Syndicate Terms of Service

1. Acceptance

You accept these Terms by creating an account, connecting a wallet, joining a Syndicate, or otherwise using the Services. If you accept on behalf of a company or other entity, you represent that you have authority to bind it, and “you” means that entity.

Our Privacy Policy is incorporated into these Terms. Additional terms may apply to specific features (for example, competition rules); where they conflict with these Terms, the feature-specific terms control for that feature.

2. What Syndicate is

The Services are an interface. They help you form a Syndicate, publish the policy that constrains it, route orders to third-party venues from your own wallet, and read a public record of what happened. The trading, settlement, and custody all happen on venues and blockchains we do not operate.

We are not, and do not act as, any of the following:

• a broker, dealer, exchange, or trading venue
• an investment adviser, fund manager, or fiduciary to you
• a custodian, bank, money transmitter, or payment processor
• a counterparty to any trade you or your Syndicate places

We do not recommend assets, Syndicates, or strategies. Rankings, discovery placement, the record, and any metric shown in the app are information about past activity, not a prediction and not a recommendation. Past performance says nothing about future results.

3. Eligibility

To use the Services you represent that you:

• are at least 18 years old and have capacity to enter a contract;
• are not located in, resident of, or acting on behalf of anyone in a jurisdiction subject to comprehensive sanctions, and are not on any sanctions or restricted-party list;
• will not use the Services where doing so would breach the law that applies to you, including securities, derivatives, and gambling law in your jurisdiction; and
• have not previously been removed from the Services.

Some features may be unavailable in some places. We may block access by region, and may ask you to verify identity, source of funds, or accreditation where law requires it.

4. Your wallet and keys

You are solely responsible for your wallet, private keys, seed phrase, device, and recovery. We cannot recover a lost key, reverse a signed transaction, or claw back funds sent to the wrong address. Blockchain transactions are final.

Where you grant an operator authority to trade a shared balance, that authority is scoped, trade-only, and granted by you on-chain. It does not give us, or the operator, the ability to withdraw your funds to their own address. You can revoke it, and you are responsible for revoking it when you no longer intend it to stand.

We will never ask for your seed phrase, private key, or a signature that transfers your assets to us. Treat anyone who does as an attacker, whatever they claim to be.

5. Syndicates, operators, investors

A Syndicate (capitalised, used as a countable noun) is a shared account with named operators who trade it, investors who fund it, and a public policy that constrains it. Operators and investors deal with each other; we provide the software they use to do it.

5.1 If you are an operator

• You are not our employee, agent, or partner, and you must not represent that Cyclopes endorses you, your Syndicate, or your returns.
• You are responsible for the legality of what you run, including any licensing, registration, marketing, or disclosure obligation that applies to you where you and your investors are located.
• You must trade within the published policy of your Syndicate. Policy amendments follow the in-app process: announced, timelocked, and opening a redemption window at the pre-change mark before they take effect.
• You must not trade against your own Syndicate, wash trade, front-run your Syndicate's orders, or otherwise take the other side of the people who backed you.
• Anything you publish about your record must be accurate. Inflated, selective, or fabricated performance claims are grounds for immediate removal.

5.2 If you are an investor

• You are backing people, not us. We do not vet, endorse, guarantee, or supervise operators, and we do not verify claims they make off-platform.
• Read the policy before you deposit. It is the constraint you are relying on, and it is public for that reason.
• Deposits are priced at the mark when they land, and redemptions are priced at the mark subject to the notice window stated by the Syndicate. You may get back less than you put in, including nothing.
• You have no trading or signing rights in a Syndicate you fund, and no claim against us for how operators trade within their policy.

Disputes between operators and investors, or among operators, are between them. We may, but are not obliged to, provide records of on-platform activity.

6. Fees

Fees in force are displayed in the app before you commit to the action that incurs them. We may change our fees prospectively; changes do not apply retroactively to a deposit already made. Fees are exclusive of taxes, and you are responsible for your own tax reporting and payment.

7. Competitions

Competitions run on a published window, scoring rule, and capital band. Prizes may include discovery placement, fee waivers, or a prize pool. Entry is voluntary and free unless stated otherwise.

We may disqualify an entry, withhold a prize, or reverse a placement where we reasonably determine that scoring was manipulated: wash trading, self-dealing, sybil accounts, coordinated entries, or exploiting a bug. Our scoring determination is final. Prizes are not transferable for cash unless the published rules say so, and taxes on a prize are yours.

8. Acceptable use

You will not:

• use the Services for money laundering, terrorist financing, sanctions evasion, fraud, or any other unlawful purpose;
• manipulate markets, the record, discovery, or a competition, including wash trading, spoofing, sybil accounts, and coordinated inauthentic activity;
• impersonate another person, a Syndicate, or Cyclopes itself, or run a scheme that solicits deposits on false claims;
• probe, scrape at scale, reverse engineer, decompile, or interfere with the Services or their security, other than security research conducted under a disclosure we have agreed to in writing;
• introduce malware, overload our infrastructure, or circumvent rate limits, region blocks, or access controls;
• post content that is illegal, hateful, harassing, or that infringes someone else's rights; or
• use the Services to build a competing product from our data or interfaces.

We may rate limit, suspend, or block activity that we reasonably believe breaches this section, and we may report unlawful activity to authorities.

9. Third-party services

The Services connect to trading venues, blockchains, wallets, price feeds, authentication providers, and other third parties. We do not control them, do not guarantee their availability or accuracy, and are not responsible for their acts, outages, forks, liquidations, or losses. Your use of a third-party service is governed by its own terms.

Links in the Services are not endorsements. Verify anything you are about to sign.

10. Your content and feedback

You keep ownership of what you post: Syndicate names, emblems, profile content, messages, and commentary. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, and display that content for the purpose of operating and promoting the Services, for as long as you keep it posted plus a reasonable period for backups.

You are responsible for your content and represent that you have the rights to post it. We may remove content that breaches these Terms. If you send us feedback or ideas, we may use them without obligation or compensation to you.

11. Changes

We may change, add, or discontinue parts of the Services at any time. We may also update these Terms. Material changes will be announced in the app or by email before they take effect, and the “Last updated” date above will change. Continuing to use the Services after that means you accept the updated Terms; if you do not, stop using the Services and, where applicable, redeem or revoke.

12. Suspension and termination

You may stop using the Services at any time. The Services are non-custodial, so closing your account does not move your funds; you withdraw or redeem yourself, subject to any notice window your Syndicate publishes.

We may suspend or terminate your access, with notice where practical and immediately where necessary, if you breach these Terms, if we are required to by law, or if your activity presents a security, legal, or integrity risk to other users. Sections that by their nature should survive termination (fees already incurred, disclaimers, liability limits, indemnity, disputes) survive it.

13. Our intellectual property

The Services, including the software, design, brand, and content we supply, are owned by Cyclopes Inc. or our licensors. Subject to these Terms, we grant you a personal, revocable, non-exclusive, non-transferable licence to use the Services as offered. You get no other rights, and you may not copy, modify, distribute, sell, or create derivative works from the Services except where open-source licences we publish say otherwise.

14. Disclaimers and risk

The Services are provided “as is” and “as available”, without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, title, non-infringement, and any warranty arising from course of dealing. We do not warrant that the Services will be uninterrupted, timely, secure, or error-free, or that data shown (including prices, marks, and the record) is accurate or current.

You acknowledge and accept, at minimum, these risks:

• Market risk. Crypto assets, perpetuals, tokenised equities, and prediction markets are volatile. Leverage can liquidate a position and lose more than your initial deposit.
• Operator risk. The people trading a Syndicate may be wrong, reckless, or dishonest. The policy constrains them; it does not make them good.
• Technology risk. Smart contracts, bridges, oracles, and venues can have bugs, be exploited, halt, fork, or reprice. Network congestion can prevent an exit at the price you wanted.
• Key risk. Lost keys and signed malicious transactions are unrecoverable.
• Regulatory risk. Rules covering this activity are changing and may restrict, tax, or end features you rely on.

Only commit funds you can afford to lose entirely. Some jurisdictions do not allow certain warranty exclusions, so parts of this section may not apply to you.

15. Limitation of liability

To the fullest extent permitted by law, Cyclopes Inc. and its officers, employees, and agents will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost opportunity, lost data, trading losses, liquidations, or loss of digital assets, arising from or relating to the Services, even if we were advised such damages were possible.

Our total aggregate liability for all claims relating to the Services is limited to the greater of (a) the fees you paid us in the three months before the event giving rise to the claim, or (b) one hundred US dollars (USD 100).

Nothing here excludes liability that cannot be excluded by law, including for fraud or for death or personal injury caused by negligence. Some jurisdictions do not allow these limits, so they may not fully apply to you.

16. Indemnification

You will indemnify and hold harmless Cyclopes Inc. and its officers, employees, and agents from any claim, loss, liability, or expense (including reasonable legal fees) arising from your use of the Services, your content, your breach of these Terms or of law, your dealings with other users, and, if you are an operator, the way you ran a Syndicate and what you told the people who funded it.

17. Disputes and arbitration

Talk to us first. Email contact@syndicate.trade with a description of the dispute and the relief you want. If we cannot resolve it within 60 days, either of us may start arbitration.

Binding arbitration. Any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, before one arbitrator, seated in Wilmington, Delaware, in English. Judgment on the award may be entered in any court of competent jurisdiction. Either of us may still bring an individual claim in small claims court, and either of us may seek injunctive relief in court to protect intellectual property or stop unauthorised access.

No class actions. Claims must be brought individually. Neither of us may bring a class, collective, consolidated, or representative action, and the arbitrator has no authority to hear one. If this waiver is held unenforceable for a claim, that claim proceeds in court and the rest stays in arbitration.

Opting out. You may reject this arbitration agreement by emailing contact@syndicate.trade with your account or wallet identifier within 30 days of first accepting these Terms. Opting out affects nothing else in these Terms.

Claims must be filed within one year of when they arise, to the extent the law allows. Consumers in the UK, EU, and elsewhere keep any mandatory local rights, including the right to bring proceedings in their local courts, and nothing above removes them.

18. Governing law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law rules, except that the arbitration agreement is governed by the Federal Arbitration Act. Where mandatory consumer law of your home country gives you stronger protection, that law applies to the extent it conflicts.

19. Miscellaneous

• Entire agreement. These Terms, the Privacy Policy, and any feature-specific terms are the whole agreement between us about the Services.
• Severability. If a provision is unenforceable, the rest stays in force.
• No waiver. Not enforcing a provision once does not waive it.
• Assignment. You may not assign these Terms without our consent. We may assign them in a merger, acquisition, or sale of assets.
• Force majeure. Neither of us is liable for delay or failure caused by events beyond reasonable control, including network outages, chain halts, and acts of government.
• Notices. We may notify you in the app, by email, or on this site. You notify us at the address below.
• No third-party beneficiaries, and nothing in these Terms creates a partnership, joint venture, or employment relationship between us.

20. Contact