LEGAL · DEVELOPER AGREEMENT

Developer Agreement

Version 1.0.0 · effective 2026-04-26

The terms developers accept when they publish a Drive listing on the Merkava Garage. Plain English where possible; the binding text is below. Sign in your developer portal to accept →

Between Meridian (neverstill.llc), operator of Merkava ("Merkava"), and you ("Developer").

1. What this covers

This agreement governs your use of the Merkava Garage to list, sell, and operate Drives that interoperate with Merkava via the Meridian Platform Contract.

2. The listing deal

You may submit Drive listings to the Garage. Merkava will review each listing and approve, reject, or require changes at its sole discretion. Approved listings appear in the Garage to operators.

3. Billing — Merkava is merchant of record

Merkava handles all billing. Operators pay Merkava on Stripe; Merkava pays you 70% of gross subscription revenue (after refunds and chargebacks) by Stripe Connect transfer. The other 30% is Merkava's marketplace fee. You agree not to sell, bill, or invoice for your Drive separately to a Merkava operator while it is listed in the Garage.

4. Payouts

Payouts settle monthly to the Stripe Connect account you onboard. You are responsible for tax handling on payouts you receive. Merkava issues year-end summary documentation where required by law. There is no minimum payout threshold.

5. Featured listings

Featured listings (Featured/Category, Featured/Garage) are optional paid promotions. The featured fee is 100% Merkava revenue and not subject to revenue share. Featured status is on a month-to-month subscription on your Stripe customer record; cancellation removes featured status on the next billing event.

6. Support — you own it

You are responsible for end-user support of your Drive. Merkava does not field tickets, respond to emails, or escalate issues for third-party Drives. The support_email and support_url you publish on your listing must be reachable, monitored, and answered in a reasonable time.

7. Platform Contract compliance

Your Drive must implement Platform Contract v1 honestly. The endpoints you publish must do what the spec says they do. Manifests must be accurate. Capabilities and permissions you request must reflect reality.

8. Brand rules

Your Drive's user-facing copy may not credit Claude, Anthropic, OpenAI, GPT, or any other LLM provider by name. Inference vendors are infrastructure; your Drive is the actor.

9. Prohibited conduct

You will not: (a) probe Merkava operators' tenant data beyond your scoped install token; (b) operate phishing, malware, or rights-infringing surfaces; (c) misrepresent your Drive's capabilities to operators; (d) use Garage-acquired customer relationships to onboard those operators to a competing billing path; (e) ship code that violates U.S. export control, sanctions, or applicable privacy law (including GDPR/CCPA for EU/CA operators).

10. Suspension + removal

Merkava may suspend or remove a listing for cause (security incident, repeated complaints, contract violation, fraud, etc.) or for repeated quality complaints. Operators with active subscriptions to a removed Drive will be unsubscribed and refunded for the unused portion at Merkava's discretion. Active payouts already due to you remain due.

11. Indemnity

You will defend and indemnify Merkava against claims arising out of your Drive's operation, content, or breach of this agreement. Merkava will defend and indemnify you against claims arising out of Merkava's operation of the Garage itself.

12. Warranty disclaimer + liability cap

The Garage is provided as-is. Neither party is liable for indirect or consequential damages. Each party's aggregate liability under this agreement is capped at the total fees Merkava paid out to you (or vice versa) in the prior 12 months, except for indemnity obligations, breach of confidentiality, or your IP infringement claims.

13. Termination

Either party may terminate with 30 days' written notice. Termination removes your listings from the Garage; payouts already earned still settle.

14. Governing law + disputes

This agreement is governed by the laws of Texas, USA, without regard to conflict-of-laws rules. Disputes resolve in state or federal court in Travis County, Texas, except either party may seek injunctive relief in any competent jurisdiction.

15. Changes

Merkava may update this agreement. Material changes ship as a new version. When the version bumps, you'll be re-prompted to accept on your next portal visit. Continued use after the prompt = acceptance.

By signing in your developer portal, you confirm you have authority to bind yourself or your company to this agreement.

Sign in your developer portal →

QUESTIONS

Developer agreement — questions, plainly answered.

Who owns the IP in a third-party Merkava Drive?

You do. Drive authors retain full ownership of their code, brand, and content. Merkava gets a non-exclusive license to host, distribute, and meter the Drive in the Garage; that license terminates if either party ends the agreement. We don't claim copyright assignment, transfer, or any acquisition right of first refusal.

What's the revenue split and how do payouts work?

70% to the Drive author, 30% to the platform. Stripe Connect handles payouts monthly — when an operator's invoice clears, your 70% transfers to your Connect account immediately, then Stripe's standard payout schedule (2–7 days) settles to your bank. Merkava is the merchant of record; we handle taxes, refunds, and chargeback risk for the operator-facing transaction.

Can Merkava clone a popular third-party Drive into a first-party offering?

We commit not to clone Drives that are doing well in the Garage — that's a kill-switch for the developer ecosystem and we know it. The agreement codifies this: if your Drive is generating meaningful revenue and Merkava builds a directly-competing first-party Drive, you have grounds to terminate with full payout-vesting protection. We need third-party Drives to grow the platform; we don't get to take them once they work.

What happens to my Drive if I terminate the agreement?

Either party can terminate with 30 days' written notice. Your Drive is removed from the Garage at the end of the notice period. Operators currently using your Drive get the same notice and can export their data. Payouts already earned (subscriptions clearing through the notice period) still settle.

What about confidentiality and data handling?

Drives can only access tenant data the operator explicitly scoped them to access at install. The agreement requires Drive authors to protect operator data with industry-standard practices, breach-notify Merkava within 72 hours of discovery, and not retain operator data after a tenant uninstalls. Merkava reciprocally protects developer-confidential information (manifest internals, code submissions, support correspondence).

What jurisdiction governs the agreement?

Texas, USA. Disputes resolve in state or federal court in Travis County, Texas, except either party may seek injunctive relief in any competent jurisdiction. We chose Texas because Meridian (the parent company) is incorporated there; it's not a forum-shopping flag.

How does Merkava update the developer agreement?

Material changes ship as a new version. When the version bumps, you're re-prompted to accept on your next developer portal visit. Continued use after the prompt = acceptance. Non-material changes (typos, formatting, clarifications that don't change rights) ship without re-prompting and are noted in the changelog.

Is there an exclusivity clause?

No. You can list your Drive on Merkava and run a competing standalone product. You can list on multiple platforms. Merkava doesn't get exclusivity over your code, your brand, your customer list, or your distribution. The 70/30 split is what we exchange for marketplace placement, billing, and the operator install base — not for your loyalty.