These Terms of Service (this “Agreement”) are a binding contract between you and Workado LLC, doing business as BrandWell and Codeforce (“BrandWell,” “Codeforce,” “we,” or “us”). This Agreement governs your access to and use of all online and/or mobile services, websites, software, applications, and platforms provided by us (collectively, the “Services”).

PLEASE READ CAREFULLY. THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION AGREEMENT AND A CLASS ACTION/JURY TRIAL WAIVER (SECTION 18) REQUIRING, UNLESS YOU OPT OUT, THE EXCLUSIVE USE OF INDIVIDUAL ARBITRATION BEFORE THE AMERICAN ARBITRATION ASSOCIATION (AAA).

By clicking “I Accept,” creating an account, or accessing or using the Services (the “Effective Date”), you (a) acknowledge that you have read and understood this Agreement; (b) represent and warrant you have the authority to bind yourself or your organization; and (c) agree to be legally bound by its terms. If you do not agree, do not use the Services.

1. Product Families; Scope of Services

The Services include both product families:

1. BrandWell – content, analytics, marketing and identity tools, including TrafficID; and

2. Codeforce – a WordPress “vibe coding” platform enabling you to import a customer-owned WordPress website into a hosted Sandbox (staging environment), generate and edit code (e.g., themes, plugins, blocks, templates), collaborate, and deploy changes to your customer-controlled environments.

Where terms differ by product, Codeforce-specific terms govern Codeforce features; BrandWell-specific terms govern BrandWell features. Unless expressly stated otherwise, “Services” covers both.

2. Definitions

All definitions in your prior BrandWell terms remain in effect. Additional or revised definitions:

• Aggregated Statistics: data and information related to use of the Services that we use in aggregated/de-identified form to operate and improve the Services.

• Authorized User: your employees/contractors/agents authorized to access the Services under your account.

• BrandWell IP: the Services (including software, templates, designs, models), Documentation, Aggregated Statistics, and all related IP, but excluding Customer Content, Imported Sites, Project Artifacts, and Generated Code.

• Codeforce: our WordPress development environment, including AI-assisted code generation, Sandbox/staging, sync, build, and deployment tooling.

• Customer/you: the person or entity using the Services (including Authorized Users).

• Customer Content/Customer Property: content you or your Authorized Users submit to the Services, including Imported Sites (and their data), except Aggregated Statistics.

• Documentation: user manuals, guides, FAQs, and other materials we provide regarding the Services.

• Generated Code/Output: code/content produced by the Services (including AI-assisted output) based on your inputs.

• Imported Site: a WordPress website and associated data you own/control that you authorize Codeforce to copy/sync into the Sandbox.

• Marketplace: BrandWell/Codeforce distribution functionality enabling free or paid sharing/sale of Project Artifacts.

• Platform Rules: Marketplace policies incorporated as Appendix A to this Agreement.

• Project Artifacts: code, configurations, themes, blocks, templates, assets, and migration scripts created or modified via Codeforce.

• Secrets: credentials (e.g., API keys, DB passwords) you supply for syncing and/or deployments.

• Third-Party Products/Third-Party WP Materials: third-party applications, systems, services, themes, plugins, or content you choose to import, modify, or use with the Services.

3. Eligibility; Accounts; Access and Use

Eligibility. You may use the Services only if you can form a binding contract and are not barred by applicable law. The Services are not for children under 13 (or 16 in the EEA).

Account Registration & Security. You must provide accurate account information and keep it updated. You are responsible for all activity under your account and for safeguarding credentials. Notify us of unauthorized use promptly.

Grant of Access. Subject to timely payment and compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services for your internal business purposes during the term.

Documentation License. We grant you a non-exclusive, non-transferable license for Authorized Users to use the Documentation solely with the Services.

Codeforce Authorization & Site Rights. You must only import or modify sites you own or are authorized to control. You are solely responsible for complying with all license terms for Third-Party WP Materials you import or modify.

Secrets. You are responsible for providing accurate Secrets, revoking/rotating them when appropriate, and limiting their scope. Do not embed production Secrets in sample code or public artifacts.

Deployments. You control deployments and are solely responsible for testing (including security/performance/SEO) and for all outcomes of deployments you initiate (e.g., downtime, data loss, regressions).

Prohibited Uses (AUP). In addition to your existing AUP, you must not:

• use Codeforce to clone/scrape third-party sites without authorization;

• violate open-source or commercial licenses (e.g., GPL copyleft, attribution);

• upload, generate, or distribute malware, backdoors, or undisclosed telemetry;

• conduct vulnerability scans, DDoS, or security probes via the Services;

• remove or alter required license notices/attribution in Third-Party WP Materials.

Public search engines may crawl publicly available pages subject to revocable permission solely to create searchable indices (no caching/archiving).

We may rate-limit or suspend features (e.g., builds, syncs, AI generation) to protect platform stability.

4. Aggregated Statistics; Reservation of Rights; Suspension; Service Changes

Aggregated Statistics. We may collect and use Aggregated Statistics in compliance with law and without identifying you or disclosing your Confidential Information.

Reservation of Rights. Except for rights expressly granted, we reserve all rights in the Services and BrandWell IP.

Suspension. We may suspend or terminate access (with or without notice) if: (i) security threats/attacks; (ii) use disrupts or poses risk; (iii) suspected fraud/illegal activity; (iv) required by law; (v) third-party providers suspend necessary services; or (vi) for non-payment or breach.

Changes. We may modify, discontinue, or impose limits on the Services. Material regressions will be communicated with reasonable notice. Your continued use after changes constitutes acceptance.

5. Intellectual Property; Ownership; Feedback; DMCA

Customer Ownership. As between you and us, you own (i) Customer Content/Customer Property, including Imported Sites and their data; (ii) Project Artifacts; and (iii) Generated Code—subject to any third-party license terms you incorporate (e.g., GPL). We do not claim ownership over your Project Artifacts or Generated Code.

BrandWell Property. We own the Services, software, templates as templates, models, tooling, Aggregated Statistics, and related IP. No rights are granted by implication or estoppel.

Templates/Starters. Any templates/snippets we provide are licensed for incorporation into your projects; redistribution of the template as a template may be restricted, while redistribution of your derivative work must follow the upstream license (if applicable).

Third-Party WP Materials. You are solely responsible for license compliance (e.g., copyleft, attribution, redistribution) for Third-Party WP Materials you import or modify.

Feedback. You grant us a royalty-free, transferable, sublicensable, irrevocable, worldwide license to use Feedback without attribution or compensation.

DMCA. We comply with the Digital Millennium Copyright Act. To submit notices, provide:

1. signature of copyright owner/agent; 2) identification of the work; 3) identification/location of the infringing material; 4) contact info; 5) good-faith statement; 6) perjury statement.
   DMCA Agent: Legal Department, Workado LLC d/b/a BrandWell and Codeforce, 20280 N 59th Ave, #115-141, Glendale, AZ 85308; help@brandwell.ai.
   We may disable/remove content and terminate repeat infringers, including Marketplace listings, consistent with law.

6. Marketplace; Platform Rules (Appendix A)

We provide a Marketplace to share or sell Project Artifacts (free or paid).

• Rights & Compliance. You represent you have needed rights to list and distribute. Listings must comply with law, AUP, licenses, and Platform Rules.

• Fees & Payouts. We may charge transaction/platform fees and a revenue share. Payout thresholds/schedules/chargebacks/taxes are as described in your dashboard or Platform Rules.

• Support/Updates. For paid listings, you are responsible for support and updates per your listing.

• Takedowns. We may unlist/disable content for violations or credible IP complaints; review/appeal process is in Platform Rules.

7. Fees; Payment; Trials; Renewals; Taxes; Risk of Loss

Billing Policies. Certain Services are paid. By selecting paid Services, you agree to then-current pricing and payment terms posted at the time of purchase.

Credit Forfeiture on Cancellation. Upon cancellation and after the billing cycle ends, any unused credits (post credits, word credits, etc.) are forfeited and non-refundable.

No Refunds. Payments are non-refundable except where required by law. You may cancel to stop future renewals.

Trials.

• BrandWell 7-Day Trial and TrafficID 7-Day Trial: require valid payment details, are free for the trial period, and convert to paid unless canceled before day 7.

• Codeforce Trials: function under the same conditions if offered.

Automatic Renewal. Subscriptions renew monthly (or per Order Form) until canceled via your billing page before the next period.

Overages. Codeforce plans may include limits (e.g., build minutes, storage, Sandbox runtime, seats). Exceeding limits may incur overage fees billed in arrears.

Risk of Loss (Physical Goods). Title/risk transfer to you upon carrier receipt for any physical products sold through the Services.

Payment Information; Taxes. You authorize charges to your payment method (e.g., Stripe). You are responsible for all applicable taxes (excluding our net income taxes).

8. Confidentiality

Each party may disclose Confidential Information to the other. The receiving party will protect it with at least the same care it uses for its own. Confidentiality exceptions include information that is public, already known, independently developed, or lawfully obtained from third parties. Required disclosures by law are permitted with reasonable notice and cooperation. Confidentiality survives as stated in your prior terms (for trade secrets, as long as protected by law).

9. Privacy; Data Processing; Sandbox; Secrets

Your use of the Services is subject to our Privacy Policy and any applicable Data Processing Agreement (DPA), both incorporated by reference.

Sandbox & Imported Sites. Codeforce copies your Imported Site into a Sandbox for development. We may store associated logs/metadata required to deliver features.

Marketing Limitation (Your Requested Clause).
While your website details and data are accessible within the Codeforce Sandbox environment to enable staging and synchronization, this information is never used by BrandWell or Codeforce for any marketing purposes other than suggesting additional teammates or collaborators you may invite to the app.

Data Transfers; Subprocessors; Security. We may process personal data in the U.S. and other jurisdictions using approved transfer mechanisms (e.g., SCCs). We use vetted Subprocessors bound by confidentiality and security obligations and maintain an information security program designed to protect the Services and Customer Property. See our Privacy Policy (and Subprocessors list referenced there) for details.

Secrets. Secrets are encrypted at rest, used solely to perform tasks you authorize (sync/deploy), and can be revoked at any time.

10. Third-Party Products; Trademarks

The Services interoperate with third-party platforms and providers (e.g., WordPress, hosting, Git, CI/CD, AI providers). Their terms govern your use of those services. Outages or policies of third parties may affect the Services.
“WordPress” and “WordPress.org” are trademarks of the WordPress Foundation. BrandWell and Codeforce are not affiliated with or endorsed by the WordPress Foundation or Automattic.

11. Warranties; Disclaimers

Mutual Authority Warranty. Each party represents it has authority to enter into this Agreement.

Platform Performance (SaaS). We warrant purchased Services will, in all material respects, perform per Documentation, excluding issues caused by Customer acts/omissions, misuse, unsupported environments, modifications not made by us, or third-party software/systems.

AI/Generated Code & Deployment Disclaimer. Generated Code may contain errors, insecure patterns, or license implications. You must review, test, and audit before production. You are solely responsible for deployments and their effects.

General Disclaimer. EXCEPT AS EXPRESSLY STATED, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL IMPLIED WARRANTIES (INCLUDING TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE). Some jurisdictions do not allow certain disclaimers; to that extent, this paragraph may not apply.

Beta Services. Any beta/early access features are provided “AS IS”, unsupported, and may be changed/withdrawn at our discretion.

12. Indemnification

By BrandWell. We will defend and pay your direct damages arising from third-party claims that the Services (as provided by us) infringe a patent, copyright, trademark, or trade secret, subject to customary exclusions (e.g., your Customer Property, combinations, modifications not by us, Output, legal violations). We may procure rights, modify/replace infringing items, or terminate/refund unused prepaid fees for affected items.

By Customer. You will defend and pay our direct damages arising from third-party claims related to: (i) your Imported Site/Customer Property; (ii) your Project Artifacts, Generated Code, or Marketplace listings; (iii) your license violations (e.g., GPL/non-compliance); (iv) your use beyond the scope of this Agreement; or (v) your breach of law or Platform Rules.

Conditions. The indemnified party must give prompt notice, sole control of defense to the indemnifying party, and reasonable cooperation. No settlement that imposes admission/fines on the indemnified party without consent.

13. Limitations of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, DATA LOSS, OR COST OF SUBSTITUTE GOODS/SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.

EXCEPT FOR CONFIDENTIALITY BREACHES, IP INFRINGEMENT INDEMNITY OBLIGATIONS, OR YOUR PAYMENT OBLIGATIONS, EACH PARTY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) AMOUNTS PAID BY YOU TO US DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY OR (B) $50.

We are not liable for losses arising from your deployments, Third-Party WP Materials, or your license non-compliance. Some jurisdictions do not allow certain limitations—those limitations apply to the maximum extent permitted.

14. Term; Order Forms; Subscription; Upgrades; Price Adjustments

Term of Agreement. This Agreement begins on the Effective Date and continues until terminated as provided herein.

Order Forms; Subscription Term. Access to paid Services begins on the start date in the relevant Order Form and continues for the stated Subscription Term. Subscriptions auto-renew for successive terms of equal length unless either party gives notice of non-renewal at least 60 days prior (or per Order Form).

Upgrades/Overages. If you add Services mid-term or exceed usage tiers, we may bill prorated upgrades and/or overages for the remaining term.

Annual Price Cap (Non-Intro). Unless otherwise stated, on renewal we may increase per-unit pricing by the greater of 5% or CPI increase over the prior term (intro/temporary discounts excluded).

15. Suspension; Termination; Effect; Data Export/Deletion

Termination for Cause. Either party may terminate for material breach if uncured within 30 days of written notice (or prompt plan + cure if non-curable within 30 days). We may also terminate if no Order Form has been in effect for more than 30 consecutive days.

Effect of Termination. On termination, your access ceases. You remain responsible for fees accrued and due.

Export Window. Upon termination or expiration, and provided all fees are paid, you will have 30 days to export Project Artifacts and Sandbox data. After that, we may delete Sandbox copies/logs (excluding non-accessible backups retained under standard policies).

Survival. Sections intended by their nature to survive (including Ownership, Fees, Confidentiality, Privacy, Indemnification, Liability Limits, Dispute Resolution, and Platform Rules) will survive.

16. Service Changes; Availability; SLA Credits (if applicable)

We may update build systems, PHP versions, model providers, or other dependencies. If we later publish Service Level terms, service credits (not damages) will be the exclusive remedy for availability shortfalls.

17. Third-Party Dealings; Advertisers

Your dealings with third parties (including advertisers or Marketplace buyers/sellers) are solely between you and them. We are not responsible for resulting loss or damage.

18. Governing Law; AAA Arbitration; Class Action/Jury Trial Waiver; Opt-Out

Governing Law; Venue. Arizona law governs (without conflict rules). The Services are deemed based solely in Arizona. For actions not subject to arbitration (e.g., IP injunctive relief, small claims), the exclusive venue is state or federal courts located in Arizona, and you consent to personal jurisdiction there.

Arbitration Agreement (AAA). Except for (i) small claims court on an individual basis, or (ii) injunctive relief to prevent actual/threatened infringement or misappropriation of IP or data security, any dispute arising out of or relating to this Agreement or the Services will be resolved exclusively by binding arbitration administered by the American Arbitration Association (AAA) under its Expedited Procedures then in effect, before a single arbitrator, in the U.S. county where you reside or Maricopa County, Arizona, unless we agree otherwise. The Federal Arbitration Act governs interpretation/enforcement of this provision. The arbitrator will decide arbitrability, enforceability, and all threshold issues. Awards may include fees/costs only as permitted by applicable law and AAA rules.

Class Action/Jury Trial Waiver. ALL CLAIMS MUST BE BROUGHT INDIVIDUALLY. YOU WAIVE THE RIGHT TO A TRIAL BY JURY AND TO PARTICIPATE IN A CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION.

30-Day Opt-Out. New users may opt out of arbitration by emailing help@brandwell.ai within 30 days of first acceptance with subject “Arbitration Opt-Out,” including your name and the email tied to your account.

Severability. If the class waiver is found unenforceable with respect to a claim for public injunctive relief, such claim may proceed in court while individual claims proceed in arbitration. The remainder of this Section remains in effect.

19. Export; U.S. Government Rights; Anti-Corruption; Force Majeure

Export Control. You will comply with U.S. and international export laws/regulations and not export/re-export the Services or related technical data where prohibited.

U.S. Government. The Services and Documentation are “commercial products.” Government use is subject to the restrictions in 48 C.F.R. § 2.101, 12.212 or 227.7202 (as applicable).

Anti-Corruption. You will not offer or accept illegal bribes or kickbacks. Notify us of any improper payments offered or received in connection with this Agreement.

Force Majeure. Except for payment obligations, neither party is liable for delays/failures caused by events beyond reasonable control (e.g., acts of God, outages, labor issues).

20. Modifications; Entire Agreement; Assignment; Notices; No Waiver; Severability

Modifications. We may modify this Agreement by posting updated terms. Material changes will be notified via email or in-app banner. Continued use after the effective date constitutes acceptance. We will provide at least 30 days’ advance notice of changes we reasonably anticipate may materially reduce quality of services.

Entire Agreement. This Agreement (including any Order Forms, Platform Rules/Appendix A, Privacy Policy, and DPA) is the entire agreement and supersedes prior proposals and communications on the subject.

Assignment. You may not assign without our prior written consent, except in connection with a merger, acquisition, reorganization, or sale of substantially all assets. We may assign freely. Any prohibited assignment is void.

Notices. Unless the Platform Rules allow otherwise, formal notices must be sent to:
Workado LLC d/b/a BrandWell and Codeforce
20280 N 59th Ave, #115-141, Glendale, AZ 85308
Email: help@brandwell.ai
We may provide notices to you via email, posting, or your account. Electronic communications satisfy legal writing requirements.

No Waiver. Our failure to enforce a provision is not a waiver. Any waiver must be in writing.

Severability. If a provision is unenforceable, it will be modified to achieve its intent to the maximum extent permitted; the remainder remains in effect.

Appendix A – Codeforce Platform Rules (Marketplace)

These Platform Rules are incorporated into the Agreement and apply when you share or sell Project Artifacts via the Marketplace.

A.1 Eligibility; Ownership

You must have a valid account and be authorized to distribute the Project Artifact. You represent and warrant you have all rights/licenses needed.

A.2 Listing Requirements

Listings must accurately describe functionality, dependencies, license terms (e.g., GPL/commercial), pricing (if any), and support/update policies.

A.3 Free and Paid Listings; Fees and Payouts

You may offer free or paid listings. We may charge platform and/or payment processing fees and a revenue share. Payout schedules, thresholds, chargebacks, currency, and tax handling appear in your dashboard and/or supplemental policies incorporated here.

A.4 Prohibited Content and Conduct

No illegal, infringing, misleading, defamatory, invasive, or harmful content; no malware, spyware, crypto-mining code, or undisclosed data collection. No misrepresentation of ownership or license terms. No circumventing attribution or copyleft obligations.

A.5 Security and Compliance

Project Artifacts must follow reasonable security practices (no plaintext Secrets; limit scopes; document permissions). Where applicable, pass malware scans.

A.6 Support; Updates; Compatibility

For paid listings, you are responsible for timely updates and fair support consistent with your listing. State any version limitations or compatibility caveats.

A.7 Takedown; DMCA; Disputes

We may unlist, suspend, or remove listings for violations or credible IP complaints (including DMCA). We may suspend accounts that repeatedly violate these Rules.

A.8 Reviews; Anti-Manipulation

No fake, purchased, or retaliatory reviews. We may remove manipulated reviews and suspend participating accounts.

A.9 Refunds

Refunds (if offered) are governed by the seller’s posted policy except where law requires otherwise. Platform fees may be non-refundable.

A.10 Termination; Effect

Upon account termination or listing removal, buyers keep the license granted by the seller per the listing terms (unless otherwise invalidated by law or court order). We may retain transactional records for compliance and accounting.

Contact

Workado LLC d/b/a BrandWell and Codeforce
20280 N 59th Ave, Suite 115-141
Glendale, AZ 85308
help@brandwell.ai

Trademark Notice

WordPress and WordPress.org are trademarks of the WordPress Foundation. BrandWell and Codeforce are not affiliated with or endorsed by the WordPress Foundation or Automattic.

Creation Date: 12/6/2021
Last Updated: 10/14/2025