These Terms of Service ("Terms") govern your access to and use of the website, waitlist, diligence materials, and automated trading platform operated by Numen Labs, Inc. ("Numen," "we," "us," or "our"). By accessing or using the Services, you agree to these Terms.
1. Eligibility
You must be at least 18 years old and legally capable of entering a binding contract. You represent that you are not located in a jurisdiction where use of the Services is prohibited and that you will comply with all applicable laws, including securities, commodities, and anti-money laundering regulations.
2. The Services
Numen provides software that automates trading and hedging strategies in digital asset markets. Access may be granted on an invitation or application basis. We may modify, suspend, or discontinue any feature at any time.
No investment advice. Nothing on the platform constitutes investment, legal, or tax advice. Past performance does not guarantee future results. Digital asset trading involves substantial risk of loss.
3. Accounts and connectivity
You are responsible for safeguarding account credentials and for all activity under your account. You authorize Numen to execute trades and related actions through connected wallets, exchanges, or custodians you designate, subject to your configured limits.
4. Fees and refunds
Unless otherwise agreed in writing, Numen charges a performance fee equal to five percent (5%) of net realized profits attributable to your account during a billing period. No fee is charged on principal or unrealized gains.
Marketing materials may describe a loss-refund program. Any refund is subject to program terms, caps, verification, and sole discretion of Numen. Refunds do not constitute insurance and may be modified or discontinued.
5. Acceptable use
You agree not to:
- reverse engineer, scrape, or interfere with the Services;
- use the Services for market manipulation or unlawful activity;
- misrepresent your identity or source of funds;
- circumvent access controls, rate limits, or security measures.
6. Intellectual property
The Services, including software, models, documentation, and branding, are owned by Numen or its licensors. We grant you a limited, non-exclusive, non-transferable license to use the Services during your authorized access period.
7. Disclaimers
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION OR PROFITABLE OUTCOMES.
8. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NUMEN AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, DATA, OR GOODWILL. OUR AGGREGATE LIABILITY ARISING OUT OF THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) FEES PAID BY YOU TO NUMEN IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100).
9. Indemnification
You will defend, indemnify, and hold harmless Numen from claims arising out of your use of the Services, your violation of these Terms, or your violation of any law or third-party right.
10. Dispute resolution
These Terms are governed by the laws of the State of Delaware, excluding conflict-of-law principles. Any dispute will be resolved by binding arbitration in San Francisco, California, under the rules of the American Arbitration Association, except that either party may seek injunctive relief in court. You waive any right to participate in a class action.
11. Termination
We may suspend or terminate your access at any time for any reason, including risk, compliance, or inactivity. Upon termination, provisions that by their nature should survive will remain in effect.
12. General
These Terms constitute the entire agreement between you and Numen regarding the Services. If any provision is unenforceable, the remainder will remain in effect. Our failure to enforce a provision is not a waiver.
13. Contact
Legal notices: legal@numenlabs.com. Numen Labs, Inc., 548 Market Street, PMB 74219, San Francisco, CA 94104.