Developer Agreement

Version 2.0 -- Effective September 29, 2026

1. Scope

These terms apply to every developer who submits a proposal, is awarded a build, delivers software, or lists software for purchase or buy-out on BuildMyApp. They are in addition to the BuildMyApp Terms & Conditions (“the Terms”). Words defined in the Terms, including Foreground IP, Background IP, Residuals, Anonymized Learnings, Platform-commercialized software, lister-held software and Delivered Forms, have the same meaning here. This Agreement replaces the Developer Listing Agreement and takes over what developers previously agreed to in Section 12 of the Terms.

2. Ownership, Non-Infringement and No Unauthorized Code

Ownership Representation: By submitting a proposal, delivering software or listing software, you certify that you are the original author of all code you deliver or list, or that you have the full legal right to sell or license it.

For software that did not come from a BuildMyApp build, you also certify, when you list it, that you hold the exclusive commercialization rights in it: no one else may sell, license or distribute it in a way that conflicts with the listing. Where BuildMyApp's records show that software came from a BuildMyApp build, those records, and not this certification, decide who may list it.

IP Non-Infringement: You represent that software you deliver or list does not infringe any third-party intellectual property, patents, trademarks, or copyrights.

No Unauthorized Code: Software you deliver or list must not contain code from employers, clients, or projects where you do not hold distribution rights. This includes code written under employment agreements, client contracts, or open-source licenses that are incompatible with the buyer's licensing selection.

3. Indemnification

You agree to indemnify and hold harmless Maia AI, LLC (BuildMyApp) and any buyers or licensees from all claims, damages, and expenses arising from intellectual property infringement, ownership disputes, or misrepresentation of rights related to software you deliver, list or sell through the platform.

4. Commercialization of Platform-commercialized Software

The grant. For Platform-commercialized software, you grant Maia AI, LLC the EXCLUSIVE, worldwide, irrevocable right to market, advertise, license, sublicense, distribute, publish and otherwise commercialize that software, on its own behalf and at its own discretion. Exclusive means you do not exercise those rights yourself and grant them to nobody else.

BuildMyApp alone commercializes it. BuildMyApp sells further non-exclusive licenses to Platform-commercialized software, and you do not sell them independently. You do not market, license, sublicense, distribute, publish or sell that software, or substantially similar software, yourself or through anyone else, whether through BuildMyApp or through any other channel, including app stores.

What this Section does not cover. Software whose commercialization rights you hold is not covered by this Section: you keep those rights and sell further licenses yourself, on the Terms' Section 3 revenue terms for lister-held software. This Section also does not apply to software sold under a buy-out (exclusive sale) under Section 7, or to software delivered under an Exclusive license (Terms, Section 10).

What the right covers. It covers the Foreground IP as delivered under that Non-Exclusive license, including later versions and derivatives of it that you own and are free to license at the time BuildMyApp exercises the right. It does not cover Foreground IP that you have assigned, or have agreed to assign, exclusively to another buyer, and it does not extend to any third-party or Background IP beyond the rights you actually hold and may sublicense.

Priority between grants. Where you later create software that is substantially similar to Foreground IP already covered by this right, this right continues to cover the earlier delivered Foreground IP and the derivatives of it that you still own, and does not attach to the later work where you have granted that later work exclusively to another buyer. You may not grant an Exclusive license that would defeat this right in the earlier delivered Foreground IP, and remain liable to BuildMyApp if you do.

What BuildMyApp may technically do with it. So that these rights can actually be exercised, and limited to commercializing and supporting the covered software, the grant includes the right to reproduce, host, run, compile, build, sign, package, port, adapt, modify, update and create derivative versions of the software, to submit it to app stores and respond to their review, and to authorize service providers and distributors to do the same on BuildMyApp's behalf. It does not extend to any third-party or Background IP beyond the rights you actually hold and may sublicense, and you identify before delivery any component whose license prevents this grant.

Grant of what BuildMyApp needs. You grant Maia AI, LLC every right reasonably necessary to commercialize the completed software, including the right to sublicense it to buyers and to end users, to publish it under BuildMyApp's own accounts and branding, and to authorize third parties to distribute it. Where the software contains third-party or open-source components, you warrant that the rights you grant here are rights you actually hold and may pass on.

Through any channel. BuildMyApp may exercise this right through the BuildMyApp platform or through any other channel it judges appropriate, including the Apple App Store, the Google Play Store, other app stores and distribution platforms, and direct or reseller arrangements, and may publish under its own developer or publisher accounts and under its own branding.

What "substantially similar" means here. It is the software delivered under that non-exclusive license, and any later version or derivative of it that would serve as the same or a successor product. It does not include a separate product that merely reuses your Background IP, Residuals or general know-how.

It is a right, not an obligation. BuildMyApp is not required to distribute any software, may stop at any time, and gives no assurance of sales, placement, or continued availability.

It survives. This right is irrevocable as to software already sold or licensed. It continues for software already delivered under a Non-Exclusive license even if you later delist the software, withdraw a subscription plan for it, stop offering it, have its listing removed under Section 8, or leave the platform.

What you keep. You keep ownership of the Foreground IP. You keep your Background IP, your Residuals and your Anonymized Learnings under the Terms' Section 10, and you may reuse them in other engagements without restriction, including in genuinely different products built on the same scaffolding. You keep your share of what BuildMyApp collects for commercializing the software, as set out in the Terms' Section 3. What you do not keep is the right to commercialize Platform-commercialized software yourself.

If you want to commercialize it yourself. Ask. BuildMyApp may release or narrow these rights in writing for a given product, and is not obliged to.

5. Platform Contributions

Any modifications, contributions, or improvements to BuildMyApp’s own platform code, conventions, build tooling, skills, or operational documentation that you make during the course of a build are owned exclusively by Maia AI, LLC. You assign such Platform Contributions to Maia AI, LLC upon creation, and agree to execute any further instruments reasonably necessary to perfect that assignment.

6. Commit Monitoring

During active builds, BuildMyApp monitors your GitHub repository for the build for commit activity, and commits are assessed by AI to determine whether they represent substantive progress. What happens when no substantive progress is detected is set out in the Terms' Section 8.

7. Listing Obligations

Buy-Out (Exclusive Sale). When you sell software under an exclusive license, you must transfer all rights in the Foreground IP to the buyer and remove all copies of the Foreground IP from your possession within 7 days of the sale. You retain Background IP, Residuals, and Anonymized Learnings as defined in the Terms' Section 10, where the buyer's license to embedded Background IP is also set out.

Buy (Non-Exclusive License). When you offer software under the platform's standard "Buy" option, you must maintain the software in a deliverable state for the duration of the listing. What each buyer receives is set out in the Terms' Section 10.

Subscription plans. You may set a subscription price on a hosted listing, and you may withdraw a subscription plan. What existing subscribers keep when you do is set out in the Terms' Section 10. For Platform-commercialized software, withdrawing a plan does not withdraw the commercialization rights BuildMyApp already holds in software already delivered (Section 4); for software whose commercialization rights you hold, BuildMyApp holds no such rights and withdrawing a plan simply stops new subscriptions.

App Store and Play Store software. Software whose primary distribution channel is the Apple App Store or Google Play Store is listed on BuildMyApp for delivery as source code. You may offer it under a buy-out, under a non-exclusive "Buy", or both. Subscription plans are not offered for app-store software. Who may publish it to a store is set out in the Terms' Section 10.

Platform License Grant. By listing software on BuildMyApp, you grant Maia AI, LLC a non-exclusive, revocable right to display, market, and promote your listing on the platform. This grant is revocable by either party: by you (when you delist the software), or by BuildMyApp (under Section 8 below). It is separate from, and does not limit, the commercialization rights in Section 4.

Revenue. What you receive from purchases, subscriptions and BuildMyApp's commercialization of your software is set out in the Terms' Section 3.

8. Platform Discretion

BuildMyApp reserves the right, at its sole discretion, to suspend or remove any listing at any time, with or without prior notice, for violations of this Agreement or the Terms, intellectual property disputes, fraud signals, or other concerns related to the integrity of the platform or its community standards. Suspension is reversible upon resolution of the underlying concern; removal is terminal.

This discretion is in addition to, and does not waive, the indemnification obligations in Section 3. BuildMyApp's moderation of messages, including those in any collaboration session associated with a listing or transaction, is set out in the Terms.

9. Relationship to the Terms

This Agreement adds to the Terms and does not replace them. The Terms govern fees and revenue shares, payments, acceptance, warranty, rejection and withdrawal, reputation, the IP categories, and every buyer's rights, and their definitions apply here. This Agreement sets out the obligations you take on as a developer.

This agreement covers what developers agree to when they propose, build, deliver or list software. Everything else, including fees, payments and buyers' rights, is in the BuildMyApp Terms & Conditions.