Terms of Service

VCI Marketplace, operated by Vibe Coding Incubator LLC (Stripe d/b/a "Marketplace VC Inc.")

Effective date: June 1, 2026 Last updated: June 1, 2026

These Terms of Service form a binding contract between you and Vibe Coding Incubator LLC governing your use of VCI Marketplace, a marketplace for one-time-purchase software deals ("lifetime deals") made by independent developers ("Vibe Coders"). They cover how the marketplace works, what you are buying, refunds, dispute resolution, and how we resolve problems. Please read them. They include a binding-arbitration clause and class-action waiver (Section 17).

1. Acceptance of these Terms

By creating an account, browsing the marketplace, purchasing a deal, or otherwise using VCI Marketplace (the "Platform"), you agree to be bound by these Terms of Service (the "Terms") and by our Privacy Policy, Cookie Policy, Acceptable Use Policy, Refund Policy, and DMCA / IP Takedown Policy, each incorporated by reference. If you become a seller, the Seller Agreement also applies. If you do not agree to these Terms, do not use the Platform.

2. What the Platform is, in plain words

VCI Marketplace is an online marketplace where independent developers list software products as one-time-purchase deals. When you buy a deal, you receive a single-use redemption code that you use to access the developer's software. Your access to the software is provided by the developer; Vibe Coding Incubator LLC runs the marketplace, takes payment, hands you the code, and (where applicable) handles refunds and disputes.

For all card transactions, Vibe Coding Incubator LLC (d/b/a "Marketplace VC Inc." on Stripe) acts as the merchant of record using Stripe Connect destination charges. Stripe processes payment on our behalf and remits the seller's share after our commission.

3. Eligibility and accounts

The Platform is offered to users in the United States. To use the Platform you must be at least 18 years old and able to form a binding contract under applicable law. By registering, you represent that you meet these requirements. If you are using the Platform on behalf of an organization, you represent that you have authority to bind that organization, and "you" will refer to both you and the organization.

You are responsible for maintaining the confidentiality of your account credentials, for everything that happens under your account, and for keeping your account information accurate. You must tell us immediately of any unauthorized use of your account. Accounts are non-transferable. You may sign in by email and password or via a third-party sign-in (single sign-on) provider.

You may close your account at any time by emailing contact@vcinc.ai. We may suspend or terminate your account if you violate these Terms, present a fraud or security risk, or as required by law (see Section 13).

4. What you are buying: lifetime deals

4.1 One-time purchase of perpetual access

Each listing is a "deal," a one-time purchase that grants you perpetual access to a third-party App, subject to these Terms and the developer's own terms of service for the App. We do not currently offer recurring subscriptions to deals.

4.2 Redemption codes

When you complete a purchase, the Platform generates a single-use redemption code tied to that purchase and emails it to you. You redeem the code in one of two ways: (a) through the Platform, which activates the App or upgrades your account inside the developer's system, or (b) directly inside the developer's App, which validates your code with our public code-validation API. A code can be redeemed once. If you have a problem redeeming, email contact@vcinc.ai.

4.3 Access depends on payment status

Your access to a deal is contingent on the underlying payment remaining valid. If we issue a full refund of your purchase (for any reason, including a successful chargeback), we will revoke the redemption code, and your access to the App will be terminated. Partial refunds do not automatically affect your access; they may be reviewed manually. If you believe a code was revoked in error, contact us and we will investigate.

4.4 The App is provided by the seller

The software you access by redeeming a code is provided by the seller, not by us. The seller is responsible for the App's functionality, security, support, updates, and for its own terms of service, end-user license agreement, and privacy notice that govern your use of the App. Read the seller's terms before you redeem; redeeming the code typically means you accept the seller's terms with the seller.

4.5 No resale, no sharing of codes

Redemption codes are tied to your account and are for your own use (or the internal use of your organization, where you are buying for an organization). You may not resell, transfer, or share codes outside your account; codes obtained through unauthorized resale may be revoked and the buying account suspended.

5. Pricing, taxes, and payment

5.1 Prices and currency

Prices for deals are stated on each listing, exclusive of taxes unless stated otherwise. The currency for each deal is stated on the listing; if no currency is shown, the price is in US dollars. The Platform may show prices in your local currency for convenience; the contract-currency for your purchase is the one Stripe charges, which is shown on the checkout page.

5.2 Payment

Payment is processed by Stripe on Stripe-hosted checkout pages; we do not see or store your card number. By completing checkout you authorize Stripe and us to charge your selected payment method for the deal price plus any applicable taxes and fees. Successful payment is confirmed by Stripe's webhook before your redemption code is issued.

5.3 Taxes

You are responsible for taxes applicable to your purchase, including any sales tax or similar charges. Where the law requires us, or our payment processor, to collect tax on your purchase, the applicable tax will be added at checkout or remitted by us on your behalf.

5.4 Receipts

Stripe issues an electronic receipt for every purchase to the email you provide at checkout. You can also see your purchase history inside your account.

6. Refunds and disputes

6.1 Refund policy at a glance

Each deal is sold with a refund policy set by the seller, which is displayed on the listing. Most listings show a 30-day money-back guarantee as the default. If a listing has a different refund window or condition, the listing's policy controls. Our complete Refund Policy is incorporated by reference.

6.2 What a refund means in practice

If we process a full refund of a deal:

• we credit the original payment method via Stripe (typically within 5 to 10 business days, depending on your bank);
• we revoke the redemption code attached to that purchase, ending your access to the App;
• we update the seller's revenue records accordingly and may recover the seller's share from future payouts.

Partial refunds are handled manually and do not automatically revoke access; the team will let you know what to expect.

6.3 When we may decline a refund

We may decline a refund if: the refund request is made outside the listing's refund window; the request is duplicative or appears abusive; the App has been used in a way that materially affected the seller (for example, downloading and exporting irreplaceable seller-provided data); the account requesting the refund is not in good standing under these Terms; or the request is for a reason not covered by the listing's policy (such as change of mind, where the listing's policy excludes it).

6.4 Chargebacks

If you dispute a charge with your bank or card network rather than contacting us first, we will treat the dispute as a request for full refund and revoke access while the dispute is being investigated. Filing a fraudulent chargeback (disputing a charge you knowingly authorized) is a violation of these Terms and may result in account termination and forfeiture of access to any other deals you have purchased. We strongly recommend you contact us at contact@vcinc.ai first; chargebacks are slower and less flexible than working with our team.

6.5 Seller-driven changes

A seller may discontinue an App, change its terms, or stop supporting it. If a seller stops supporting an App you purchased within 60 days of your purchase, contact us; we may offer a refund or a credit to another deal, at our discretion. Outside the 60-day window, the seller's policies and your statutory rights govern.

7. Buyer content: reviews and feedback

If you post content on the Platform (for example, a deal review or feedback) you must comply with our Acceptable Use Policy. You confirm that your content is accurate, not misleading, and does not violate anyone else's rights. You grant Vibe Coding Incubator LLC a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, modify, publish, and display your content for the operation, improvement, and promotion of the Platform. Reviews are moderated and may be edited (lightly, e.g., for profanity) or rejected if they violate the Acceptable Use Policy or our review guidelines.

8. Acceptable Use

Your use of the Platform must comply with our Acceptable Use Policy, which is incorporated by reference. Violations may result in content removal, account suspension or termination, forfeiture of access to deals you have purchased, and liability for damages.

9. Sellers

If you become a seller on the Platform, the Seller Agreement applies in addition to these Terms. The Seller Agreement covers listing approval, commission and payouts, refund and dispute liability, intellectual-property warranties, tax allocation, and the incorporation of the Stripe Services Agreement.

10. Intellectual property

The Platform, including its software, design, text, graphics, logos, and trademarks (including "VCI," "VCI Marketplace," and the Vibe Coding Incubator LLC name), is owned by Vibe Coding Incubator LLC or our licensors. Except for the limited rights expressly granted in these Terms, no rights are granted to you by implication, estoppel, or otherwise.

If you believe content on the Platform infringes your copyright or other intellectual property rights, follow the procedure in our DMCA / IP Takedown Policy. We will respond to properly-formed notices in accordance with the policy.

11. Third-party services and links

The Platform interoperates with third-party services, including Stripe for payments, along with other providers for authentication, email delivery, and embedded demo videos, and the seller's own App once you redeem a code. Your use of those services is governed by the third party's terms and we are not responsible for their conduct or content. Listings may link to seller websites; we do not endorse or take responsibility for those websites.

12. Privacy

Your use of the Platform is also governed by our Privacy Policy. The Privacy Policy explains what data we collect, why, who we share it with, and the rights you have. As described in the Privacy Policy, when you buy a deal we share your name and email with the seller for the purposes of delivering the App and providing you with support; the seller and the Platform act as independent data controllers for that information.

13. Suspension and termination

We may suspend or terminate your account, your access to one or more deals, or your access to the entire Platform, immediately and (where appropriate) without prior notice, if:

• you breach these Terms, the Acceptable Use Policy, or any other policy incorporated by reference;
• you initiate a chargeback that we believe is unfounded, or your account is associated with fraud or abuse;
• you fail to pay amounts owed to us;
• you are inactive for an extended period and we have given reasonable notice;
• we are required to suspend or terminate by law.

You may close your account at any time. On termination, your right to use the Platform ends; provisions of these Terms that should reasonably survive termination (including payment obligations, content licenses already exercised, indemnification, disclaimers, limitation of liability, and dispute-resolution) will survive.

14. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM, THE DEALS, AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY APP WILL FUNCTION AS YOU EXPECT. SOFTWARE SOLD THROUGH THE MARKETPLACE IS PROVIDED BY INDEPENDENT SELLERS, AND WE MAKE NO WARRANTIES REGARDING THE PERFORMANCE, QUALITY, LEGALITY, OR SUITABILITY OF ANY APP. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; THESE EXCLUSIONS APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED IN YOUR JURISDICTION.

15. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, VC INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) USD 100.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.

16. Indemnification

You agree to defend, indemnify, and hold harmless Vibe Coding Incubator LLC, its officers, directors, employees, agents, and affiliates from and against any claim, liability, damage, loss, or expense (including reasonable attorneys' fees) arising out of or related to: (a) content you submit to the Platform; (b) your use of the Platform; (c) your violation of these Terms or any policy incorporated by reference; (d) your violation of any third-party right, including any intellectual-property right; or (e) for sellers, third-party claims that your App or your listing infringes intellectual-property rights or violates data-protection laws. We may, at your expense, take exclusive control of the defense of any matter for which you are required to indemnify us, in which case you will cooperate with our defense.

17. Disputes and arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.

17.1 Informal resolution first

Before filing a formal proceeding, you agree to contact us at legal@vcinc.ai with a written description of the dispute, your contact details, and the relief you are seeking. We will try to resolve the dispute informally for 60 days from the date we receive your notice.

17.2 Binding arbitration

Any dispute that is not resolved informally will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its then-current Consumer Arbitration Rules, in Phoenix, Arizona, or by remote hearings at your election. The arbitrator will have exclusive authority to decide all issues, including the scope and enforceability of this arbitration agreement, except that a court of competent jurisdiction may decide whether a claim falls within the carve-out below. Judgment on the award may be entered in any court of competent jurisdiction. This arbitration agreement is governed by the Federal Arbitration Act.

17.3 Class-action waiver

YOU AND VC INC. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate claims and may not preside over any class or representative proceeding.

17.4 30-day opt-out

You may opt out of the arbitration agreement in this Section 17 by sending us written notice within 30 days of first accepting these Terms, to legal@vcinc.ai, stating that you opt out and including your name, address, and the email address on your account. Opting out has no other effect on your use of the Platform.

17.5 Carve-outs

Either party may bring an individual action in small-claims court for disputes within that court's jurisdiction, and either party may seek injunctive or equitable relief in court for actual or threatened infringement, misappropriation, or violation of intellectual-property rights or unauthorized access to the Platform.

18. Governing law and venue

These Terms are governed by the laws of the State of Arizona, USA, without regard to its conflict-of-laws rules. Subject to the arbitration provisions above, the state and federal courts located in Maricopa County, Arizona (Phoenix) will have exclusive jurisdiction over any dispute not subject to arbitration, and you consent to personal jurisdiction in those courts.

19. Export control and sanctions

You represent and warrant that you are not located in, or a national of, a country subject to a US Government embargo or that has been designated by the US Government as a "terrorist supporting" country, and that you are not on any US Government list of prohibited or restricted parties (including the US Treasury Department's Office of Foreign Assets Control lists). You agree to comply with all applicable export-control laws and regulations in your use of the Platform.

20. Changes to these Terms

We may modify these Terms from time to time. If a change is material, we will notify you by email or by a prominent notice on the Platform at least 30 days before the change takes effect (or sooner where required by law or to address a security or legal risk). The "Last updated" date at the top reflects the most recent revision. If you continue to use the Platform after the new Terms take effect, you accept them. Changes to Section 17 (Disputes and arbitration) made after you accept these Terms will not apply to a dispute that has already arisen.

21. Miscellaneous

21.1 Entire agreement. These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy, Refund Policy, DMCA / IP Takedown Policy, and (for sellers) the Seller Agreement, are the entire agreement between you and Vibe Coding Incubator LLC with respect to the Platform and supersede any prior agreements between us on this subject.

21.2 Severability. If a court of competent jurisdiction finds any provision of these Terms unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be made enforceable, severed; the remaining provisions will remain in full force and effect.

21.3 Waiver. No failure or delay by either party in exercising any right under these Terms operates as a waiver of that right. Any waiver must be in writing to be effective.

21.4 Assignment. You may not assign or transfer these Terms, in whole or in part, without our prior written consent; any attempted assignment in violation of this section is void. We may assign these Terms to an affiliate or in connection with a merger, acquisition, financing, or sale of all or substantially all of our assets, on notice to you.

21.5 No agency. Nothing in these Terms creates a partnership, joint venture, agency, fiduciary, or employment relationship between you and Vibe Coding Incubator LLC.

21.6 Force majeure. Neither party is liable for failure or delay in performance caused by events outside its reasonable control, including acts of God, war, terrorism, civil unrest, labor disputes, internet or telecommunications failures, cyber-attacks, governmental action, or epidemics.

21.7 Notices. Notices to us must be sent to legal@vcinc.ai. Notices to you may be sent by email to the address on your account or by a prominent notice on the Platform.

22. Contact

Questions about these Terms: legal@vcinc.ai. General support: contact@vcinc.ai. By post: Vibe Coding Incubator LLC, 14747 N. 97th St., Scottsdale, AZ 85260.