Terms of Service

Effective date: July 14, 2025

Last updated: March 28, 2026

These Terms of Service ("Terms") constitute a legally binding agreement between you (individually or on behalf of an entity, "you" or "your") and Coderhelm ("we", "us", "our") governing your use of the Coderhelm website at coderhelm.com, the Coderhelm GitHub App, the Coderhelm dashboard, and all related services (collectively, the "Service"). By installing the GitHub App, accessing the dashboard, or otherwise using the Service, you agree to be bound by these Terms.

If you do not agree to these Terms, do not install or use the Service.

1. Eligibility

You must be at least 16 years of age to use the Service. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. By installing the GitHub App on an organization account, you confirm that you have the necessary administrative permissions.

2. Description of Service

Coderhelm is an autonomous AI coding agent delivered as a GitHub App. When you assign a GitHub issue to Coderhelm or apply a designated label, the Service:

The Service also includes:

The Service is provided on an "as is" and "as available" basis. We do not guarantee that the Service will be uninterrupted, error-free, or available at all times.

3. Account & Access

Access to the Service is managed through your GitHub account and the Coderhelm GitHub App installation. You are responsible for:

We reserve the right to suspend or disable access if we reasonably believe your account has been compromised.

4. Your Responsibilities

5. Intellectual Property

5.1 Your Code

Code generated by Coderhelm for your repositories belongs to you. We claim no ownership of your code, your repositories, the input you provide (issue descriptions, comments), or the output produced by the Service on your behalf.

5.2 Open-Source Compliance

AI-generated code may inadvertently resemble existing open-source code. You are solely responsible for ensuring that any code you merge complies with applicable open-source licenses and does not infringe third-party intellectual property rights.

5.3 Our Service

The Service itself — including its name, branding, logos, underlying technology, algorithms, user interface, documentation, and all related intellectual property — remains our exclusive property. Nothing in these Terms grants you any right, title, or interest in the Service beyond the limited right to use it as described herein.

5.4 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us a non-exclusive, royalty-free, worldwide, perpetual license to use and incorporate such feedback without obligation to you.

6. Usage & Fair Use

6.1 Service Tiers

The Service is currently offered free of charge. Usage limits (such as token budgets) may apply and are displayed in your dashboard settings.

6.2 Future Pricing

We reserve the right to introduce paid plans in the future. If we do, we will provide at least 30 days' prior notice. Existing free-tier access will not be retroactively charged.

7. Service Availability & Modifications

We may modify, suspend, or discontinue any part of the Service at any time, with or without notice. We will make reasonable efforts to provide advance notice of material changes. We are not liable for any modification, suspension, or discontinuation of the Service.

8. Data & Privacy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your data. By using the Service, you acknowledge that you have read and understood the Privacy Policy.

9. Confidentiality

We treat your source code and repository content as confidential information. Source code is processed in-memory only and is never persisted to durable storage. We will not access your repositories for any purpose other than providing the Service as you have directed.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT:

YOU ACKNOWLEDGE THAT AI-GENERATED CODE MAY CONTAIN BUGS, SECURITY VULNERABILITIES, OR OTHER DEFECTS, AND THAT YOU ARE SOLELY RESPONSIBLE FOR TESTING AND REVIEWING ALL OUTPUT BEFORE USE IN PRODUCTION.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12. Indemnification

To the extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Coderhelm and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

13. Termination

13.1 By You

You may terminate your use of the Service at any time by uninstalling the Coderhelm GitHub App. If you have a paid subscription, cancellation terms in Section 6.4 apply.

13.2 By Us

We may suspend or terminate your access to the Service immediately if:

We will make reasonable efforts to notify you before or promptly after suspension or termination, unless doing so would compromise security or violate the law.

13.3 Effect of Termination

Upon termination, your right to use the Service ceases immediately. Sections that by their nature should survive termination will survive, including but not limited to Intellectual Property, Disclaimer of Warranties, Limitation of Liability, Indemnification, and Governing Law.

14. Governing Law & Dispute Resolution

14.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of New York, United States, without regard to its conflict of law provisions.

14.2 Dispute Resolution

Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If the dispute is not resolved within 30 days, either party may bring a claim in the state or federal courts located in New York County, New York, and you consent to the exclusive jurisdiction and venue of such courts.

14.3 Class Action Waiver

TO THE EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

15. Export Controls

You may not use the Service in violation of any applicable export control or sanctions laws, including those of the United States and the European Union. You represent that you are not located in, or a national or resident of, any country subject to comprehensive U.S. sanctions, and that you are not on any U.S. government denied-party list.

16. General Provisions

17. Changes to These Terms

We may modify these Terms at any time. When we make material changes, we will update the "Last updated" date and notify you by email or through the Service at least 30 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service.

18. Contact

If you have questions about these Terms, contact us at: