyright complaints

We respect intellectual-property rights. If you believe material associated with the Service infringes your copyright, send a notice to ultracodey@gmail.com that includes: identification of the work, identification and location of the material you believe is infringing, your contact details, a statement that you have a good-faith belief the use is not authorized, a statement under penalty of perjury that your notice is accurate and that you are authorized to act on the owner's behalf, and your signature. We respond to valid notices as required by applicable law and may remove infringing material and terminate repeat infringers.

8. Our intellectual property

The Service, including the UltraCodey software, the website, the "UltraCodey" and "Codey" names, logos, and all related content and design, is owned by Emulation LLC or its licensors and is protected by intellectual-property laws. Except for the license granted above, these Terms do not transfer any rights to you.

9. Acceptable use

You agree to use the Service only in lawful ways and in accordance with our Acceptable Use Policy, which is part of these Terms. Violations may result in suspension or termination.

10. Plans, fees & billing

During the beta, the Service is offered on a Free plan at no charge. We may introduce paid plans in the future. If and when paid plans become available, the price, billing cycle, and any applicable taxes will be disclosed at the point of purchase, and additional billing terms may apply. Paid plans may renew automatically only after the checkout flow discloses the renewal terms and obtains any consent required by law. You may cancel future renewals through the account tools or another cancellation method we provide. All fees are handled in accordance with our Refund Policy. We may change pricing prospectively; changes will not affect a billing period you have already paid for. You are responsible for any costs charged directly to you by third-party AI providers, which are separate from any UltraCodey fees.

11. Feedback

If you send us suggestions, ideas, or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it for any purpose without obligation or compensation to you.

12. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY OUTPUT WILL BE ACCURATE OR RELIABLE. Some jurisdictions do not allow certain warranty exclusions, so some of the above may not apply to you.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EMULATION LLC AND ITS OWNERS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF (OR INABILITY TO USE) THE SERVICE, INCLUDING ANY ACTIONS TAKEN BY THE AGENT OR ANY OUTPUT IT PRODUCES. OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) USD $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 Emulation LLC and its owners, employees, and suppliers from and against any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of or related to your use of the Service, Your Content, your violation of these Terms, or your violation of any law or the rights of a third party.

15. Suspension & termination

You may stop using the Service at any time. We may suspend, restrict, pause, or terminate your access — including for violations of these Terms or the Acceptable Use Policy, suspected fraud or abuse, security risk, or to comply with law. Where reasonable, we will provide notice and, where the portal supports it, the reason. Upon termination, your license ends and the provisions that by their nature should survive — including sections 6–8 and 11–18 — will survive.

16. Governing law & disputes

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. Before bringing any formal claim, you agree to first contact us at ultracodey@gmail.com and to try in good faith to resolve the dispute informally for at least 30 days.

Any dispute that is not resolved informally will be brought exclusively in the state or federal courts located in the State of Delaware, and you and we consent to the personal jurisdiction and venue of those courts. To the extent permitted by law, you and we each waive any right to a jury trial, and agree that claims may be brought only in an individual capacity and not as a plaintiff or class member in any class or representative action. Either party may still bring an eligible claim in small-claims court. Nothing in this section limits rights you may have under the mandatory consumer-protection laws of your country or state of residence, which may allow you to bring proceedings in your local courts.

17. Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date above and, for material changes, take reasonable steps to notify you (for example, through the Service or by email). Your continued use of the Service after changes take effect means you accept the updated Terms.

18. General

These Terms, together with the policies referenced in them, are the entire agreement between you and us regarding the Service. If any provision is found unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. We are not liable for delays or failures caused by events beyond our reasonable control. Notices to you may be provided through the Service or by email; notices to us should be sent to ultracodey@gmail.com.

19. Contact

Questions about these Terms? Email ultracodey@gmail.com or reach us on X at @UltraCodey.