RubberDuck

Legal

RubberDuck — Terms & Conditions

Version: 1.0 (draft — not yet published) Effective date: [EFFECTIVE DATE] Last updated: [LAST UPDATED DATE]

These Terms & Conditions (the "Terms") govern your access to and use of the RubberDuck platform. Please read them carefully before registering. By creating an account or using the Platform you agree to be bound by these Terms. If you do not agree, do not use the Platform.

We process personal data as described in our Privacy Policy. The Privacy Policy forms part of the information we give you, but these Terms are the contract between you and us for use of the Platform.

1. Who we are and acceptance of these Terms

1.1. The Platform is operated by PixelBeard Limited ("RubberDuck", "we", "us", "our"), a company registered in England and Wales with company number [COMPANY REGISTRATION NUMBER], whose registered office is at [REGISTERED OFFICE ADDRESS]. You can contact us at [CONTACT EMAIL].

1.2. You accept these Terms by ticking the acceptance box when you register, and again each time you continue to use the Platform after any updated version takes effect (see clause 24). We record the date, time and version of the Terms you accepted.

1.3. These Terms incorporate by reference our Privacy Policy (which explains how we process personal data) and any bundle pricing, rate or fee information displayed to you on the Platform at the time you buy Tokens or book a Call.

1.4. Eligibility. You may only register and use the Platform if you:     (a) are at least 18 years old;     (b) are capable of entering into a legally binding contract; and     (c) are not barred from using the Platform under any applicable law or a previous suspension or termination by us.

1.5. If you register or use the Platform on behalf of a company or other organisation, you confirm you have authority to bind that organisation, and "you" includes that organisation.

2. Definitions

In these Terms:

  • "RubberDuck", "we", "us", "our" means PixelBeard Limited (see clause 1.1), the operator of the Platform.
  • "Platform" means the RubberDuck website, web app, and services.
  • "User", "you" means any registered user (Maker or Engineer).
  • "Maker" means a User who purchases and spends Tokens to book Calls.
  • "Engineer" means an independent professional who provides advice via Calls.
  • "Tokens" means prepaid platform credit; 100 Tokens = £1.
  • "Challenge" means the problem summary (up to 200 words) a Maker submits.
  • "Call" (or "Session") means a metered 1:1 video consultation between a Maker and an Engineer.
  • "Content" means anything a User submits (Challenges, profiles, ratings, messages).
  • "Sub-processor" means a third party that processes personal data on our behalf.

Headings are for convenience only. "Including" means "including without limitation".

3. What RubberDuck is (and is not)

3.1. RubberDuck is a marketplace and intermediary. The Platform connects Makers who want short, expert software help with Engineers who provide it. We provide the technology for matching, booking, video calls, metered billing and payments.

3.2. We do not provide the advice. All advice, opinions, code review, guidance and other services delivered on a Call are provided by the Engineer, not by RubberDuck. When a Call takes place, a direct contract for the provision of that advice arises between the Maker and the Engineer, on the terms set out or referred to in these Terms. RubberDuck is not a party to that advice contract, except in respect of the payment and platform mechanics described in these Terms.

3.3. Engineers are independent contractors. Engineers are not employees, workers, agents, partners or representatives of RubberDuck, and nothing in these Terms creates any employment, worker, agency or partnership relationship. Engineers have no authority to bind RubberDuck, and we have no authority to bind any Engineer.

3.4. We vet and approve Engineers before their profiles become visible (see clause 8), but vetting is a review of experience and suitability at a point in time. It is not a warranty, endorsement or guarantee of any Engineer's advice, availability, conduct or results.

3.5. Where we collect payment from Makers, we do so as the merchant of record for Token purchases and as a commercial agent of the Engineer for the limited purpose of collecting payment for Calls. Payment made through the Platform in accordance with these Terms discharges the Maker's payment obligation to the Engineer for that Call.

4. Your account

4.1. Registration. To use the Platform you must create an account with accurate, current and complete information (including your name and a valid email address) and keep it up to date. You may be asked to verify your email address.

4.2. One person per account. Accounts are personal. You must not share your account, let anyone else use it, or register an account for someone else without authority.

4.3. Security. You are responsible for keeping your password and any access tokens confidential, and for all activity that occurs under your account. Tell us immediately at [CONTACT EMAIL] if you suspect any unauthorised access or use of your account. We are not liable for loss caused by unauthorised use of your account where you have failed to keep your credentials secure, except where the loss is caused by our breach of these Terms or our legal obligations.

4.4. Accuracy. If we reasonably believe any information on your account or profile is false, misleading or out of date, we may ask you to correct it, and may suspend the relevant profile or account until it is corrected.

5. How the service works

5.1. Challenges. A Maker submits a Challenge — a written summary of their problem, up to 200 words — together with a category, optional tags, optional attachment links and preferred time windows. Challenges must not include confidential information you are not entitled to share, and should not include personal data about other people unless necessary and lawful.

5.2. Matching (concierge at launch). At launch, matching is a concierge process: our team reviews each Challenge and proposes an Engineer whose experience and rate band appear suitable, and confirms the match. We do not guarantee that any Challenge will be matched, that any particular Engineer will be proposed or available, or that a match will occur within any particular time.

5.3. Booking. Once matched, a Call of 15–30 minutes is booked against the Engineer's availability. The Engineer's per-minute rate (expressed in Tokens) is snapshotted at booking — the rate you see when you book is the rate you pay for that Call, even if the Engineer's rate later changes.

5.4. The Call. Calls take place as 1:1 video sessions inside the Platform using our video provider, Daily.co (see clause 19). We do not record or store the raw audio or video of Calls. If call transcription is enabled for a Call, that will be disclosed to both participants, and transcripts are handled as described in our Privacy Policy.

5.5. AI challenge assist. When drafting a Challenge, Makers may optionally use our AI-powered drafting assistant (powered by Anthropic's Claude models — see clause 19). Its suggestions (rewrites, clarifying questions, suggested categories/tags) are suggestions only: they are generated by an AI model, may be inaccurate or incomplete, and are not advice from RubberDuck or any Engineer. You are responsible for what you submit.

5.6. Service availability. We aim to keep the Platform available but do not guarantee uninterrupted, error-free operation. We may modify, suspend or withdraw features as described in clause 24, and may schedule maintenance from time to time.

6. Maker obligations

If you are a Maker, you agree that you will:

6.1. use the Platform, Challenges and Calls only for lawful purposes connected with getting help on your own (or your organisation's) software projects;

6.2. provide honest, accurate Challenges, and not submit content you have no right to share;

6.3. attend booked Calls on time, with a working camera, microphone and adequate internet connection, or cancel in accordance with clause 11;

6.4. maintain a sufficient Token balance for Calls you book (see clause 10.5);

6.5. treat Engineers with courtesy and professionalism, and comply with the acceptable use rules in clause 15;

6.6. understand that any advice you receive on a Call is provided by the Engineer, is based only on the information you share, is general professional guidance rather than an exhaustive audit of your project, and is acted upon at your own risk (see clause 20); and

6.7. not use the Platform to solicit Engineers for employment, engagement or work off-platform in breach of clause 16.

7. Nothing in clause 6 limits your statutory rights

If you are a consumer, nothing in clause 6 (or anywhere else in these Terms) removes or reduces your rights under the Consumer Rights Act 2015, including your right to services performed with reasonable care and skill, or any other rights that cannot be excluded or restricted by law. See clauses 13, 14 and 21.

8. Engineer obligations

If you are an Engineer, you additionally agree to the following.

8.1. Vetting and approval. Your profile is only visible to Makers after we have reviewed and approved it. We may decline, or later withdraw, approval at our reasonable discretion, including where your profile is inaccurate, your conduct falls below the standard we require, or your ratings or dispute history give us reasonable concern.

8.2. Profile accuracy. Your bio, years of experience, specialties, work examples and rate band must be truthful, accurate and kept up to date. You must not misrepresent your experience, qualifications or availability.

8.3. Availability and conduct. You must keep your availability calendar accurate, attend booked Calls punctually and prepared, deliver your advice honestly, competently and with reasonable care and skill, and comply with the acceptable use rules in clause 15. Repeated no-shows or late cancellations may lead to suspension or removal (see clause 23).

8.4. Independent contractor status. You provide advice as an independent contractor in business on your own account. You are solely responsible for:     (a) your own income tax, National Insurance contributions and any other taxes on your earnings (including registering with HMRC and filing returns as required);     (b) determining whether you need to register for VAT and, if so, complying with your VAT obligations;     (c) any insurance appropriate to your activities (we recommend professional indemnity insurance, though we do not currently require it); and     (d) compliance with any obligations you owe to an employer or other third party (for example, confirming your employment contract permits paid consulting).

8.5. No employment rights. You acknowledge that you are not entitled to holiday pay, sick pay, pension contributions or any other employment or worker rights from RubberDuck, and you agree to indemnify us in accordance with clause 22 against any claim, tax demand or penalty arising from a contrary assertion made by you or on your behalf.

8.6. Stripe Connect onboarding. To receive payouts you must complete onboarding with our payment provider Stripe, including Stripe's identity verification ("know your customer") checks and bank account collection, and you must accept Stripe's connected-account terms (including the Stripe Connected Account Agreement). We cannot pay you until Stripe onboarding is complete, and we are not responsible for delays, holds or account restrictions imposed by Stripe.

8.7. Your advice. You are solely responsible for the advice and materials you provide on Calls. You must not provide advice in fields where you lack competence, must make clear where something is opinion or an educated guess, and must not represent that your advice is given by or on behalf of RubberDuck.

9. Tokens and payments

9.1. What Tokens are. Tokens are prepaid platform credit used to pay for Calls. 100 Tokens = £1 (GBP). Tokens are sold at parity in bundles (currently from £10 to £100). Tokens are a limited, revocable licence to use credit on the Platform — they are not money, electronic money, deposits or investments, and they earn no interest.

9.2. Buying Tokens. Tokens are purchased in pounds sterling through Stripe's hosted checkout. RubberDuck is the merchant of record for Token sales. We never see or store your card details — payment card data is handled entirely by Stripe (see clause 19).

9.3. Tokens are non-transferable and non-withdrawable. Except as set out in clause 13 (refunds), clause 14 (your cooling-off rights) or clause 23.5 (termination), Tokens: (a) cannot be transferred to another User or any third party; (b) cannot be exchanged, redeemed or withdrawn for cash; and (c) can only be spent on the Platform.

9.4. Prices and VAT. Token bundle prices are shown at checkout in GBP. [VAT PLACEHOLDER: state whether prices are inclusive or exclusive of VAT once the VAT position is confirmed — e.g. "All prices shown include VAT where applicable." / "RubberDuck is not currently registered for VAT and prices do not include VAT."] If VAT or another sales tax becomes chargeable, we will show this clearly at checkout.

9.5. Ledger. Your Token balance and every credit and debit are recorded on an append-only transaction ledger. In the event of a discrepancy, our server records are authoritative, subject to clause 13 (refunds and disputes) and your statutory rights.

9.6. Errors. If Tokens are credited to your account in error (for example, a duplicated purchase credit or an incorrect adjustment), we may reverse the erroneous entry. We will notify you when we do.

9.7. Expiry. Tokens do not currently expire. We reserve the right to introduce an expiry period for Tokens purchased after we give you notice of the change (see clause 24); any expiry will not apply retrospectively to Tokens you already hold.

9.8. Promotional Tokens. If we ever grant free or promotional Tokens, they may carry additional conditions (including expiry) notified at the time, are always spent after purchased Tokens, and are never refundable or redeemable for cash.

10. How metered billing works

10.1. Per-second, both-present billing. Calls are billed per second, at the Token rate snapshotted at booking (clause 5.3), and only while both the Maker and the Engineer are connected to the Call (the "both-present" rule). If either party disconnects, billing pauses; it resumes only when both are present again. Short reconnection windows are handled so that momentary network drops do not unfairly end or over-bill a Call.

10.2. Server-authoritative. Billing is measured and enforced by our servers, not by your device. The billed duration, Token debit and Engineer earning for each Call are calculated server-side from presence and connection records. Those server records are the definitive record of the Call, subject to clause 13 and your statutory rights.

10.3. Live countdown. During a Call the Maker is shown a live, indicative countdown of remaining Token balance/time. The countdown is an estimate for convenience; the server-side meter in clause 10.2 governs.

10.4. What you pay. At the end of a Call, the Maker's wallet is debited the Tokens accrued under clauses 10.1–10.2, and the Engineer's earning (gross amount minus our commission — see clause 12) is recorded.

10.5. Zero balance. If a Maker's Token balance reaches zero during a Call, a 60-second grace period applies, after which the Call ends automatically. Tokens are not debited beyond the balance held; Makers cannot go into negative balance for Call time.

10.6. Failed Calls. If a Call never successfully connects with both parties present, the session is voided and the Maker is not charged (see clause 11.4).

11. Bookings, cancellations, no-shows and failed Calls

11.1. Free cancellation with notice. Either party may cancel a booked Call free of charge by giving at least 2 hours' notice before the scheduled start time, using the cancellation function on the Platform.

11.2. Late cancellation. Cancellations with less than 2 hours' notice are recorded as late cancellations on the cancelling party's account. Repeated late cancellations may result in the measures in clause 23. We do not currently charge a late-cancellation fee; if we introduce one, it will be notified in advance under clause 24 and shown before you book.

11.3. No-shows. If a party fails to join a booked Call within the joining window, the Call is recorded as a no-show by that party. A Maker is not charged Tokens for a Call that never starts because of an Engineer no-show. Repeated no-shows by either party may result in the measures in clause 23.

11.4. Failed Calls. If a Call fails for technical reasons and both parties are never simultaneously connected, the session is voided and no Tokens are debited. If a Call connects and then fails part-way through, the Maker is charged only for the both-present seconds actually delivered (clause 10.1); if you believe even that charge is unfair in the circumstances, raise it under clause 13.

11.5. Rescheduling. A cancelled Call does not automatically rebook. You may request a new booking through the normal process, subject to availability.

12. Commission and Engineer payouts

12.1. Platform commission. For each completed Call we deduct a platform commission from the gross Token value of the Call. The commission is currently 25% [CONFIRM: state fixed 25% here or reference an in-product rate schedule], or such other rate as we notify to Engineers in advance under clause 24. The commission is our fee for operating the Platform, matching, billing, payment collection and support.

12.2. Engineer earnings. The Engineer's earning for a Call is the gross amount (billed Tokens converted to GBP at 100 Tokens = £1) minus our commission. Earnings are recorded in GBP in the Engineer's earnings ledger.

12.3. VAT on commission. [VAT PLACEHOLDER: confirm whether commission is subject to VAT and whether the stated rate is inclusive or exclusive of VAT.] Engineers are responsible for their own VAT position on their earnings (clause 8.4(b)).

12.4. Hold period and payout. Earnings are held for a period of between 3 and 7 days after the Call (currently 5 days) [CONFIRM number] to cover refunds, disputes and chargebacks, and are then paid out to the Engineer's connected Stripe account under Stripe's payout schedule. We may extend the hold on a specific earning where it is the subject of an open refund request, dispute, chargeback or suspected fraud, until the matter is resolved.

12.5. Chargebacks and reversals. If a Maker's underlying card payment for Tokens is charged back, reversed or found to be fraudulent, we may: (a) reverse or withhold any Engineer earnings funded by those Tokens that have not yet been paid out; (b) offset amounts already paid out against the Engineer's future earnings, where the relevant Call is refunded or voided under clause 13; and (c) suspend the Maker's account. We will act reasonably and explain any deduction. Engineers will not bear the cost of chargebacks that are unrelated to their own Call or conduct.

12.6. No payment outside the Platform. All payment for Calls must flow through the Platform (see clause 16).

13. Refunds and disputes between Users

13.1. Raising an issue. If something goes wrong with a Call — for example, the Engineer did not attend, the Call quality made it unusable, or you believe you were mis-billed — contact us at [CONTACT EMAIL] (or via the in-product support route) as soon as reasonably possible, ideally within 14 days of the Call.

13.2. Admin-mediated resolution. Refunds are reviewed and decided by our team. We will look at the server records for the Call (connection, presence and billing records), the Challenge, and anything both parties tell us, and will decide in good faith whether to refund some or all of the Tokens debited. Every refund is recorded with an audited reason and reverses the relevant ledger entries (including the associated Engineer earning and commission, in whole or in part).

13.3. What refunds look like. Refunds under this clause 13 are normally made in Tokens to your wallet. Where the law requires a monetary refund (including under clause 14 or the Consumer Rights Act 2015), we will refund to your original payment method.

13.4. Your statutory rights are not affected. This clause 13 is our voluntary complaints and refunds process. It does not replace, limit or delay your statutory rights, including your rights under the Consumer Rights Act 2015 where a service has not been performed with reasonable care and skill (which is a matter between you and the Engineer as the service provider, though we will help mediate and can effect refunds through the Platform), and your cancellation rights under clause 14.

13.5. Disputes between Users. Any dispute about the substance of advice given on a Call is between the Maker and the Engineer. We may, but are not obliged to, mediate. Both parties agree to cooperate in good faith with our process, and agree that we may share relevant Call and billing records with the other party to the extent necessary to resolve the dispute (as described in our Privacy Policy).

14. Consumer cancellation rights (14-day cooling-off)

This clause 14 applies to you if you are a consumer — an individual acting wholly or mainly outside your trade, business, craft or profession. It reflects your rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

14.1. Your right to cancel a Token purchase. When you buy Tokens you enter a distance contract with us, and you have the right to cancel it within 14 days of the purchase, without giving any reason.

14.2. How to cancel. To cancel, tell us before the 14-day period expires by a clear statement — email [CONTACT EMAIL], use the model cancellation form in the Schedule to these Terms, or use any cancellation option we provide in-product.

14.3. Effect of cancelling a Token purchase. If you cancel a Token purchase within the 14-day period:     (a) if you have not spent any of the Tokens from that purchase, we will refund the full purchase price;     (b) if you have spent some of the Tokens from that purchase (because you asked us to make the service available immediately — see clause 14.4), we will refund the purchase price minus an amount proportionate to the Tokens already spent on Calls and services supplied before you told us you were cancelling. Refunds under this clause are made without undue delay, and no later than 14 days after you tell us you are cancelling, to the payment method you used, at no cost to you.

14.4. Immediate availability — your express request. Tokens are usable immediately after purchase. By completing a Token purchase and ticking the acknowledgement at checkout, you expressly request that we make the service (your Token credit and the ability to book and take Calls) available to you immediately, during the 14-day cancellation period, and you acknowledge that:     (a) if you cancel after spending some Tokens, your refund is reduced proportionately as described in clause 14.3(b); and     (b) you cannot "cancel" spending that has already happened — Tokens spent on completed Calls are payment for a service already performed.

14.5. Calls taken within the cooling-off period. Each Call is a service performed at your request. By booking and joining a Call you expressly request performance during any applicable cancellation period, and you acknowledge that once the Call has been fully performed, you lose the right to cancel in respect of that Call. This does not affect your right to a remedy if the Call was not performed with reasonable care and skill, or your rights under clause 13.

14.6. After the 14 days. Once the 14-day period for a Token purchase has expired, the non-refundable rule in clause 9.3 applies to the Tokens from that purchase, subject always to clauses 13 and 21.6 and your statutory rights.

14.7. Engineers. Engineers use the Platform in the course of a trade, business or profession, so this clause 14 does not apply to Engineers.

15. Acceptable use and conduct

15.1. You must not use the Platform to:     (a) do anything unlawful, or encourage or assist anything unlawful;     (b) harass, abuse, threaten, intimidate, defame or discriminate against anyone, including on a Call;     (c) upload or share Content that is unlawful, obscene, hateful, deceptive, or infringes anyone's intellectual property, privacy or other rights;     (d) misrepresent your identity, qualifications or affiliation;     (e) seek or provide advice intended to facilitate wrongdoing (for example, malware, unauthorised access to systems or data, or circumvention of security measures you are not authorised to test);     (f) record a Call without the clear agreement of the other participant, or scrape, harvest or extract data from the Platform;     (g) interfere with the operation or security of the Platform, probe or test its vulnerabilities without written permission, or use bots or automated methods to access it;     (h) manipulate ratings, bookings, billing or the matching process; or     (i) resell, sublicense or commercially exploit the Platform, Tokens or Calls other than as these Terms allow.

15.2. Confidentiality of Calls. What is discussed on a Call is confidential between the participants. Each participant agrees not to disclose the other's confidential information shared on a Call (including code, product plans and business information) except with consent, where required by law, or where the information is already public through no fault of theirs. This obligation survives the end of the Call and of these Terms. RubberDuck's access to Call metadata and (where enabled) transcripts is described in our Privacy Policy.

15.3. Reporting. If you experience or witness behaviour that breaches this clause, report it to [CONTACT EMAIL]. We may investigate and take action under clause 23.

16. No off-platform circumvention

16.1. The value we provide includes introducing Makers and Engineers to each other. In consideration of that introduction, both parties agree that, for the period in which both hold accounts and for 12 months afterwards, they will not solicit, arrange, accept or provide paid software consultation services with a person they were introduced to through the Platform where the purpose or effect is to avoid Tokens, billing or our commission, without our prior written consent.

16.2. This clause does not prevent: (a) an ordinary employment relationship freely entered into (though we ask you to tell us); (b) relationships that demonstrably existed before the introduction on the Platform; or (c) unpaid, casual interaction.

16.3. You must not share personal contact details (email, phone, social or messaging handles) in Challenges, profiles or ratings for the purpose of moving paid work off-platform. Contact details are deliberately gated on the Platform until participants are in a Call.

16.4. If you breach this clause we may suspend or terminate your account (clause 23) and claim from you our losses, which the parties agree may reasonably be assessed by reference to the commission we would have earned on the circumvented work.

17. Intellectual property

17.1. Your Content stays yours. Makers retain all rights in their Challenges and other Content. Engineers retain all rights in their profiles, and in the advice, suggestions, code snippets and materials they provide on Calls (subject to anything they agree directly with a Maker).

17.2. Licence from Makers to Engineers. By submitting a Challenge and joining a Call, the Maker grants the matched Engineer a licence to use the Challenge and materials the Maker shares solely to prepare for and deliver the Call.

17.3. Licence from Engineers to Makers. Unless the Engineer and Maker agree otherwise, the Engineer grants the Maker a perpetual, non-exclusive licence to use the advice, suggestions and any code snippets or materials the Engineer provides on a Call for the Maker's own projects. Engineers must not provide material on a Call that they are not entitled to license on this basis.

17.4. Licence to RubberDuck. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, adapt (for formatting and moderation), display and transmit your Content for the purposes of operating, securing, supporting and improving the Platform, including displaying Engineer profiles and Maker→Engineer ratings, routing Challenges to Engineers and to our AI challenge-assist feature, and resolving disputes. This licence ends when the Content is deleted from the Platform, except for copies reasonably retained for legal, dispute-resolution, audit or backup purposes as described in our Privacy Policy.

17.5. Feedback. If you give us ideas, suggestions or feedback about the Platform, we may use them without restriction or payment, and you assign to us (or where assignment is not possible, exclusively license) any rights needed for us to do so.

17.6. Our IP. The Platform — including its software, design, branding, "RubberDuck" name and logos, text, and the structure and arrangement of the service — belongs to us or our licensors. Except for the limited right to use the Platform in accordance with these Terms, no rights in the Platform are granted to you. You must not copy, modify, reverse-engineer (except as permitted by law), or create derivative works from the Platform.

18. Ratings and reviews

18.1. After a Call, a Maker may rate the Engineer (1–5 plus optional comment). Maker→Engineer ratings may be displayed publicly on the Engineer's profile. Engineers may rate Makers; Engineer→Maker ratings are internal only and are used for trust, safety and matching purposes.

18.2. Ratings must be honest, based on your genuine experience of the specific Call, and must not contain unlawful, defamatory or abusive material, personal data beyond what is necessary (for example, no contact details), or content breaching clause 15 or 16.

18.3. You must not offer or accept anything in exchange for a rating, rate yourself via another account, or coordinate ratings to manipulate visibility.

18.4. We may moderate, withhold or remove ratings that we reasonably believe breach these Terms, are unrelated to the Call, or are unlawful. We do not otherwise edit the substance of ratings.

19. Third-party services

19.1. The Platform is built on services from third parties. Where you interact with them, their terms and privacy notices also apply to that interaction:     (a) Stripe — payment processing for Token purchases (Stripe-hosted checkout) and Engineer payouts (Stripe Connect Express, including identity/KYC checks). Your card and bank details go directly to Stripe and are never stored by us.     (b) Daily.co — real-time video and audio for Calls (and, where transcription is enabled, processing of Call audio to produce a transcript). We never store raw audio or video.     (c) Anthropic (Claude) — the optional AI challenge-assist feature. Its output is generated by an AI model and is suggestive, not authoritative (clause 5.5).

19.2. How these providers process personal data on our behalf is set out in our Privacy Policy.

19.3. We choose our providers carefully, but we are not responsible for outages, errors or acts of third-party services beyond our reasonable control, except to the extent the law does not allow us to exclude that responsibility. Where a third-party failure results in a failed or degraded Call, clauses 10.6, 11.4 and 13 protect the Maker from paying for service not delivered.

19.4. Content on the Platform may include links to external sites (for example, an Engineer's portfolio links or a Maker's attachment links). We do not control and are not responsible for external sites.

20. Disclaimers

20.1. Advice is the Engineer's. All advice on Calls is provided by the relevant Engineer as an independent contractor (clause 3). To the fullest extent permitted by law, RubberDuck gives no warranty, representation or guarantee as to the accuracy, completeness, quality or fitness for any purpose of any advice, or as to any outcome from acting on it. You act on advice at your own risk and should exercise your own judgement (and take your own professional advice where the stakes warrant it).

20.2. Calls are short-format guidance. Calls are brief consultations based only on what is shared during them. They are not a substitute for a full code audit, security review, architecture engagement or formal professional-services contract.

20.3. Platform "as is". The Platform itself is provided "as is" and "as available". To the fullest extent permitted by law we exclude all implied warranties in relation to the Platform, and we do not warrant that the Platform will be uninterrupted, error-free or secure, that defects will be corrected, or that any Challenge will be matched.

20.4. Consumers. Nothing in this clause 20 excludes or limits the terms implied in your favour by the Consumer Rights Act 2015 (including that services be performed with reasonable care and skill, and that digital content be of satisfactory quality, fit for purpose and as described) or your other statutory rights.

21. Limitation of liability

21.1. Nothing excluded that cannot be. Nothing in these Terms excludes or limits our liability for:     (a) death or personal injury caused by our negligence (or that of our employees or agents);     (b) fraud or fraudulent misrepresentation;     (c) if you are a consumer, your statutory rights and remedies under the Consumer Rights Act 2015 and other consumer protection law; or     (d) any other liability that cannot be excluded or limited under the law of England and Wales.

21.2. We are not liable for the advice. Subject to clause 21.1, RubberDuck is not liable for the content of, or any loss arising from reliance on, advice given by an Engineer. Claims about the quality of advice lie against the Engineer who gave it (clause 3.2), and we will assist through the process in clause 13.

21.3. Excluded losses. Subject to clause 21.1, we are not liable (in contract, tort — including negligence — breach of statutory duty, or otherwise) for: (a) loss of profits, revenue, business, contracts or anticipated savings; (b) loss of, or damage to, goodwill or reputation; (c) loss or corruption of data or software (beyond restoration from our own records where we hold them); (d) business interruption; or (e) any indirect or consequential loss — in each case even if foreseeable. If you are a consumer, this clause 21.3 applies only to the extent such losses relate to business use of the Platform, and we remain liable for foreseeable loss and damage caused by our breach of these Terms or our failure to use reasonable care and skill.

21.4. Cap. Subject to clauses 21.1 and 21.6, our total aggregate liability to you arising out of or in connection with these Terms and your use of the Platform is limited to the greater of: (a) £100; and (b) the total amount you paid to us (for Makers, Token purchases; for Engineers, commission we deducted) in the 12 months before the event giving rise to the claim.

21.5. Business users. If you use the Platform in the course of a business (including all Engineers), the Platform and all services are provided to you strictly subject to this clause 21, and you acknowledge that our fees reflect this allocation of risk.

21.6. Consumers — what this clause does not do. If you are a consumer: this clause does not limit your right to a refund, repeat performance or price reduction where you have a statutory right to one; it does not apply to our liability under clause 21.1; and nothing in these Terms affects your right to bring proceedings in the courts described in clause 27 or to use any applicable statutory complaint route.

22. Indemnity

22.1. If you are an Engineer, or you use the Platform in the course of a business, you will indemnify us against liabilities, costs, claims and reasonable expenses (including reasonable legal fees) we incur arising out of: (a) your Content infringing a third party's rights; (b) your breach of clauses 8 (including any employment-status or tax claim relating to your contractor status), 15, 16 or 17; or (c) claims by a third party arising from advice you provided on a Call — except, in each case, to the extent caused by our own breach or negligence.

22.2. If you are a consumer, you are responsible to us for loss we suffer that is a foreseeable result of your breach of these Terms or your unlawful use of the Platform, but nothing in this clause requires you to compensate us beyond what the law allows, and this clause does not affect your statutory rights.

23. Suspension and termination

23.1. By you. You may stop using the Platform at any time and may close your account by contacting us at [CONTACT EMAIL] (or using any in-product closure option we provide). Closure does not affect Calls already delivered, amounts already owed, or clauses that survive under clause 23.7.

23.2. By us — for cause. We may suspend or terminate your account, restrict features, remove Content, or cancel bookings, immediately and without prior notice where we reasonably believe: (a) you have materially or repeatedly breached these Terms (including clauses 15 and 16); (b) your account is being used fraudulently or unlawfully, or presents a security or safety risk; (c) you have initiated an unjustified chargeback; or (d) we are required to do so by law or by a payment provider. Where reasonable, we will tell you the reason and give you an opportunity to respond.

23.3. By us — on notice. We may terminate your account for any other reason (including withdrawal of the Platform) by giving you at least 30 days' notice by email.

23.4. Engineers. We may additionally withdraw an Engineer's approved status (clause 8.1), which removes profile visibility and prevents new bookings but does not by itself close the account or affect accrued earnings.

23.5. Effect on Tokens. If your account is closed:     (a) by you, or by us under clause 23.3 (i.e. not for your breach): if you are a consumer, we will refund the GBP value of your remaining purchased Token balance to your original payment method (or, where that is impossible, by another reasonable method), less any amounts you owe us;     (b) by us for cause under clause 23.2: we may withhold the remaining Token balance to the extent reasonably necessary to cover loss caused by your breach (including circumvention losses under clause 16.4 and chargeback costs), and will refund any remainder to consumers; and     (c) promotional Tokens (clause 9.8) are forfeited on closure in all cases.

23.6. Effect on Engineer earnings. On closure of an Engineer account, accrued earnings that are not the subject of an open dispute, chargeback or clawback under clause 12.5 will be paid out after the normal hold period, provided Stripe onboarding is complete.

23.7. Survival. Clauses 3, 8.4–8.5, 9.3, 12.5, 13, 15.2, 16, 17, 20, 21, 22, 23.5–23.7, 27 and 28 survive termination.

24. Changes to the service and to these Terms

24.1. Changes to the Platform. We are a new service and will change and improve the Platform over time. We may add, change or remove features, and change Token bundle options, Engineer rate bands, the commission rate, and operational parameters (such as the hold period or grace period). Changes that materially disadvantage you will be notified in advance where reasonably practicable, and will not apply retrospectively to Calls already completed or to the price of Tokens already purchased.

24.2. Changes to these Terms. We may amend these Terms: (a) to reflect changes in law or regulation; (b) to reflect changes to the Platform or how we operate; (c) for security, fraud-prevention or technical reasons; or (d) to correct errors or improve clarity.

24.3. Notice of changes. For material changes we will give you at least 14 days' notice by email and/or prominent notice in the Platform before the new Terms take effect, and we will update the version number and dates at the top of this document. If you do not accept a material change you may close your account under clause 23.1 before the change takes effect (with the Token refund in clause 23.5(a) applying if you are a consumer). Continuing to use the Platform after the effective date constitutes acceptance; for significant changes we may also ask you to re-accept expressly.

24.4. Minor changes (clarifications, typographical corrections, non-material updates) may take effect on publication.

25. Notices and communications

25.1. We will contact you using the email address on your account and/or by notices in the Platform. It is your responsibility to keep your email address current and to check it: legal and service notices sent to your registered email are treated as received by you.

25.2. You can send notices to us at [CONTACT EMAIL] or by post to [REGISTERED OFFICE ADDRESS]. A notice to us is effective when actually received.

25.3. Transactional communications (email verification, password resets, booking and session reminders, billing receipts) are part of the service and are sent to all Users; they are not marketing. Any marketing communications will only be sent in accordance with our Privacy Policy and applicable law, and you can opt out of marketing at any time.

26. Complaints and contact

26.1. If you are unhappy with the Platform or anything that happened on it, contact us at [CONTACT EMAIL]. Please include your account email, the relevant Call or booking reference, and what happened. We aim to acknowledge complaints within 5 working days and to resolve them promptly.

26.2. Nothing in these Terms prevents you from contacting your local Citizens Advice or Trading Standards office, or from pursuing any statutory complaint or redress route available to you.

27. Governing law and jurisdiction

27.1. These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or the Platform, are governed by the law of England and Wales.

27.2. The courts of England and Wales have jurisdiction over any such dispute or claim. If you are a consumer resident in Scotland or Northern Ireland, you may also bring proceedings in your local courts, and you will always benefit from any mandatory consumer protections of the part of the UK in which you live.

28. General

28.1. Entire agreement. These Terms (together with the documents referred to in clause 1.3) are the entire agreement between you and us regarding the Platform and supersede all prior discussions. Each party confirms it has not relied on any statement not set out in these Terms — but nothing in this clause limits liability for fraud or, if you are a consumer, your statutory rights.

28.2. Severability. If any provision of these Terms is found to be invalid or unenforceable, it will be modified to the minimum extent necessary to make it valid, or if that is not possible, removed, and the remaining provisions will continue in full force.

28.3. No waiver. If we do not insist on or enforce a right or provision, that is not a waiver of it, and does not prevent us enforcing it later.

28.4. Assignment. You may not transfer your rights or obligations under these Terms to anyone else without our prior written consent. We may transfer our rights and obligations under these Terms to another organisation (for example, on a restructuring or sale of the business); we will notify you if we do, and your rights under these Terms will not be reduced as a result.

28.5. Third-party rights. Except as expressly stated (including the Maker–Engineer licences in clauses 17.2–17.3 and payment discharge in clause 3.5), a person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce them.

28.6. Force majeure. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control (including internet or utility failures, third-party platform outages, industrial action, epidemics, and acts of government), except that nothing in this clause affects your statutory rights as a consumer or excuses payment for services actually delivered. If such an event prevents a booked Call, the Call is treated under clauses 10.6 and 11.4 and the Maker is not charged.

28.7. Relationship of the parties. Nothing in these Terms creates any partnership, joint venture, employment or (except as expressly stated in clause 3.5) agency relationship between you and us, or between any Maker and RubberDuck or any Engineer and RubberDuck.

Schedule — Model Cancellation Form

(Complete and return this form only if you wish to cancel a Token purchase under clause 14.)

To: PixelBeard Limited, [REGISTERED OFFICE ADDRESS], [CONTACT EMAIL]

I hereby give notice that I cancel my contract for the supply of the following service: RubberDuck Token purchase of [bundle amount] made on [date of purchase].

Name of consumer: Account email address: Address of consumer: Signature of consumer (only if this form is notified on paper): Date:

PixelBeard Limited — company registration number [COMPANY REGISTRATION NUMBER] — registered office: [REGISTERED OFFICE ADDRESS] — contact: [CONTACT EMAIL] — VAT number: [VAT NUMBER — or delete if not VAT-registered]

RubberDuck Terms & Conditions — Version [VERSION] — Effective [EFFECTIVE DATE]