DarkHorse.Codes — Terms of Service

Effective Date: June 1, 2026
Version: 1.0.0
Last Reviewed: June 1, 2026

What this is

These Terms govern your use of DarkHorse.Codes — our SaaS subscriptions, automation tools, and custom-built software solutions. They are the umbrella agreement for everything we offer under the DarkHorse brand.

For DarkHorse Media specifically (private media infrastructure), see DarkHorse Media Terms. Where the Media Terms conflict with these, the Media Terms govern Media use.

What you should know first

§1 — Definitions

In these Terms:

§2 — What We Provide

DarkHorse.Codes provides:

Specific features, pricing, and scope are described on darkhorse.codes product pages, in your Subscription confirmation, or in a Statement of Work for Custom Builds.

We may add, modify, or remove features over time. Material changes get notification per §12.

§3 — Account & Eligibility

§3.1 — Age. You must be at least 18 years old to subscribe.

§3.2 — Accurate Info. Provide accurate contact information at signup. Keep it updated. We may suspend accounts with invalid contact information.

§3.3 — Your Credentials. Keep your login credentials secure. You're responsible for everything that happens under your account.

§3.4 — One Account Per Subscriber. Don't create multiple accounts to evade billing, rate limits, or terminations.

§3.5 — Entity Subscribers. If you sign up on behalf of a company or organization, you represent that you're authorized to bind that entity to these Terms.

§4 — Payment, Cancellation, and Chargebacks

§4.1 — Recurring Billing. Subscriptions are billed monthly on the anniversary of your signup date unless your SOW or product page specifies otherwise. We use Stripe for payment processing.

§4.2 — Custom Build Billing. Custom Builds are billed per the schedule in the applicable SOW. Standard SOW terms include milestone payments, with the final milestone due on delivery.

§4.3 — Cancellation. You can cancel a recurring Subscription anytime through the Stripe Customer Portal or by emailing support@darkhorse.codes. Cancellation takes effect at the end of your current billing period.

§4.4 — No Refunds. We don't issue refunds for partial periods, unused time, or completed Custom Build deliverables. Cancel anytime to stop future charges. For Custom Builds, payment terms are governed by the SOW.

§4.5 — Service Credits. If we cause an extended outage (more than 24 hours in a billing period) on a SaaS Service and you contact us within 30 days, we may issue a service credit at our discretion.

§4.6 — Chargebacks. Initiating a chargeback for a charge you authorized, instead of using our cancellation or service credit process, is a breach of these Terms. Consequences:

(a) Your account is terminated immediately
(b) Service credits and any benefits are forfeited
(c) We may recover the chargeback fee and the original charged amount through collection or legal process
(d) For Custom Builds, all work-in-progress stops and outstanding milestones become immediately due

§4.7 — Legitimate Disputes. If you believe a charge was unauthorized or there's a billing error, contact billing@darkhorse.codes first. We'll investigate within 5 business days.

§5 — Acceptable Use

Use the Service in compliance with all applicable law and basic decency. You agree not to:

(a) Use the Service to harass, defraud, or harm others
(b) Reverse engineer, decompile, or attempt to extract source code of our SaaS products (except where allowed by law)
(c) Use the Service to send unsolicited bulk email, spam, or malicious payloads
(d) Attempt to gain unauthorized access to other Subscribers' accounts or data
(e) Use the Service to violate intellectual property rights of third parties
(f) Use the Service in violation of US export controls or sanctions
(g) Use the Service to train competitive AI models on our outputs without explicit permission
(h) Resell or sublicense the Service without explicit written permission

Violations result in account termination per §11.

§6 — Content & Intellectual Property

§6.1 — Your Content. You own anything you upload, create, submit, or process through the Service. We don't claim ownership.

§6.2 — Limited License To Us. You grant us a limited, non-exclusive, royalty-free license to process your Content as needed to provide the Service — storage, transmission, computation, security scanning, backup. This license ends when you delete the Content or close your account, subject to reasonable retention for backups and legal requirements.

§6.3 — Our IP. The Service itself — our code, design, documentation, trademarks, and brand assets (including the DarkHorse name, logos, and creed) — is ours. You don't get a license to copy, reverse-engineer, redistribute, or republish our materials except as needed to use the Service normally.

§6.4 — Custom Build IP. IP ownership in Custom Builds is governed by the applicable SOW. The default unless the SOW says otherwise:

§6.5 — Feedback. If you provide feedback, suggestions, or ideas about the Service, we can use them without obligation or compensation.

§7 — Privacy

Your personal information is handled per our Privacy Policy. For Custom Build engagements involving processing of your customers' data, a separate Data Processing Addendum may apply.

§8 — Third-Party Services

The Service relies on third-party services to function, including Stripe (payments), Cloudflare (DNS, CDN), Google Workspace (email), and our hosting provider. We do not control these services. Outages or policy changes by these providers may affect our Service.

We are not liable for: (a) errors or losses caused by third-party service failures; (b) third-party privacy or security practices; (c) decisions by third-party providers to modify their offerings.

Where you interact directly with a third party (e.g., Stripe Checkout), that party's terms apply to that interaction.

§9 — No Warranty & Limitation of Liability

§9.1 — No Warranty. The Service is provided "as is" and "as available." We don't promise it will be uninterrupted, error-free, or meet any specific need you have. We disclaim all implied warranties — including merchantability, fitness for a particular purpose, and non-infringement — to the maximum extent allowed by law.

§9.2 — Custom Build Warranty. For Custom Builds, we warrant that deliverables will substantially conform to the SOW for 30 days after delivery. Our sole obligation under this warranty is to fix non-conforming deliverables.

§9.3 — Liability Cap. Our total liability to you, for all claims combined, in any 12-month period, is limited to the greater of:

(a) the amount you paid us in the 12 months before the claim arose, or
(b) $100 USD.

For Custom Builds with total contract value above $10,000, the cap is the total contract value paid, unless the SOW specifies otherwise.

§9.4 — Excluded Damages. We are not liable for indirect, incidental, consequential, special, exemplary, or punitive damages — including lost profits, lost data, business interruption, or loss of goodwill — even if we were warned they were possible.

§9.5 — Exceptions. Some jurisdictions don't allow some of these limits. To the extent your jurisdiction doesn't allow exclusion of certain warranties or liability, our liability is limited to the minimum the law allows.

§9.6 — Basis of the Bargain. This limitation of liability is a fundamental basis of our agreement — we couldn't offer the Service at this price without it.

§10 — Indemnification

You agree to defend, indemnify, and hold harmless DarkHorse, its operator, employees, contractors, and affiliates from any claim, demand, loss, or expense (including reasonable attorney fees) arising from:

(a) Your use of the Service
(b) Your violation of these Terms
(c) Your violation of any law or third-party right — including intellectual property, privacy, or contractual rights
(d) Content you submit through the Service
(e) Your customers' or end users' use of a Custom Build we delivered to you

We will notify you in writing if we're seeking indemnification. We'll let you control the defense as long as: (i) you use qualified counsel acceptable to us, (ii) you don't settle in a way that admits fault on our part without our consent, and (iii) we can participate at our own expense.

§11 — Termination

§11.1 — You Can Cancel Anytime. See §4.3.

§11.2 — We Can Terminate. We reserve the right to terminate or suspend any account at any time, with or without notice, for any reason — including:

(a) Violation of these Terms
(b) Activity that creates legal risk for us or other Subscribers
(c) Non-payment or chargeback
(d) Fraud, identity misrepresentation, or evasion of prior termination
(e) Discontinuation of the Service generally

§11.3 — Custom Build Termination. Either party may terminate a Custom Build engagement per the terms of the applicable SOW. The default unless the SOW says otherwise: 30 days written notice, with payment due for work completed through the termination date.

§11.4 — What Happens at Termination.

§11.5 — Pro-Rated Refund (Termination Without Cause). If we terminate without cause under (e) only, we pro-rate the unused portion of your current SaaS billing period and refund it within 14 days.

§11.6 — No Pro-Rated Refund (Termination For Cause). No refund for terminations under (a) through (d).

§11.7 — Survival. The following provisions survive termination: §6 (IP), §9 (Liability), §10 (Indemnification), this §11, §13 (Disputes), §14 (Governing Law), and any payment obligations.

§12 — Updates to These Terms

We can update these Terms. When we do:

For Custom Builds with an active SOW, changes to these Terms do not modify the SOW; the SOW governs that engagement.

§13 — Disputes & Arbitration

§13.1 — Informal Resolution First. Email support@darkhorse.codes or billing@darkhorse.codes. We have 60 days to work it out together.

§13.2 — Binding Arbitration. If we can't resolve in 60 days, the dispute goes to binding arbitration under AAA Consumer Arbitration Rules (or AAA Commercial Rules for Custom Builds with contract value above $10,000). Arbitration takes place in Toledo, Ohio, or by video conference if you prefer. We split the AAA filing fee; we cover any portion of the arbitrator's fee that exceeds what you would have paid in small claims court.

§13.3 — Class Action Waiver. You and we both waive any right to bring claims as part of a class action, collective action, or representative action.

§13.4 — Carve-outs. This section does not apply to:

§13.5 — Opt-Out Right. You may opt out within 30 days of first accepting these Terms by emailing optout@darkhorse.codes.

§13.6 — Severability. If the class action waiver is found unenforceable, this entire Section is void and disputes go to court.

§14 — Governing Law & Venue

These Terms are governed by the laws of the State of Ohio, USA, without regard to its conflict-of-law principles. For any dispute not subject to arbitration under §13, the parties consent to the exclusive jurisdiction of the state and federal courts located in Lucas County, Ohio.

Subscribers from outside Ohio accept Ohio jurisdiction by using the Service.

§15 — Miscellaneous

§15.1 — Entire Agreement. These Terms, plus the documents they reference (Privacy Policy, DMCA Policy, product-specific terms, applicable SOW), are the entire agreement between you and DarkHorse about the Service.

§15.2 — Order of Precedence. Where these Terms conflict with another document:

  1. A signed SOW governs Custom Build work
  2. Product-specific terms (like DarkHorse Media Terms) govern that product
  3. These Terms govern everything else

§15.3 — Severability. If a court finds part of these Terms unenforceable, the rest still apply.

§15.4 — No Waiver. If we don't enforce a provision once, that doesn't mean we waive it generally.

§15.5 — Notices. We notify you at the email on your account. You notify us at legal@darkhorse.codes.

§15.6 — Assignment. You can't assign your rights under these Terms (except, for entity Subscribers, in connection with a sale of all or substantially all of your business). We can assign our rights without your consent.

§15.7 — No Third-Party Beneficiaries. These Terms don't create rights for anyone except you and us.

§15.8 — Headings. Section headings are for convenience only and don't change the meaning of the sections.

§15.9 — Independent Contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and us.

§16 — Contact

Purpose Email
General support support@darkhorse.codes
Billing questions billing@darkhorse.codes
Privacy requests privacy@darkhorse.codes
Legal inquiries legal@darkhorse.codes
DMCA notices dmca@darkhorse.codes
Arbitration opt-out optout@darkhorse.codes
Custom Build inquiries hello@darkhorse.codes

Version History

© DarkHorse · Silent · Controlled · Inevitable