> Terms of Service & Legal Notice

 

Covering website access, platform services, agentic commerce, agentic payments, digital asset transactions, and professional services

Effective Date: August 1, 2026

1. Introduction and Acceptance

These Terms of Service and Legal Notice (the “Terms”) govern access to and use of all websites, portals, applications, programming interfaces, documentation, and materials operated by Decentra Finance Technologies, Inc. Decentra Finance Technologies, Inc.: the current site footer reads Decentra Finance Technologies, Inc. while corporate records reference Decentra Finance Technologies, Inc.; (“Decentra,” “we,” “our,” or “us”). By accessing or using any Decentra site or service, you acknowledge that you have read, understood, and agreed to these Terms. If you are not willing to be bound by these Terms, do not access or use the site or services.

Where you or your organization has signed a master services agreement, statement of work, platform agreement, pilot agreement, or other written contract with Decentra, that contract governs the services it describes and controls over these Terms to the extent of any conflict. These Terms govern everything else, including general site access and any services not covered by a signed agreement.

2. Definitions

The following terms have specific meanings in this document. Definitions matter more in agentic commerce than in conventional web terms because software, not only people, acts under them.

  • “AI Agent” or “Agent” means any automated software system, including systems built on artificial intelligence or machine learning, that can initiate, negotiate, decide, or execute actions, including commercial transactions, on behalf of a person or organization.
  • “Principal” means the person or organization on whose behalf an Agent acts, or that deployed, configured, credentialed, or instructed the Agent, whichever is broader.
  • “Agentic Transaction” means any transaction, payment, purchase, transfer, settlement, or commercial commitment initiated or executed in whole or in part by an Agent.
  • “Mandate” means the scope of authority granted to an Agent, including any budget, spending limit, counterparty restriction, time window, category restriction, or condition attached to that authority.
  • “Platform Services” means Decentra’s agentic commerce and agentic payments infrastructure, including agent identity and provenance services, authorization and policy services, transaction orchestration, settlement connectivity, monitoring, and related tooling, in each case as made available to you.
  • “Professional Services” means consulting, engineering, integration, and deployment work performed by Decentra personnel, including Forward Deployed Engineering engagements.
  • “Digital Assets” means cryptocurrencies, stablecoins, tokenized assets, and other blockchain-based instruments or records of value.
  • “Third-Party Platforms” means products, networks, protocols, blockchains, exchanges, custodians, processors, card networks, banks, and other services not operated by Decentra, whether or not accessed through or referred by Decentra.

3. Audience and Eligibility

The site and services are intended for institutional and professional users. By accessing the site, submitting information, or using any service, you represent that you are at least 18 years old, that you are authorized to act on behalf of your organization, and that your organization has authorized any Agent acting under its credentials. You must comply with all applicable laws and regulations, including those concerning export controls, sanctions, anti-money laundering, and financial conduct. Access is prohibited where restricted by law.

If you deploy or operate an Agent that interacts with Decentra or with any Decentra-connected service, you accept these Terms on behalf of that Agent’s Principal, and the Principal is bound by them to the same extent as if the Principal had acted directly.

4. Purpose of Information; No Advice

All materials on the site are provided for informational purposes only. Nothing on the site constitutes an offer to sell, a solicitation to buy, or a recommendation relating to any financial instrument, Digital Asset, commodity, or service. Nothing on the site constitutes legal, accounting, investment, or tax advice, and nothing generated by any Decentra system, including any Agent-facing output, constitutes such advice. You should obtain professional advice before making financial or strategic decisions.

5. Agentic Transactions: Authority, Responsibility, and Human Oversight

This section applies whenever an Agent interacts with Decentra, with Platform Services, or with any counterparty through infrastructure Decentra provides.

5.1 The Principal is responsible for the Agent

An Agent is not a legal person and cannot itself hold rights or obligations. Every action an Agent takes under your credentials, keys, tokens, or Mandates is attributed to you as Principal. You are responsible for all Agentic Transactions initiated under your authority, including transactions that result from your Agent’s errors, misconfiguration, unexpected behavior, model limitations, or misinterpretation of your instructions, except to the extent a signed agreement with Decentra expressly allocates that risk otherwise.

5.2 Authorization is binding

When Decentra’s authorization services confirm that an Agentic Transaction was executed within a valid Mandate, that authorization is binding on the Principal to the fullest extent permitted by law. You agree not to dispute or seek to reverse an Agentic Transaction on the sole ground that it was initiated by software rather than a person, where the transaction was within the Mandate you granted.

5.3 Mandates and limits

You are responsible for configuring Mandates that reflect your intent, including budgets, counterparty restrictions, and conditions. Decentra enforces the Mandate as configured. Decentra is not responsible for loss arising from a Mandate that was broader than you intended, and configuring an overly broad Mandate does not convert an in-scope transaction into an unauthorized one.

5.4 Credential and key security

You are responsible for safeguarding credentials, API keys, signing keys, tokens, and any other means by which an Agent can act under your authority. Transactions executed with valid credentials are presumed authorized pending investigation. You must notify Decentra without undue delay, and in any event within 24/48 hours, upon discovering any compromise, suspected compromise, or unauthorized use, at security@decentra.finance.

5.5 Human oversight

Platform Services are designed to keep people in command of autonomous activity, including through exception routing and escalation paths. You agree to maintain reasonable human oversight of Agents acting under your authority, to act promptly on exceptions and escalations routed to you, and not to configure Agents or systems in a manner designed to defeat, bypass, or ignore governance controls, escalation paths, or human review.

5.6 Suspension of Agents

Decentra may suspend, restrict, throttle, quarantine, or revoke any Agent’s access, credentials, or authorization capability at any time, with or without notice, where Decentra reasonably believes the Agent is compromised, is acting outside its Mandate, presents fraud or security risk, violates these Terms or applicable law, or threatens the integrity of Decentra’s systems, any counterparty, or any payment network. Decentra will use reasonable efforts to notify affected Principals where lawful and practicable.

6. Fraud, Disputes, and Chargebacks

Agentic Transactions can be disputed, reversed, or charged back under the rules of card networks, banking partners, payment systems, and applicable law. Liability allocation for agent-initiated transactions is an evolving area, and network rules and regulatory guidance may change. This section sets the contractual baseline between you and Decentra.

6.1 Cooperation and evidence

You agree to cooperate in good faith in the investigation and resolution of any suspected fraud, unauthorized transaction, dispute, or chargeback, including by providing records, Agent configurations, Mandate settings, logs, and communications reasonably requested by Decentra, a payment partner, or a network within the time frames the applicable network rules require.

6.2 Records as evidence

Decentra maintains transaction, authorization, and audit records for Agentic Transactions processed through Platform Services. You agree that Decentra’s records, including authorization logs, Mandate state, policy evaluations, and cryptographic authorization artifacts, are admissible and presumptively accurate evidence of whether a transaction was authorized and within Mandate, absent manifest error. You consent to Decentra sharing such records with issuers, acquirers, processors, card networks, banking partners, and dispute resolution bodies for the purpose of preventing fraud and resolving disputes.

6.3 Allocation of dispute outcomes

Where a chargeback, reversal, fine, penalty, or assessment is imposed on Decentra or its payment partners as a result of an Agentic Transaction initiated under your authority, or as a result of your breach of these Terms, network rules, or applicable law, you are responsible for the resulting amounts, including reasonable costs of response, except to the extent the outcome resulted from Decentra’s failure to enforce a validly configured Mandate or from Decentra’s breach of a signed agreement. Decentra may set off, invoice, debit, or withhold such amounts where a signed agreement or applicable network rules permit.

6.4 Holds and reserves

Decentra and its payment partners may place holds, reserves, or delayed settlement on transaction flows where reasonably necessary to manage fraud, chargeback, or compliance risk, consistent with applicable agreements and network rules.

6.5 Fraud prevention

You will not use the services to conduct, facilitate, test, or probe fraud, and you will not deploy Agents designed to evade fraud controls, misrepresent identity or intent, manipulate authorization outcomes, or generate transaction patterns intended to overwhelm or degrade fraud and dispute systems. Decentra screens transactions and Agent behavior for fraud signals and may decline, delay, or flag activity accordingly. Screening is risk management, not a guarantee, and Decentra does not warrant that fraud will be prevented or detected.

6.6 First-party misuse

Disputing a transaction that was authorized and within Mandate, in order to obtain goods, services, or funds without payment, is a material breach of these Terms and may be reported to payment partners, networks, and law enforcement.

7. Digital Assets and Blockchain Transactions

Some Decentra services, and some Third-Party Platforms accessible in connection with Decentra services, involve Digital Assets and public or permissioned blockchain networks. By using such services you acknowledge and agree to the following.

7.1 Finality and irreversibility

Transactions recorded on blockchain networks are generally final and irreversible. Unlike card transactions, most Digital Asset transfers have no chargeback mechanism, and neither Decentra nor any counterparty may be able to reverse, recall, or recover a completed on-chain transfer, including one initiated by an Agent within its Mandate, one sent to an incorrect address, or one induced by fraud. You accept the risk of finality for all on-chain activity conducted under your authority.

7.2 Network risk

Blockchain networks are operated by third parties or by distributed communities, not by Decentra. Decentra is not responsible for the operation, security, congestion, fees, forks, reorganizations, protocol changes, validator or miner behavior, smart contract defects, bridge failures, or governance decisions of any blockchain network, or for losses arising from them.

7.3 Asset risk

Digital Assets, including stablecoins, can lose value, lose their peg, become illiquid, or become unavailable. Decentra makes no representation as to the value, stability, backing, redeemability, or regulatory status of any Digital Asset. Nothing in the services is a recommendation to hold or transact in any particular asset.

7.4 No custody unless expressly stated

Decentra does not take custody of client funds or Digital Assets, and does not act as a bank, trust company, exchange, broker-dealer, investment adviser, or money transmitter, unless expressly stated in a signed agreement or performed through appropriately licensed entities or partners. Where custody, settlement, exchange, or transmission functions are performed by Third-Party Platforms or licensed partners, those functions are governed by the applicable third party’s terms, and Decentra is not a party to, and is not responsible for, those functions.

7.5 Third-party digital asset platforms

Decentra may refer users to, integrate with, or receive compensation in connection with Third-Party Platforms, including digital asset trading or transfer platforms operated by independent companies. Any such platform is operated solely by its provider under its own terms and licenses. Decentra does not operate, control, endorse, or guarantee any Third-Party Platform, is not responsible for its acts, omissions, solvency, security, or regulatory compliance, and receives referral or similar compensation in some cases, which will be disclosed where required by law.

7.6 Taxes

You are solely responsible for determining and paying any taxes arising from your transactions, including Digital Asset transactions.

8. Platform Services

Platform Services are provided under signed agreements and applicable documentation. Where you access any Platform Service without a signed agreement, the following baseline applies: services are provided as described in the applicable documentation; access may be limited, metered, or withdrawn; Decentra may modify features with reasonable notice where practicable; and pilot, beta, preview, or early access features are provided as is, may change or be discontinued at any time, and should not be used in production without a written agreement covering production use.

Decentra states what its systems guarantee at the capability level. Mechanisms, methods, and implementations remain confidential and are protected as trade secrets and patent-pending subject matter. Access to the services grants no right to use, reverse engineer, or reimplement those mechanisms.

9. Professional Services and Forward Deployed Engineering

Professional Services, including Forward Deployed Engineering engagements, are performed only under a signed master services agreement and statement of work, which govern scope, deliverables, acceptance, fees, intellectual property allocation, confidentiality, and liability for that work. Nothing on the site, and no proposal, briefing, demonstration, or estimate, creates an obligation to perform Professional Services. Descriptions of outcomes on the site are illustrative of the engagement model and are not a promise of results for any particular engagement.

Where Professional Services involve third-party subcontractors, hosting providers, or delivery partners, those parties’ roles and responsibilities are defined in the applicable signed agreement, and Decentra is responsible only for the obligations it expressly assumes there.

10. AI Systems and Outputs

Decentra’s services incorporate artificial intelligence and automated decision systems. AI systems can produce inaccurate, incomplete, or unexpected outputs. Except as expressly warranted in a signed agreement, Decentra does not warrant that any AI output, recommendation, classification, or automated decision is accurate, complete, or fit for a particular purpose, and you are responsible for evaluating outputs before relying on them in decisions of consequence. Governance controls reduce risk; they do not eliminate it.

11. Confidentiality Orientation

Decentra operates under confidentiality and security protocols. Certain information and visuals may be intentionally withheld or redacted. Submission of a contact request, briefing request, or access request does not create any client, advisory, or fiduciary relationship. If you receive confidential information from Decentra, you agree to protect it, limit its use to permitted purposes, and not disclose it to others without written consent.

12. Intellectual Property

All content, designs, software, documentation, text, logos, and marks displayed on the site or embodied in the services are protected by copyright, trademark, trade secret, patent, and other intellectual property laws, and are owned by Decentra or its affiliates and licensors. Marks include Decentra; Whale Rails; WHΛLE RΛILS ™; OPENSTΛBLES™; Open Stables; Securus: InsurAi. No license or right is granted by implication. You may not copy, reproduce, distribute, modify, publicly display, reverse engineer, or create derivative works from any part of the site or services without written authorization. Decentra actively monitors for unauthorized use and enforces its rights, including through legal action and referral to authorities.

13. Acceptable Use

You agree not to engage in any activity that could compromise, disrupt, or misuse the site, the services, or Decentra’s systems. Prohibited actions include:

  • Attempting to gain unauthorized access to accounts, systems, credentials, or data.
  • Introducing malware, scripts, or other harmful code, or testing or probing security without written authorization.
  • Using automated means, including Agents, to scrape, harvest, or collect data from the site beyond what Decentra expressly permits.
  • Deploying Agents that misrepresent their identity, their Principal, their Mandate, or their nature as automated systems where disclosure is required.
  • Using the services for money laundering, terrorist financing, sanctions evasion, fraud, or any unlawful transaction.
  • Circumventing, disabling, or interfering with governance, authorization, rate limiting, monitoring, or fraud controls.
  • Misrepresenting your affiliation or identity, or violating any law or regulation in connection with your use.

14. Compliance, Screening, and Regulatory Status

Decentra is a private technology company. It does not act as a bank, broker-dealer, investment adviser, exchange, custodian, or money transmitter unless separately disclosed through licensed entities or partners operating under applicable regulatory frameworks. Certain products or features may not be available in all jurisdictions, and access may be restricted based on geography, regulatory status, or internal policy.

You consent to compliance screening in connection with access requests and transactions, which may include identity verification of persons and organizations (KYC and KYB), verification of Agents and their provenance and authority (KYA), sanctions and watchlist screening, and fraud risk assessment. Decentra may decline, suspend, or terminate access based on screening outcomes and is not required to disclose the basis where disclosure is restricted by law.

You must comply with all applicable export control and sanctions laws. You represent that you are not on any restricted or denied party list, that you are not located in, organized in, or acting on behalf of a person in a sanctioned jurisdiction, and that no Agent acting under your authority is doing so on your behalf.

15. User Submissions

When you submit information through the site, including names, contact details, and messages, you confirm that it is accurate and that you have the right to provide it. You grant Decentra a limited, non-exclusive license to use the submission to review, respond, perform compliance screening, and maintain security and audit records. Decentra does not sell or lease personal information. All data handling follows the Privacy and Data Handling Policy.

16. Security

Decentra employs layered security controls to protect data, transactions, and communications. However, no system is perfectly secure. You are responsible for using secure devices, networks, and integration practices when accessing Decentra resources, and for the security of systems on which your Agents run. Decentra reserves the right to monitor access and Agent activity for security, fraud prevention, and compliance purposes.

17. Disclaimers and Warranties

The site, the services, and all information are provided on an as is and as available basis. To the fullest extent permitted by law, Decentra disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Decentra does not warrant that the site or services will be uninterrupted, error free, or free of harmful components, that any transaction will be completed, authorized, or settled, that fraud will be prevented or detected, that any Third-Party Platform or blockchain network will function, or that results will meet your expectations.

18. Limitation of Liability

To the maximum extent permitted by law, Decentra and its affiliates, directors, officers, employees, contractors, and agents are not liable for any indirect, incidental, consequential, special, or exemplary damages, including loss of profits, revenue, data, goodwill, or Digital Assets, arising out of or relating to the site, the services, any Agentic Transaction, any Third-Party Platform, or any blockchain network, even if advised of the possibility of such damages.

Without limiting the foregoing, Decentra is not liable for: actions of Agents you deploy or authorize, including actions within a Mandate you configured; losses arising from compromised credentials or keys you were responsible for safeguarding; chargebacks, reversals, fines, or assessments attributable to transactions initiated under your authority; the acts, omissions, or insolvency of Third-Party Platforms; or the operation of blockchain networks, including finality, forks, and smart contract defects.

For access to and use of the public site without a signed agreement, Decentra’s total cumulative liability will not exceed one hundred United States dollars (USD 100). Where services are provided under a signed agreement, the liability terms of that agreement control.

19. Indemnification

You agree to defend, indemnify, and hold harmless Decentra, its affiliates, and their respective personnel against any claim, liability, loss, fine, penalty, assessment, or expense, including reasonable attorneys’ fees, arising out of or relating to: your use of the site or services; Agents deployed or authorized by you and their Agentic Transactions; your Mandate configurations; your submissions; your violation of law, sanctions, or network rules; your disputes with any counterparty or Third-Party Platform; or your breach of these Terms.

20. Suspension or Termination

Decentra may suspend or terminate access to the site or any service, or to any Agent’s credentials or authorization capability, at any time, without notice, for maintenance, security, fraud prevention, legal, regulatory, or operational reasons. Upon termination, rights granted to you under these Terms immediately end. Sections concerning intellectual property, confidentiality, records, dispute allocation, disclaimers, limitations of liability, indemnification, governing law, and dispute resolution survive termination.

21. Forward-Looking Information

Certain materials may include statements about planned products, timelines, integrations, patents, or markets. Such statements are forward-looking and subject to risks and uncertainties. References to patent-pending status describe filings made and do not guarantee that any patent will issue or that any particular scope will be granted. Actual results may differ materially. Decentra assumes no obligation to update or revise such statements.

22. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Georgia. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Any dispute, claim, or controversy arising out of or relating to these Terms, your use of the site or services, any Agentic Transaction, or any Decentra products or communications (collectively, “Disputes”) will be resolved exclusively through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules in effect at the time of filing. The seat and venue of arbitration will be DeKalb County, Georgia], and proceedings will be conducted in English. Each party bears its own costs, and the arbitrator may award costs or fees as permitted by law. The award is final and binding, and judgment may be entered in any court of competent jurisdiction.

Class Action Waiver: all Disputes must be brought on an individual basis. You and Decentra agree that no claim will be brought as a plaintiff or class member in any purported class, consolidated, or representative action or proceeding.

Opt-Out Option: you may opt out of binding arbitration within thirty (30) days of first acceptance of these Terms by sending written notice to legal@decentra.finance with the subject line “Arbitration Opt-Out – Decentra.” If you opt out, all Disputes will be resolved exclusively in the state or federal courts located in DeKalb County, Georgia, and you consent to personal jurisdiction there.

Nothing in this section prevents either party from seeking injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property, trade secrets, or confidential information.

23. General Provisions

Privacy: use of the site is subject to Decentra’s Privacy and Data Handling Policy.

Updates: Decentra may modify these Terms periodically; updated versions will be posted with a new Effective Date, and continued use after updates constitutes acceptance.

Entire Agreement: these Terms and referenced policies form the entire agreement regarding site access and unsigned services, and replace prior communications on the same subject; signed agreements control for the services they cover.

Severability and Waiver: invalid provisions are severed and the remainder stays in effect; failure to enforce is not a waiver.

Assignment: you may not assign these Terms without Decentra’s written consent; Decentra may assign to an affiliate or successor.

Force Majeure: Decentra is not responsible for delays or failures caused by events beyond its reasonable control, including acts of nature, war, terrorism, labor disputes, blockchain network failures, or network disruptions.

24. Notices and Contact

All legal notices to Decentra must be directed to:

Decentra, Attn: Legal Department
legal@decentra.finance

For privacy inquiries, partnership verification, or compliance correspondence: legal@decentra.finance.

Certain information on this site is confidential and has been intentionally withheld under active non-disclosure agreements. Decentra Finance operates within regulated frameworks where permitted. Whale Rails™, OpenStables™, and Stablecoins-as-a-Service™ are trademarks of Decentra Finance LLC. Some data intentionally withheld under active non-disclosure agreements.

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