Terms of Service

1. Definitions

In these Terms:

• "Platform" means the Markforge website(s), applications, and related technology provided by Brandekko LLC.
• "Member" means any person or entity that has registered for a user account on the Platform, including Buyers, Creatives, and Sellers.
• "Buyer" means a Member who purchases: a Domain listed on the Platform; and/or services offered by an independent Creative via the Platform; and/or services offered by Brandekko LLC or its partners/providers via the Platform.
• "Creative" means a Member who offers creative, branding, marketing, design, naming, content, consulting, or other services through the Platform as an independent provider.
• "Seller" means a Member who offers Domain names for sale via the Platform.
• "Domain" means an Internet domain name, website URL, or related asset listed for sale or transfer through the Platform.
• "Services" (capital S) means all functionality, features, and offerings available through the Platform.
• "Buyer Payment" means the total amount a Buyer is required to pay in connection with any transaction on the Platform.
• "Brandekko Services" means any services that are provided directly by Brandekko LLC or its partners/providers.
• "Member Services" means any services offered by Creatives or Sellers to other Members via the Platform.
• "Referral Program" means any program operated by Brandekko under which Members may receive referral rewards or commissions for referring new Buyers or sales via the Platform.
• "Referral Reward" means a payment, credit, or commission (in money) made by Brandekko to a Member under the Referral Program.
• "Stripe Account" means a payment or payout account a Member maintains with Stripe, Inc. or its affiliates.
• "User Account" means your registered account on the Platform.
• "User Content" or "Member Content" means all text, information, graphics, audio, video, logos, images, Domain listings, service offerings, messages, or other content that a Member submits via the Platform.
• "Intellectual Property Rights" means all rights, title, and interest in and to patents, copyrights, trademarks, trade secrets, designs, and other intellectual property.
• "Taxes" means any applicable duties, sales taxes, VAT, GST, withholding taxes, or other governmental charges.

2. The Platform and Legal Relationships

2.1 Brandekko Provides a Venue

The Platform is an online venue where:

• Sellers can list Domains for sale, and Buyers can discover and purchase those Domains
• Creatives can offer Member Services to Buyers (for example: naming, branding, design, marketing, content, etc.)
• Brandekko LLC and its partners/providers may occasionally offer Brandekko Services directly to Buyers

Unless expressly stated otherwise in writing, Brandekko:

• does not own or control the Domains listed by Sellers
• does not employ or supervise Creatives
• acts principally as a venue and payment facilitator between Members

Your use of the Platform does not create any partnership, joint venture, agency, employment, or franchise relationship between you and Brandekko.

2.2 Relationship Between Members

When a Buyer purchases:

• a Domain from a Seller, a transaction is formed between the Buyer and Seller
• Member Services from a Creative, a direct contract is formed between the Buyer and the Creative
• Brandekko Services, a direct contract is formed between the Buyer and Brandekko (or the relevant partner/provider)

Except where Brandekko is expressly identified as the service provider, Brandekko is not a party to your contracts with other Members and is not responsible for their acts or omissions.

3. Eligibility and User Accounts

• You must be at least 18 years old and legally able to enter into binding contracts to use the Platform.
• You agree to provide accurate, current information during registration and to keep your User Account information up to date.
• You are responsible for maintaining the confidentiality of your login credentials and all activities that occur under your User Account.

Notify us immediately if you suspect unauthorized access or use of your User Account.

4. Domain Marketplace

4.1 Listing Domains

Sellers may list Domains for sale subject to our policies and applicable law. By listing a Domain, the Seller represents and warrants that:

• they have the right, power, and authority to sell or transfer the Domain
• the listing information is accurate and not misleading
• the sale does not violate any third-party rights or applicable law

We may remove or modify any listing at our discretion.

4.2 Domain Purchases

When a Buyer purchases a Domain:

• The Buyer agrees to pay the Buyer Payment shown at checkout.
• The Seller agrees to complete the transfer of the Domain to the Buyer in accordance with the Platform's instructions.
• Brandekko may use third-party registrars or partners to facilitate transfer.

Except for Brandekko's express obligations in these Terms, all risk relating to the Domain belongs to the Buyer and Seller.

4.3 Domain Refunds

5. Services Marketplace

5.1 Services Offered by Independent Creatives

Creatives may create listings for Member Services (for example: naming, branding, logo design, marketing strategy, copywriting, etc.). By listing services, the Creative represents and warrants that:

• they have the skills and authority to perform the services they offer
• their listings are accurate and not misleading
• their work will not knowingly infringe third-party rights

Creatives act as independent contractors, not employees or agents of Brandekko.

5.2 Services Offered by Brandekko LLC and Partners

From time to time, Brandekko LLC or its partners/providers may offer Brandekko Services through the Platform, such as:

• trademark search or screening services
• bundled naming + branding packages
• other managed or professional services

Where a service is identified as being provided by Brandekko or a named partner, you contract directly with that provider in addition to agreeing to these Terms.

6. Trademark & Related Services

Certain services, including trademark checks and trademark-related services, are offered as separate services. Those services may be provided directly by Brandekko LLC or its partners, or via Creatives with appropriate expertise.

You acknowledge and agree that:

1. No Legal Advice - Trademark and related services available through the Platform are not legal advice and do not create an attorney–client relationship.
2. No Guarantee of Registration or Non-Infringement - Trademark checks, screenings, or reports are inherently limited in scope. Brandekko and its partners/providers do not guarantee that any name, Domain, or mark is available for use, that it will be registrable, or that it will not infringe the rights of third parties.
3. Independent Legal Counsel Recommended - You are solely responsible for consulting with qualified legal counsel regarding trademark registrability, infringement risk, and other legal issues relating to your brand or Domain.

7. Fees, Buyer Payments, and Refunds

7.1 Buyer Payments

For every transaction on the Platform, the Buyer agrees to pay the applicable Buyer Payment, which may include:

• the purchase price of a Domain
• fees for Member Services offered by Creatives
• fees for Brandekko Services
• any applicable Taxes
• transaction and processing fees disclosed at checkout

Payment processing may be handled by Stripe or other third-party payment processors. By making a payment, you agree to their terms as well.

7.2 Payouts to Creatives and Sellers

Brandekko may collect Buyer Payments and then remit amounts due to Creatives or Sellers, less any applicable platform fees, commissions, or charges. Creatives and Sellers:

• authorize Brandekko to act as their limited payment collection agent
• agree that receipt of funds by Brandekko satisfies the Buyer's payment obligation

7.3 Refunds for Services

Refunds for Member Services or Brandekko Services, if any, will be governed by any specific refund policy displayed in the relevant service listing and any additional refund policies we publish on the Platform.

Except where required by law or expressly stated, all fees for services are non-refundable once work has begun.

7.4 No Credit or Points System

The Platform does not use a credit system. All payments and payouts are handled in actual currency (for example, U.S. dollars) via supported payment methods and processors.

8. Referral Program

Brandekko may offer a Referral Program under which Members can earn Referral Rewards for referring new sales or customers to the Platform.

8.1 Eligibility

To participate and receive Referral Rewards, you must:

• maintain an active User Account in good standing
• link a valid bank account to Stripe (via a Stripe Account connected to your User Account)

Referral Rewards are only facilitated via Stripe. We do not pay referral rewards by any other method.

8.2 How Referrals Are Tracked

• Referrals may be tracked using unique referral links, codes, or other mechanisms that Brandekko specifies.
• Brandekko's determination of whether a referred user or sale qualifies for a Referral Reward is final and binding.

8.3 Payment of Referral Rewards

• Referral Rewards will be calculated and paid according to the then-current Referral Program rules posted on the Platform.
• Brandekko may set minimum payout thresholds, payout frequency, and other conditions.
• Payouts will be made only through your connected Stripe Account.

If your Stripe Account is not in good standing or is unavailable for any reason, Referral Rewards may be delayed, forfeited, or canceled.

8.4 Fraud, Abuse, and Termination

Brandekko may withhold, deny, or claw back Referral Rewards and/or suspend or terminate your participation in the Referral Program if we believe, in our sole discretion, that:

• referrals are fraudulent, self-referred, or otherwise manipulated
• you have violated these Terms or any Referral Program rules
• your conduct exposes Brandekko or others to risk or liability

Brandekko may modify or discontinue the Referral Program at any time, with or without notice.

8.5 Taxes

You are solely responsible for determining whether and how Referral Rewards are taxable in your jurisdiction and reporting and paying any applicable Taxes on such income.

9. Privacy

Your use of the Platform is subject to our Privacy Policy, which describes how we collect, use, and disclose your personal information. The Privacy Policy is incorporated into these Terms by reference.

10. Intellectual Property; License to Brandekko

10.1 Your Content

You retain ownership of your User Content, subject to any separate agreements you enter into with Buyers, Creatives, Sellers, or Brandekko.

By submitting User Content to or through the Platform, you grant Brandekko a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, modify, adapt, publicly display, and otherwise use such content as reasonably necessary to operate, improve, market, and provide the Services.

10.2 Brandekko's IP

The Platform, including all software, designs, logos, trademarks, and other content owned or controlled by Brandekko, is protected by Intellectual Property Rights. Except as expressly permitted, you may not:

• copy, modify, distribute, sell, or lease any part of the Platform
• reverse engineer or attempt to extract source code, except to the extent you are expressly permitted under applicable law

11. Member Conduct and General Obligations

You agree not to:

• use the Platform for any illegal or unauthorized purpose
• infringe or misappropriate any Intellectual Property Rights
• post or transmit any misleading, fraudulent, defamatory, or harmful content
• use the Platform to spam, harass, or abuse others
• attempt to circumvent fees, payment processes, or security measures
• interfere with or disrupt the Platform or its underlying infrastructure

You are solely responsible for:

• your interactions with other Members
• any agreements you enter into with Buyers, Creatives, Sellers, or Brandekko
• complying with all applicable laws and regulations

12. Suspension and Termination

Brandekko may, at its sole discretion, without notice, suspend or terminate:

• your User Account
• your access to all or part of the Platform
• any pending transactions

if we believe that:

• you have breached these Terms
• your conduct creates a risk or possible legal exposure for us or others
• we are required to do so by law or a third-party service provider

You may close your User Account at any time via the Platform or by contacting us, subject to completing any active transactions and complying with these Terms.

Where legally required, we will pay out amounts actually owed to you for completed transactions, less any offsets, chargebacks, or amounts withheld for fraud, abuse, or legal reasons.

13. No Escrow, No Legal or Financial Advice

Unless expressly stated otherwise in writing:

• Brandekko is not a bank, escrow agent, trustee, or legal/financial advisor.
• Our role as payment facilitator is limited to collecting and disbursing funds as described in these Terms.
• Any informational content, tools, or suggestions available through the Platform (including trademark checks) are provided for general information only and do not constitute legal, financial, or tax advice.

You should seek professional advice from qualified advisors for your specific situation.

14. Disclaimers and Limitation of Liability

15. Indemnification

You agree to indemnify, defend, and hold harmless Brandekko, its affiliates, officers, directors, employees, agents, partners, and service providers from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• your use of the Platform or Services
• your breach of these Terms or any other applicable policy
• your violation of any law or third-party rights (including Intellectual Property Rights)
• any dispute between you and another Member

16. Dispute Resolution and Arbitration

To begin an arbitration proceeding, you must send us an individual letter signed by you requesting arbitration and describing your claim at 14 S 15th St, Richmond, VA 23219. This letter must be sent at least five (5) days before you initiate an arbitration proceeding against us.

Mass Arbitration Process Requirements: If twenty-five (25) or more similar claims are asserted against Markforge at or around the same time by the same or coordinated counsel, special procedures apply as detailed in the full agreement.

17. Miscellaneous

• Entire Agreement. These Terms constitute the entire agreement between you and Brandekko regarding the Platform and supersede all prior or contemporaneous understandings.
• Amendments. We may amend these Terms by posting updated Terms on the Platform. Your continued use after the "Last Updated" date constitutes acceptance of the updated Terms.
• Assignment. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law. You may not assign these Terms without our prior written consent.
• Severability. If any provision of these Terms is found invalid or unenforceable, that provision will be severed, and the remaining provisions will remain in full force and effect.
• No Waiver. Our failure to enforce any provision of these Terms is not a waiver of that provision or any other provision.