Legal

Terms of service

Last updated · May 1, 2026 · Effective immediately for new subscribers

1. Agreement to these terms

These Terms of Service (the "Terms") form a binding agreement between Abnometrics, Inc., a Delaware corporation ("Abnometrics," "we," "us"), and the entity or individual identified on an executed Order Form or who otherwise accesses any part of the Service (the "Subscriber" or "you"). By executing an Order Form that references these Terms, by clicking to accept, or by accessing the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal person, you represent and warrant that you have authority to bind that entity, in which case "you" refers to that entity.

2. The Service

Abnometrics provides a software-as-a-service platform (the "Service") that performs anomaly detection across crypto-asset market structure — including, without limitation, public exchange order book and trade feeds, derivatives state, on-chain transaction and issuance data, and related signals — and delivers resulting analytical outputs (the "Signals") to authorised Subscribers via web interfaces, APIs, and configured delivery channels.

The scope, signal categories, delivery channels, rate limits, and any other operational parameters of your subscription are set out on the applicable Order Form. We may improve, refine, and update the Service continuously. Material reductions in functionality affecting an active subscription will be announced at least thirty (30) days in advance.

3. Nature of the Signals; no investment advice

The Signals are analytical outputs of statistical and machine-learning models applied to public data. They are provided for informational and research purposes only.

The Signals do not constitute, and the Service does not provide, investment advice, financial advice, trading advice, a recommendation, an offer to buy or sell any asset, a solicitation, brokerage, custody, or any regulated financial service. Abnometrics is not a registered broker-dealer, investment adviser, commodity trading advisor, futures commission merchant, money services business, or fiduciary in any jurisdiction. You are solely responsible for evaluating the merits and risks of any decision you make in connection with the Signals and for compliance with laws applicable to you.

4. Eligibility and onboarding

Access to the Service is offered only to (a) entities and (b) natural persons that are, in each case, of legal age in their jurisdiction and not located in, organised under the laws of, or owned or controlled by any person or entity subject to comprehensive sanctions administered or enforced by the United States, the European Union, the United Kingdom, the United Nations, or any other relevant authority. We may, at our discretion, require representations, certifications, and information sufficient to verify the foregoing as a condition of providing access.

5. Accounts and authorised users

5.1 Authorised users

You may grant access to the Service to your employees and engaged professional advisors who agree to be bound by these Terms ("Authorised Users"). The Order Form may cap the number of Authorised Users; exceeding the cap entitles us to bill at the applicable per-seat list rate.

5.2 Account security

You are responsible for safeguarding credentials and for the actions of your Authorised Users. The Service supports single sign-on, hardware-key multi-factor authentication, and IP allowlisting; we strongly recommend enabling all available controls. You will notify us promptly at security@abnometrics.com of any suspected unauthorised access.

6. Market data; no custody; no execution

The Service ingests public market data and public on-chain data only. Abnometrics does not, under these Terms or any related agreement: (i) take custody of Subscriber assets or other property on behalf of Subscribers; (ii) hold Subscriber private keys or any equivalent control material; (iii) initiate transfers, trades, swaps, or any other movement of Subscriber assets; or (iv) act as agent, broker, or counterparty on behalf of Subscribers in any transaction. The Service contains no functionality that requires connectivity to any private exchange account, custodial wallet, key vault, or internal trading or treasury system belonging to you, and we will not request such connectivity. For the avoidance of doubt, Abnometrics may conduct limited proprietary trading for its own account, funded by its own capital, on a proof-of-concept basis to validate signal accuracy. Such activity is entirely separate from the Service, involves no Subscriber funds, and is not provided as a service to Subscribers or third parties.

7. Subscriber data and feedback

"Subscriber Data" means any data, materials, or content you submit to the Service, including configuration parameters, watchlists, feedback signals on past Signals, and correspondence. You retain all right, title, and interest in Subscriber Data. You grant Abnometrics a non-exclusive, worldwide, royalty-free licence to host, process, and use Subscriber Data solely to: (a) provide the Service to you; (b) maintain and improve the Service in ways that do not expose your Subscriber Data to any other subscriber; and (c) comply with legal obligations. Any feedback or suggestions you provide may be used by Abnometrics without obligation to you.

8. Fees, billing, and renewal

Fees are set out on the applicable Order Form and are exclusive of taxes (other than taxes on Abnometrics' net income). Unless otherwise stated, fees are billed annually in advance, are non-refundable except as required by law, and are due within thirty (30) days of invoice. Late amounts accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law. Subscriptions renew automatically for successive one-year terms at the then-current list price unless either party gives at least sixty (60) days' written notice of non-renewal prior to the end of the then-current term.

9. Redistribution and confidentiality of Signals

The Signals are confidential and proprietary to Abnometrics. Other than for use by Authorised Users in the ordinary internal course of your business, you will not, and will procure that your Authorised Users will not: (i) republish, redistribute, sell, sublicense, resell, syndicate, broadcast, or otherwise make the Signals available to any third party; (ii) use the Signals to provide, directly or indirectly, a competing or derivative service to any third party; (iii) remove or obscure any watermark, identifier, or attribution embedded in the Signals; or (iv) attempt to defeat any technical measure intended to detect or prevent redistribution. Abnometrics may suspend access immediately upon a reasonable belief that this Section has been breached, pending investigation, and terminate for cause if breach is confirmed.

10. Acceptable use

You agree not to, and not to permit any third party to:

11. Intellectual property

As between the parties, Abnometrics retains all right, title, and interest in and to the Service, the Signals, the underlying models, algorithms, software, documentation, and all derivatives and improvements thereof. No licence is granted other than as expressly set out in these Terms. You retain all right, title, and interest in Subscriber Data.

12. Warranties and disclaimers

Abnometrics warrants that, during any active subscription term, the Service will perform materially in accordance with its then-current published documentation. Except as expressly set out in this Section, the Service and the Signals are provided "as is" and "as available," and Abnometrics disclaims all other warranties, express or implied, statutory or otherwise, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and any warranty arising from course of dealing or trade usage. Abnometrics does not warrant that the Service will be uninterrupted, error-free, or that the Signals will be complete, timely, accurate, or fit for any particular decision. The Service is not a substitute for your own risk management, compliance program, or judgment.

13. Limitation of liability

To the maximum extent permitted by applicable law: (a) neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including any loss of profits, revenue, business opportunity, goodwill, anticipated savings, data, or trading or investment losses, arising out of or relating to these Terms or the Service, whether based on contract, tort, strict liability, or any other theory, even if advised of the possibility of such damages; and (b) each party's total aggregate liability arising out of or relating to these Terms will not exceed the fees actually paid by Subscriber to Abnometrics under the applicable Order Form during the twelve (12) months preceding the event giving rise to the claim. The foregoing limitations apply regardless of the form of action and constitute an essential part of the bargain between the parties.

14. Indemnification

You will defend, indemnify, and hold harmless Abnometrics, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, demands, losses, and expenses (including reasonable legal fees) arising out of or related to: (i) your or your Authorised Users' use of the Service in breach of these Terms or applicable law; (ii) your decisions, trades, allocations, or omissions made in reliance on the Signals; or (iii) your Subscriber Data.

15. Term, suspension, and termination

These Terms remain in effect for the duration of any active Order Form. Either party may terminate for material breach not cured within thirty (30) days of written notice. Abnometrics may suspend access immediately for (a) reasonable suspicion of breach of Section 9 (Redistribution) or Section 10 (Acceptable Use); (b) non-payment more than thirty (30) days past due; or (c) a present and material security or legal risk. On termination, your access to the Service ceases; we will delete or return Subscriber Data within ninety (90) days, subject to legal retention obligations and aggregated, de-identified material described in our Privacy Policy. Sections 7, 9, 11, 12, 13, 14, 17, and 18 survive termination.

16. Changes to these terms

We may update these Terms from time to time. Material changes will be communicated by email to administrators of active subscriber accounts at least thirty (30) days prior to the effective date. Continued use of the Service after the effective date constitutes acceptance. If you do not agree to a material change, your sole remedy is to terminate your subscription for cause and receive a pro rata refund of pre-paid fees for the unused portion of the then-current term.

17. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Any dispute, claim, or controversy arising out of or relating to these Terms will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Wilmington, Delaware, in English, before a single arbitrator; provided that either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information. Each party waives any right to a jury trial and to participate in any class, collective, or representative action.

18. General

These Terms, together with each Order Form and the Privacy Policy, constitute the entire agreement between the parties on their subject matter and supersede all prior agreements. If any provision is held unenforceable, the remainder will continue in effect. Failure to enforce a provision is not a waiver. You may not assign these Terms without our prior written consent, except to a successor in connection with a merger or sale of substantially all assets; we may assign on the same terms. Neither party is liable for delay or failure due to causes beyond its reasonable control. Nothing in these Terms creates an agency, partnership, employment, or joint-venture relationship.

19. Notices

Legal notices must be sent to:

Abnometrics, Inc.
Attn: Legal
legal@abnometrics.com

Operational notices may be sent to hello@abnometrics.com; security notices to security@abnometrics.com.