Terms of Service
Flip AI, Inc.
Effective date: 2026-05-22 Last updated: 2026-05-22
NOTICE. This Agreement contains important information about your rights, including a binding arbitration clause and a class action waiver (Section 15). Please read them carefully — they affect how disputes between you and Flip are resolved.
1. Agreement to Terms
By accessing or using any product or service operated by Flip AI, Inc. ("Flip," "we," "our," or "us") — including the Flip web application at fliplabs.ai, the Flip API, the Flip SDK, and any other product that links to this Agreement (collectively, the "Services") — you ("you" or "User") agree to be bound by these Terms of Service ("Terms"). If you are accepting these Terms on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.
If you do not agree to these Terms, do not use the Services.
2. Description of Services
Flip provides an AI-assisted interface for composing, simulating, and routing digital-asset transactions across public blockchains. The Services allow Users to:
- Connect a self-custodial wallet (and optionally, read-only data sources like custodians or exchanges);
- See a unified view of positions and transaction history across connected sources;
- Receive AI-generated workflow plans, routes, and unsigned transaction data; and
- Route unsigned transaction data to a User-controlled signing surface (a wallet or signer) for the User's signature.
Flip is non-custodial. Flip never holds, controls, transmits, or takes custody of private keys, seed phrases, or digital assets. All transaction execution requires a User signature on a User-controlled signing surface. Flip prepares unsigned transaction data; it does not execute transactions. This framing is fundamental to the Services and is not modified by any other provision.
No fiduciary duty. Flip is not an intermediary, agent, broker, advisor, or custodian. Flip does not have, and these Terms do not create, any fiduciary relationship or fiduciary obligation between Flip and you. To the fullest extent permitted by law, any such duties that might otherwise exist at law or in equity are irrevocably disclaimed, waived, and eliminated. The only duties Flip owes you are those expressly set out in these Terms.
Unsolicited transactions. Every transaction you submit through the Services is unsolicited — initiated solely by you. Flip does not solicit, recommend, or induce any transaction. The information Flip surfaces (yields, routes, prices, simulated outcomes) is for your reference; the decision to sign and broadcast a transaction is yours alone. Flip does not conduct a suitability review of any transaction you submit.
Not registered. Flip is not registered with the U.S. Securities and Exchange Commission, the Commodity Futures Trading Commission, or any other regulator as a securities exchange, broker-dealer, futures commission merchant, money transmitter, or in any other capacity. Flip does not broker trades on your behalf. Transactions you submit settle on public blockchains and are not facilitated, executed, or guaranteed by Flip.
3. Eligibility
You may use the Services only if:
- You are at least 18 years of age;
- You are not located in, incorporated under the laws of, or a national or resident of any jurisdiction subject to comprehensive U.S. economic sanctions administered by OFAC, including Cuba, Iran, North Korea, Syria, Russia (to the extent of applicable sanctions), or the Crimea, Donetsk, or Luhansk regions;
- You are not located in, incorporated in, or a resident of the State of New York;
- You are not listed on any U.S. government denied-party list, including the OFAC SDN list or the BIS Entity List; and
- Your use of the Services is lawful in your jurisdiction.
By accessing the Services you represent and warrant that all of the above are true.
4. Accounts and Wallet Connections
Account creation. Some Services require an account. You are responsible for maintaining the security of your account credentials. Notify us immediately at security@fliplabs.ai if you suspect unauthorized access.
Wallet connections. The Services allow you to connect self-custodial wallets. These connections are read-only by default; write paths are added explicitly per workflow and governed by your configuration. Flip does not store or transmit private keys. You are solely responsible for the security of your signing devices, the accuracy of your configuration, and any transaction you sign.
MPC and multisig. If your signing surface uses multi-party computation or multisig, the co-signers are your counterparties, not Flip. Flip has no visibility into co-signer approvals and is not a party to your multisig arrangement.
5. Fees
Flip may charge a service fee on transactions routed through the Services. Fee structure and amount are disclosed in-product before transaction signing and may include:
- A fixed basis-point fee on the gross volume of routed transactions;
- Per-account or per-organization subscription pricing for enterprise customers;
- Pass-through blockchain network fees ("gas") payable by the User to the relevant network.
Fee changes. Flip may change fees upon 30 days' notice via the email address on your account or via in-product notice. Continued use of the Services after the notice period constitutes acceptance of the new fees.
6. AI Output and No Financial Advice
The Services use large language models and other AI systems to interpret intent, surface routes, and generate workflow plans. AI output is:
- Not financial, investment, tax, or legal advice. No output of the Services should be construed as a recommendation to buy, sell, hold, or otherwise transact in any asset.
- Not guaranteed to be accurate. AI systems can produce erroneous output. You are responsible for reviewing every transaction before signing.
- Not a substitute for professional advice. Consult qualified advisers for financial, tax, and legal questions.
Flip disclaims all liability for decisions made in reliance on AI-generated output without independent verification.
7. Risk Disclosures
ASSUMPTION OF RISK. BY USING THE SERVICES YOU REPRESENT THAT YOU ARE FINANCIALLY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENT RISKS OF CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS, INCLUDING STABLECOINS AND LIQUIDITY POSITIONS, AND THAT YOU HAVE A WORKING KNOWLEDGE OF DIGITAL ASSETS AND THE PROTOCOLS YOU INTERACT WITH. YOU UNDERSTAND THAT SMART CONTRACT TRANSACTIONS SETTLE AUTOMATICALLY AND ARE IRREVERSIBLE ONCE CONFIRMED. YOU ACKNOWLEDGE AND ACCEPT THE RISKS BELOW IN FULL.
Digital asset operations involve significant risks. By using the Services you acknowledge:
- Smart contract risk. Protocols integrated with the Services may contain vulnerabilities. Flip does not audit third-party smart contracts.
- Bridge risk. Cross-chain bridges carry additional counterparty and smart-contract risk. Bridge failures can result in total loss of bridged assets.
- Slippage and MEV. On-chain execution is subject to price impact, slippage, and miner/validator extractable value. Actual executed prices may differ from quoted prices.
- Oracle failure. Price feeds and oracle data may be stale, manipulated, or unavailable. Flip uses oracle data to surface information; it does not guarantee oracle accuracy.
- Stablecoin depeg. Stablecoins may lose their peg, may not be adequately collateralized, and may be subject to panics and runs. Flip does not guarantee the value of any asset.
- Token authenticity. Anyone can create a token, including fake versions of existing tokens. You acknowledge the risk of mistakenly transacting in a counterfeit or impersonating token.
- Validator and network failure. Blockchain networks may experience downtime, congestion, forks, or other failures outside Flip's control.
- Per-protocol risk. Each protocol integrated with the Services carries its own risk profile. Flip surfaces per-protocol risk information in-product where available but disclaims responsibility for protocol-level failures.
- Gas fees are non-refundable. Blockchain transaction fees you pay are non-refundable in all circumstances, including when a transaction reverts, fails to execute, or is otherwise unsuccessful.
NO INVESTMENT ADVICE. ANY INFORMATION FLIP SURFACES — YIELDS, ROUTES, RISK SCORES, COMPARISONS, AI-GENERATED PLANS — IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INVESTMENT, FINANCIAL, TAX, OR LEGAL ADVICE. FLIP DOES NOT MAKE INVESTMENT RECOMMENDATIONS OR OPINE ON THE MERITS OF ANY TRANSACTION OR OPPORTUNITY. YOU ALONE ARE RESPONSIBLE FOR DETERMINING WHETHER ANY TRANSACTION IS APPROPRIATE FOR YOU BASED ON YOUR PERSONAL OBJECTIVES, FINANCIAL CIRCUMSTANCES, AND RISK TOLERANCE.
8. User Obligations
You agree to:
- Keep signing devices and account credentials secure;
- Configure workflows and policies accurately and review them before activation;
- Review every unsigned transaction produced by the Services before signing;
- Comply with all applicable laws and regulations in your jurisdiction, including those governing digital asset transactions, money transmission, and securities;
- Not use the Services in connection with any illegal activity, market manipulation, sanctions evasion, or fraud; and
- Promptly notify Flip of any breach of your account or connected signing surface.
9. Intellectual Property
Flip's IP. The Services, including all software, algorithms, models, and documentation, are owned by Flip AI, Inc. or its licensors. Nothing in these Terms grants you rights in Flip's IP except as expressly stated.
Your data. You own your data: your workflow configurations, uploaded documents, position data ingested from connected sources, and notes. You grant Flip a limited license to use your data to operate and improve the Services, subject to Section 10 (Privacy) and our Privacy Policy.
10. Privacy
Your use of the Services is governed by our Privacy Policy, incorporated herein by reference. By using the Services you consent to the data practices described in the Privacy Policy.
11. Suspension and Termination
Flip may suspend or terminate your access to the Services immediately, without notice, if:
- You breach these Terms or any acceptable-use policy;
- Flip reasonably suspects fraudulent activity, sanctions violations, or material misrepresentation on your account;
- Required by applicable law or a government order; or
- You fail to pay fees when due (with 5 days' cure notice for payment defaults).
You may terminate your account at any time by contacting legal@fliplabs.ai. Termination does not entitle you to a refund of prepaid fees.
Sections 6, 7, 9, 12, 13, 14, 15, and 16 survive termination.
12. Disclaimer of Warranties
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. FLIP DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FLIP'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO FLIP IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE THOUSAND U.S. DOLLARS (US $1,000).
IN NO EVENT SHALL FLIP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF DIGITAL ASSETS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
14. Indemnification
You agree to indemnify, defend, and hold harmless Flip AI, Inc. and its officers, directors, employees, and agents from and against any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Services; (b) your breach of these Terms; (c) your violation of any law or third-party right; or (d) any transaction you sign using data produced by the Services.
15. Dispute Resolution
Release of claims. You expressly assume all risks in connection with your access to and use of the Services and release Flip from any and all liability, claims, causes of action, or damages arising from or relating to your use. If you are a California resident, you waive the benefits and protections of California Civil Code § 1542, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
Informal resolution. Before filing any formal dispute, you agree to contact Flip at legal@fliplabs.ai and attempt to resolve the dispute informally for 30 days.
Arbitration. If informal resolution fails, disputes shall be resolved by binding arbitration administered by JAMS under its Commercial Arbitration Rules. Arbitration shall be conducted in Wilmington, Delaware. The arbitrator's decision is final and binding. Each party bears its own fees unless the arbitrator awards otherwise. Arbitration proceedings shall be confidential — neither party may disclose the existence, content, or results of any arbitration without the other's prior written consent, except as required by law or to enforce an award.
Class action waiver. YOU AND FLIP EACH WAIVE THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.
Carve-out. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction for claims involving IP rights or breach of confidentiality, without first exhausting the arbitration process.
Law enforcement cooperation. Flip reserves the right to cooperate with any law enforcement agency, court, regulator, or government investigation, and to disclose information or content as required by subpoena, court order, or other legal process, or as Flip in good faith believes is necessary to comply with legal obligations or protect users and the public.
16. Governing Law
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law provisions. Subject to Section 15, you consent to exclusive jurisdiction in the state and federal courts located in Delaware.
17. Modifications
Flip may modify these Terms at any time. For material changes, Flip will provide at least 30 days' notice via the email address associated with your account or via in-product notice. Your continued use of the Services after the effective date of the revised Terms constitutes acceptance. If you do not agree to the revised Terms, you must stop using the Services before the effective date.
18. General
Entire agreement. These Terms, together with the Privacy Policy and any applicable enterprise agreement or API Agreement, constitute the entire agreement between you and Flip with respect to the Services.
Severability. If any provision is found unenforceable, the remaining provisions continue in full force.
Waiver. Failure to enforce any provision is not a waiver of future enforcement.
Assignment. You may not assign these Terms without Flip's prior written consent. Flip may assign these Terms in connection with a merger, acquisition, or sale of assets.
Notices. Legal notices to Flip: legal@fliplabs.ai. Notices to you: the email address on your account.
Flip AI, Inc. is a Delaware C-corporation. Legal notices may be delivered to our registered agent:
Legalinc Corporate Services Inc. 131 Continental Dr, Suite 305 Newark, DE 19713 United States