NOTICE TO USERS: PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE PLATFORM
Critical Warnings
NON-CUSTODIAL ARCHITECTURE: utilsio operates as a non-custodial software interface. We do not possess, control, or have access to your cryptographic private keys. All private keys are generated client-side within your local environment.
UNAUDITED SMART CONTRACT TECHNOLOGY: The smart contracts underlying the Platform have not undergone professional third-party security audits. Critical vulnerabilities, exploits, or defects may exist. You acknowledge and accept all risks associated with interacting with unaudited smart contract code.
IRREVERSIBLE LOSS OF ACCESS: In the event you lose or fail to properly secure your twelve-word recovery phrase and encrypted backup file, your digital assets will be permanently and irrevocably inaccessible. We possess no technical capability to recover, reset, or restore access to your account or funds under any circumstances.
ABSENCE OF DEPOSIT INSURANCE: Digital assets held within your UtilsioWallet smart contract are not insured by any government entity, deposit insurance scheme, or private insurance provider. You bear sole responsibility for all financial risks.
ALPHA-STAGE SOFTWARE: The Platform constitutes experimental, alpha-stage software under active development. You should expect software defects, service interruptions, breaking changes, data inconsistencies, and other operational issues inherent to early-stage technology deployments.
1. Acceptance of Terms and Binding Agreement
1.1 Agreement to Terms
By accessing, browsing, or utilizing utilsio.dev (the “Platform”), you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Service (these “Terms”), as well as our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms in their entirety, you must immediately cease all use of the Platform.
1.2 Eligibility Requirements
Use of the Platform is subject to the following mandatory eligibility criteria:
(a) Age Requirement: You must be at least eighteen (18) years of age or the age of legal majority in your jurisdiction of residence, whichever is greater. By accessing the Platform, you represent and warrant that you meet this age requirement.
(b) Legal Capacity: You must possess the legal capacity to enter into binding contracts under the laws of your jurisdiction.
(c) Compliance with Laws: You must not be prohibited from accessing or using the Platform under any applicable laws, regulations, or sanctions regimes.
1.3 Prohibited Jurisdictions
The Platform is expressly not available to, and may not be used by, any person who is a resident, citizen, or otherwise located in any of the following jurisdictions (collectively, “Restricted Territories”):
- Democratic People’s Republic of Korea (North Korea)
- Islamic Republic of Iran
- Syrian Arab Republic
- Republic of Cuba
- Crimea, Donetsk People’s Republic, and Luhansk People’s Republic regions
- Any jurisdiction subject to comprehensive sanctions imposed by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury
- Any jurisdiction where access to or use of the Platform would violate applicable local laws or regulations
1.4 Prohibition on Circumvention Technologies
The use of virtual private networks (VPNs), proxy servers, or other technological means to circumvent geographic restrictions or misrepresent your location constitutes a material breach of these Terms and shall result in immediate termination of your access to the Platform.
2. Description of Services
utilsio is a non-custodial software interface that facilitates:
(a) Second-by-second cryptocurrency payment streaming utilizing the Superfluid Protocol;
(b) Deployment and management of smart contract wallets (“UtilsioWallet”) implementing EIP-7702 account abstraction;
(c) Integration with third-party software-as-a-service (SaaS) applications and content creators;
(d) Token swap and cross-chain transfer functionality via the LiFi Protocol; and
(e) Related blockchain interaction services as may be added from time to time.
2.2 Limited Role
We operate solely as a software interface provider. We are not, and do not function as:
(a) A financial institution, bank, credit union, trust company, or depository institution;
(b) A money transmitter, payment processor, or money services business;
(c) A securities exchange, broker-dealer, investment advisor, or commodity trading advisor;
(d) A custodian, trustee, or fiduciary with respect to your digital assets; or
(e) A party to any transaction between users and third-party creators or applications.
2.3 User Control
You retain complete control and custody of your digital assets at all times. The Platform merely provides software tools to facilitate your independent blockchain transactions.
3. Self-Custody and User Obligations
3.1 Client-Side Key Generation
Your cryptographic key pair, consisting of a private key and its corresponding twelve-word mnemonic recovery phrase, is generated entirely within your local browser environment using client-side cryptographic libraries. At no point during key generation, storage, or usage does the Platform or its operators:
(a) Receive, access, or view your private key or recovery phrase;
(b) Transmit your private key or recovery phrase across any network; or
(c) Store your private key or recovery phrase on any server, database, or storage medium controlled by us.
3.2 Sole Responsibility for Key Security
You acknowledge and agree that you bear sole and exclusive responsibility for:
(a) Securely recording and storing your twelve-word recovery phrase;
(b) Protecting your recovery phrase and encrypted backup file from unauthorized access, disclosure, loss, or destruction;
(c) Ensuring that no third party gains access to your recovery phrase or private key;
(d) Securing all devices, networks, and software used to access the Platform; and
(e) All consequences resulting from loss, theft, or unauthorized access to your cryptographic keys.
3.3 Irrevocable Loss of Access
You expressly acknowledge and accept that if you lose, delete, or otherwise fail to maintain access to BOTH:
(a) Your twelve-word recovery phrase; AND
(b) Your encrypted backup file;
then your digital assets will become permanently and irrevocably inaccessible, with no technical possibility of recovery by you, us, or any third party. This is an inherent characteristic of non-custodial cryptographic systems and not a deficiency in the Platform.
3.4 No Recovery Services
We do not provide, and are technically incapable of providing:
(a) Private key recovery services;
(b) Password reset functionality that would restore access to lost keys;
(c) Account recovery procedures for users who have lost their recovery phrase; or
(d) Any form of technical support that would circumvent the cryptographic security of your wallet.
You agree not to submit support requests related to lost keys, and acknowledge that any such requests will be declined.
3.5 Device and Network Security
You are responsible for implementing appropriate security measures on all devices and networks used to access the Platform, including but not limited to:
(a) Maintaining current anti-malware and security software;
(b) Avoiding use of compromised, public, or insecure networks;
(c) Protecting against keyloggers, screen capture malware, and other malicious software;
(d) Ensuring physical security of devices storing encrypted backup files; and
(e) Regularly updating operating systems and browser software.
Profile information you provide, including but not limited to your display name, email address, and avatar image (collectively, “Profile Data”), is treated as public information within the utilsio ecosystem.
4.2 Automatic Data Sharing
When you initiate a subscription to a creator or interact with an integrated third-party application, your Profile Data is automatically transmitted to such creator or application without requiring additional consent for each transaction. This automatic sharing is necessary for service delivery and is inherent to the Platform’s functionality.
4.3 License Grant
By creating an account and providing Profile Data, you hereby grant to utilsio a non-exclusive, worldwide, royalty-free, sublicensable license to:
(a) Store, process, and display your Profile Data;
(b) Transmit your Profile Data to creators and integrated applications with whom you interact; and
(c) Use your Profile Data to facilitate Platform functionality;
for the duration of your use of the Platform and as reasonably necessary thereafter to maintain historical records.
4.4 Data Accuracy
You represent and warrant that all Profile Data you provide is accurate, current, and complete. You agree to promptly update your Profile Data to maintain its accuracy. Provision of false, misleading, or fraudulent information may result in immediate account suspension or termination.
4.5 Third-Party Use
Once your Profile Data is shared with creators or integrated applications, such third parties’ use of your information is governed by their own privacy policies and terms of service. We are not responsible for third-party data practices.
5. Smart Contract Wallet Architecture
5.1 Wallet Deployment
Upon account creation, a smart contract implementing the UtilsioWallet specification is deployed to the Polygon blockchain network. This smart contract is deployed using EIP-7702 account abstraction technology and operates according to predetermined, immutable smart contract logic.
5.2 User Control and Smart Contract Rules
While you retain ultimate custody and control of your wallet via your private key, certain operations are governed by the smart contract’s programmatic rules, which include security features, withdrawal limits, and authorization requirements.
5.3 Withdrawal Mechanisms
(a) Platform-Supported Token (ERC-20) Withdrawals: Functions for withdrawing platform-supported tokens (USDT, USDTx) are protected by the onlyUser modifier in the smart contract code, ensuring that only transactions authorized by your private key can execute these withdrawals.
(b) Token Swap and Cross-Chain Withdrawals: Withdrawals involving token swaps or cross-chain transfers (ERC-20 tokens) via the withdrawToToken function may require immediate reimbursement of gas costs to the Platform in USDTx tokens, as calculated and enforced by the smart contract.
5.4 Blockchain Transparency
All transactions involving your UtilsioWallet, including subscriptions initiated, withdrawals executed, and balance changes, are recorded on the Polygon blockchain and are publicly visible, permanent, and immutable. This is an inherent characteristic of blockchain technology.
5.5 Smart Contract Immutability
Once deployed, smart contract code generally cannot be modified. While certain parameters may be adjustable through governance mechanisms, core logic is immutable. You acknowledge that bugs or vulnerabilities in smart contract code cannot be retroactively corrected without deploying new contracts and migrating assets.
6. Subscription Payment Streams
6.1 Supported Digital Assets
The Platform supports payment streaming using any ERC-20 compatible token deployed on the Polygon blockchain network. Individual creators specify which tokens they accept for subscriptions to their services.
6.2 Superfluid Protocol Integration
Subscription payments are facilitated through integration with the Superfluid Protocol, which enables continuous, second-by-second streaming of digital assets from subscribers to creators without requiring discrete transactions for each payment increment.
6.3 Dual-Authorization Requirement
Creation, modification, or deletion of a payment stream requires authorization from two parties:
(a) The subscriber (you); AND
(b) The Platform (utilsio).
This dual-authorization mechanism ensures that payment streams:
- Are created only with the subscriber’s explicit intent;
- Comply with the creator’s configured settings and pricing;
- Adhere to platform-wide limits and policies; and
- Conform to smart contract constraints.
The Platform reserves the right to decline to provide its required authorization signature for stream creation or modification in the following circumstances:
(a) The intended recipient creator has been suspended, terminated, or banned from the Platform;
(b) The proposed stream parameters would exceed applicable on-chain limits specified in Section 8;
(c) We have received a valid and enforceable legal order, subpoena, or takedown notice pertaining to the creator;
(d) The creator’s account is under active investigation for violations of these Terms or applicable law;
(e) We reasonably determine that the transaction may involve illegal activity, fraud, or money laundering; or
(f) Technical or operational circumstances prevent safe execution of the transaction.
6.5 Unilateral Cancellation Rights
Either you or the Platform may unilaterally cancel any active payment stream at any time, without requiring consent or authorization from the other party. Cancellation terminates future payments but does not reverse payments already streamed.
6.6 Finality of Streamed Payments
Digital assets transferred via payment streams are transferred in real-time on a second-by-second basis. Once assets are transferred on-chain, such transfers are:
(a) Final and irreversible;
(b) Not subject to chargeback, reversal, or refund by the Platform; and
(c) Governed solely by any refund or dispute resolution policies established by the recipient creator, if any.
We do not mediate payment disputes between subscribers and creators.
The Platform assesses a fee equal to five percent (5%) of all subscription payment streams. This fee is:
(a) Automatically deducted from the streamed amount in real-time;
(b) Calculated and enforced by smart contract logic; and
(c) Denominated in the same token as the underlying subscription payment.
For example, if a creator’s subscription costs 100 USDC per month, the subscriber’s wallet streams 105 USDC per month, with 100 USDC delivered to the creator and 5 USDC retained as the platform fee.
7.2 Gas Fee Reimbursement Mechanism
For blockchain transactions where the Platform executes the on-chain transaction on your behalf using a Platform-controlled address (including but not limited to withdrawal transactions, token swap transactions, and payment stream creation transactions), the smart contract automatically:
(a) Calculates the actual gas consumed by the transaction multiplied by the prevailing network gas price at the time of execution;
(b) Converts this cost to USDTx token equivalent; and
(c) Transfers the calculated amount in USDTx from your UtilsioWallet to the Platform’s designated gas reimbursement address.
7.3 Gas Calculation Transparency
Gas reimbursement amounts are calculated entirely by smart contract logic based on:
(a) Actual gas units consumed as recorded on-chain; and
(b) Network gas price at the time of transaction execution.
All gas reimbursement transfers are publicly visible on the Polygon blockchain and can be independently verified by any user.
7.4 Real-Time Settlement
All platform fees and gas reimbursements are settled immediately at the moment of transaction execution. The Platform does not operate a credit system, debt ledger, or deferred payment mechanism. There are no invoices, billing cycles, or payment terms.
7.5 Fee Modification Rights
We reserve the right to modify the subscription platform fee percentage and gas reimbursement methodology with thirty (30) days’ advance written notice posted prominently on the Platform. Continued use of the Platform following the effective date of fee changes constitutes acceptance of such changes.
8. Account Tiers and Transaction Limits
8.1 Tiered Account Structure
User accounts are categorized into verification tiers, each subject to different transaction limits:
| Tier Level | Verification Required | Withdrawal Limit (30-day rolling) | Maximum Flow Rate |
|---|
| Tier 1 (Unverified) | None | 1,000 USD | To be determined |
| Tier 2+ (Verified) | KYC/KYB identity verification | Higher limits (specific limits to be announced) | To be determined |
8.2 Smart Contract Enforcement
Tier 1 withdrawal limits are enforced programmatically by the UtilsioWallet smart contract and cannot be bypassed, overridden, or increased except by completing verification requirements to advance to a higher tier (when such verification functionality becomes available).
8.3 Rolling Time Window
The thirty (30) day withdrawal limit is calculated on a rolling basis, not as calendar months. At any given moment, the smart contract evaluates total withdrawals over the immediately preceding 30-day period.
8.4 Future Verification Implementation
Identity verification (Know Your Customer / Know Your Business) required for Tier 2 and higher is not currently implemented. When verification functionality becomes available, we will:
(a) Announce availability via email and Platform notice;
(b) Specify required documentation and verification procedures; and
(c) Update applicable transaction limits for verified accounts.
Collection and processing of identity verification information will be governed by our Privacy Policy and applicable data protection regulations.
8.5 Limit Calculation Methodology
Withdrawal limits apply to the aggregate of all withdrawal transactions, including:
(a) Direct native asset withdrawals;
(b) Token swap withdrawals; and
(c) Cross-chain transfer withdrawals.
Subscription payments made to creators do not count against withdrawal limits, as these represent legitimate platform usage rather than fund extraction.
9. Prohibited Conduct
You expressly agree that you shall not use the Platform to engage in, facilitate, or attempt to engage in any of the following prohibited activities:
9.1 Illegal Financial Activity
(a) Money laundering, terrorist financing, or proliferation financing;
(b) Sanctions evasion or conducting transactions with sanctioned persons or entities;
(c) Fraud, including wire fraud, securities fraud, or payment fraud;
(d) Embezzlement, misappropriation of funds, or conversion of assets;
(e) Operating unlicensed money transmission services;
(f) Tax evasion or structuring transactions to avoid reporting requirements;
(g) Ponzi schemes, pyramid schemes, or other investment fraud; or
(h) Any activity that would violate the Bank Secrecy Act, USA PATRIOT Act, or equivalent financial crime laws.
9.2 Illegal Commerce
(a) Sale, distribution, or financing of controlled substances, narcotics, or illegal drugs;
(b) Sale, transfer, or financing of weapons, explosives, or materials usable in weapons of mass destruction;
(c) Human trafficking, forced labor, or modern slavery;
(d) Sale or distribution of child sexual abuse material (CSAM) or any content depicting minors in sexualized contexts;
(e) Sale of stolen goods, counterfeit products, or fraudulently obtained items;
(f) Unauthorized access devices, hacking tools, or stolen credentials; or
(g) Any goods or services illegal under applicable law in your jurisdiction or the creator’s jurisdiction.
9.3 Market Manipulation and Trading Abuse
(a) Wash trading, fake volume generation, or artificial market activity;
(b) Pump-and-dump schemes or coordinated price manipulation;
(c) Front-running, sandwich attacks, or MEV extraction targeting other Platform users;
(d) Insider trading based on material non-public information; or
(e) Market manipulation that would violate securities or commodities regulations.
(a) Exploiting bugs, vulnerabilities, or unintended functionality in smart contracts or Platform code;
(b) Conducting or benefiting from attacks on smart contracts, including reentrancy attacks, flash loan attacks, or oracle manipulation;
(c) Deploying bots, scripts, or automated systems for abusive purposes including spam, fake account creation, or denial-of-service attacks;
(d) Reverse engineering, decompiling, or attempting to extract source code from proprietary Platform components;
(e) Creating multiple accounts to circumvent transaction limits, bans, or restrictions;
(f) Engaging in “Sybil attacks” or using multiple identities to manipulate Platform systems;
(g) Interfering with or disrupting Platform infrastructure, services, or other users’ access; or
(h) Attempting to gain unauthorized access to Platform systems, databases, or other users’ accounts.
9.5 Intellectual Property Violations
(a) Distributing, selling, or streaming copyrighted content without authorization;
(b) Distributing counterfeit goods or trademark-infringing products;
(c) Piracy of software, media, or other protected works;
(d) Violation of patent rights or trade secret misappropriation;
(e) Plagiarism or false claims of authorship; or
(f) Any activity that would violate the Digital Millennium Copyright Act (DMCA) or equivalent laws.
9.6 Harmful Content and Conduct
(a) Content or conduct promoting violence, terrorism, or violent extremism;
(b) Hate speech, incitement to discrimination, or promotion of hatred based on race, ethnicity, religion, gender, sexual orientation, disability, or other protected characteristics;
(c) Doxxing (publication of private personal information without consent);
(d) Harassment, stalking, bullying, or threatening behavior;
(e) Non-consensual intimate imagery or “revenge porn”;
(f) Content glorifying or encouraging self-harm or suicide; or
(g) Impersonation of other individuals, organizations, or the Platform itself.
9.7 Prohibited Account Actions
(a) Providing false, misleading, or fraudulent information during account creation or verification;
(b) Using another person’s identity, email address, or personal information without authorization;
(c) Selling, renting, or transferring your account to third parties;
(d) Sharing account credentials with others or allowing unauthorized access to your account; or
(e) Creating accounts for the purpose of resale or speculation.
9.8 Consequences of Prohibited Conduct
Engaging in any prohibited conduct shall result in:
(a) Immediate suspension or termination of your account and Platform access;
(b) Cancellation of all active subscription streams;
(c) Potential reporting to law enforcement or regulatory authorities;
(d) Cooperation with legal proceedings or investigations;
(e) Pursuit of legal remedies including injunctive relief and monetary damages; and
(f) Blacklisting of associated wallet addresses, email addresses, and identity information.
We reserve the right to investigate suspected violations and to take appropriate action in our sole discretion.
10. Third-Party Creators and Integrated Applications
10.1 Independent Third Parties
Creators offering subscription services and developers offering integrated applications (“Third-Party Service Providers”) are independent contractors operating their own businesses. They are not agents, employees, partners, or representatives of utilsio.
10.2 No Endorsement or Warranty
Inclusion of a creator or application on the Platform does not constitute an endorsement, recommendation, or warranty of any kind. We make no representations regarding:
(a) The quality, safety, legality, or suitability of third-party services;
(b) The accuracy of information provided by Third-Party Service Providers;
(c) The ability or willingness of creators to deliver promised services;
(d) The financial stability or business practices of Third-Party Service Providers; or
(e) Compliance by Third-Party Service Providers with applicable laws and regulations.
10.3 Third-Party Service Provider Responsibilities
Third-Party Service Providers are solely responsible for:
(a) Delivering services, content, or products as described in their offerings;
(b) Complying with all applicable laws, including consumer protection, privacy, and licensing requirements;
(c) Collecting and remitting applicable taxes on their revenue;
(d) Handling customer service, support requests, and dispute resolution with subscribers;
(e) Maintaining adequate data security and privacy protections;
(f) Their own terms of service, privacy policies, and refund policies; and
(g) Any liabilities arising from their services or conduct.
10.4 User Due Diligence
You are solely responsible for:
(a) Evaluating Third-Party Service Providers before subscribing;
(b) Reading and understanding third-party terms of service and privacy policies;
(c) Assessing the risks associated with any subscription or purchase;
(d) Verifying that third-party services are legal and appropriate in your jurisdiction; and
(e) Resolving disputes directly with Third-Party Service Providers.
We are not liable for:
(a) Failures by creators to deliver services or honor subscriptions;
(b) Defects, deficiencies, or misrepresentations in third-party offerings;
(c) Disputes between users and Third-Party Service Providers;
(d) Privacy breaches, data theft, or security incidents involving third parties;
(e) Illegal, fraudulent, or harmful conduct by Third-Party Service Providers;
(f) Financial losses resulting from third-party service failures or misconduct; or
(g) Any damages, direct or indirect, arising from your interactions with Third-Party Service Providers.
10.6 Removal of Third-Party Service Providers
We reserve the right to remove, suspend, or ban any Third-Party Service Provider from the Platform at any time, with or without notice, for any reason including:
(a) Violations of these Terms or Platform policies;
(b) Receipt of legal complaints, takedown notices, or regulatory orders;
(c) Suspected illegal activity or fraud;
(d) Excessive user complaints or disputes;
(e) Failure to deliver services as promised; or
(f) Any conduct we determine, in our sole discretion, to be harmful to the Platform or its users.
11. Disclaimers of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL SERVICES, SOFTWARE, SMART CONTRACTS, AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND.
11.1 Disclaimer of All Warranties
WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:
(a) WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT;
(b) WARRANTIES REGARDING ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT OR INFORMATION;
(c) WARRANTIES OF UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OPERATION;
(d) WARRANTIES THAT DEFECTS OR ERRORS WILL BE CORRECTED;
(e) WARRANTIES REGARDING THE SECURITY OF DATA TRANSMISSION OR STORAGE;
(f) WARRANTIES THAT THE PLATFORM IS FREE FROM VIRUSES, MALWARE, OR HARMFUL COMPONENTS; OR
(g) ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
11.2 Alpha Software Disclaimer
YOU EXPRESSLY ACKNOWLEDGE THAT THE PLATFORM CONSTITUTES ALPHA-STAGE SOFTWARE UNDER ACTIVE DEVELOPMENT. ALPHA SOFTWARE IS INHERENTLY UNSTABLE AND SUBJECT TO:
(a) Critical software bugs and defects;
(b) Data loss, corruption, or inconsistency;
(c) Unexpected behavior and system failures;
(d) Breaking changes that may render prior functionality obsolete;
(e) Incomplete features and missing functionality;
(f) Security vulnerabilities and exploits; and
(g) Service interruptions and unplanned downtime.
YOU ASSUME ALL RISKS ASSOCIATED WITH USE OF ALPHA-STAGE SOFTWARE.
11.3 Smart Contract Risks
YOU ACKNOWLEDGE AND ACCEPT THE FOLLOWING RISKS INHERENT TO SMART CONTRACT TECHNOLOGY:
(a) Absence of Audit: The UtilsioWallet and related smart contracts HAVE NOT undergone professional third-party security audits. No independent verification of security, correctness, or safety has been performed.
(b) Immutability: Once deployed to the blockchain, smart contract code is immutable and cannot be modified to fix bugs, patch vulnerabilities, or add features without deploying entirely new contracts and migrating user assets.
(c) Complexity Risks: Smart contracts involve complex logic interacting with multiple external protocols (Superfluid, LiFi, Alchemy). Unforeseen interactions or edge cases may produce unexpected results.
(d) Experimental Technology: The Platform utilizes cutting-edge and experimental technologies including EIP-7702 account abstraction, which have limited production deployment history and may contain undiscovered flaws.
(e) Dependency Risks: Smart contracts depend on external protocols and oracles (Superfluid, LiFi, Alchemy RPC). Failures, exploits, or changes in these dependencies may impact Platform functionality.
(f) Upgrade Risks: Future smart contract upgrades or migrations may introduce new vulnerabilities, incompatibilities, or unexpected behavior.
(g) Economic Risks: Smart contract logic implements token streaming, fee collection, and limit enforcement. Bugs in this logic could result in incorrect fee calculations, unauthorized fund movements, or inability to access funds.
YOU USE SMART CONTRACT FUNCTIONALITY AT YOUR SOLE RISK AND ACKNOWLEDGE THAT SMART CONTRACT BUGS OR EXPLOITS MAY RESULT IN TOTAL LOSS OF YOUR DIGITAL ASSETS.
11.4 Blockchain and Distributed Ledger Risks
YOU ACKNOWLEDGE THE FOLLOWING RISKS INHERENT TO BLOCKCHAIN TECHNOLOGY:
(a) Irreversibility: Blockchain transactions are irreversible once confirmed. Erroneous transactions cannot be undone or reversed by the Platform or any third party.
(b) Network Congestion: During periods of high network activity, transactions may be delayed or fail to confirm, potentially resulting in missed opportunities or failed operations.
(c) Variable Gas Costs: Network gas fees fluctuate based on demand and may spike to levels that make small transactions economically infeasible.
(d) Chain Reorganizations: Blockchain networks may experience temporary forks or reorganizations, potentially affecting transaction finality.
(e) Hard Forks and Chain Splits: The Polygon network may undergo hard forks or contentious upgrades resulting in chain splits, potentially creating uncertainty about asset ownership or transaction validity.
(f) Protocol Vulnerabilities: The underlying Polygon blockchain protocol may contain undiscovered vulnerabilities that could be exploited to compromise network security or user funds.
(g) Validator Failures: Blockchain network operation depends on validator nodes. Widespread validator failures could result in network halts, transaction processing delays, or consensus failures.
(h) 51% Attacks: Although unlikely on Polygon, blockchain networks are theoretically vulnerable to attacks by parties controlling a majority of network validation power.
11.5 Third-Party Service Risks
The Platform integrates with third-party services including:
- Superfluid Protocol (payment streaming)
- LiFi Protocol (cross-chain swaps)
- Alchemy (RPC infrastructure)
- Supabase (database services)
- Brevo (email services)
WE MAKE NO WARRANTIES REGARDING THE AVAILABILITY, RELIABILITY, SECURITY, OR PERFORMANCE OF THESE THIRD-PARTY SERVICES. FAILURES, EXPLOITS, OR SERVICE INTERRUPTIONS AT THIRD-PARTY PROVIDERS MAY IMPACT PLATFORM FUNCTIONALITY, AND WE ASSUME NO LIABILITY FOR SUCH THIRD-PARTY SERVICE ISSUES.
11.6 No Financial Advice
NOTHING ON THE PLATFORM CONSTITUTES FINANCIAL, INVESTMENT, LEGAL, TAX, OR OTHER PROFESSIONAL ADVICE. YOU ARE SOLELY RESPONSIBLE FOR:
(a) Conducting your own research and due diligence;
(b) Assessing the suitability of any transaction or investment for your circumstances;
(c) Consulting with qualified professional advisors before making financial decisions; and
(d) Understanding the tax implications of cryptocurrency transactions in your jurisdiction.
11.7 Regulatory Uncertainty
CRYPTOCURRENCY AND BLOCKCHAIN TECHNOLOGY EXIST IN A RAPIDLY EVOLVING REGULATORY ENVIRONMENT. LAWS AND REGULATIONS MAY CHANGE WITHOUT NOTICE, POTENTIALLY:
(a) Prohibiting or restricting use of the Platform in certain jurisdictions;
(b) Imposing new compliance obligations on users or the Platform;
(c) Affecting the legal status or enforceability of smart contracts;
(d) Impacting the value, transferability, or legal classification of digital assets; or
(e) Requiring the Platform to suspend operations, implement restrictions, or shut down entirely.
WE MAKE NO REPRESENTATIONS REGARDING THE CURRENT OR FUTURE REGULATORY STATUS OF THE PLATFORM OR COMPLIANCE WITH LAWS THAT MAY APPLY TO YOUR USE.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UTILSIO, ITS OPERATORS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, OR LICENSORS (COLLECTIVELY, THE “UTILSIO PARTIES”) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER.
12.1 Exclusion of Consequential Damages
THE UTILSIO PARTIES SHALL NOT BE LIABLE FOR:
(a) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
(b) LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES;
(c) LOSS OF OR DAMAGE TO DIGITAL ASSETS, WHETHER HELD IN UTILSIOWALLET OR OTHERWISE;
(d) COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES;
(e) BUSINESS INTERRUPTION OR SYSTEM FAILURES;
(f) LOSS ARISING FROM DELETED, CORRUPTED, OR FAILED TO STORE ANY DATA OR CONTENT;
(g) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM USE OF THE PLATFORM;
(h) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
(i) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM;
(j) REGULATORY ENFORCEMENT ACTIONS, FINES, OR PENALTIES;
(k) TAX LIABILITIES ARISING FROM YOUR TRANSACTIONS; OR
(l) ANY OTHER MATTER RELATING TO THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
12.2 Cap on Direct Damages
TO THE EXTENT THAT APPLICABLE LAW DOES NOT PERMIT THE COMPLETE EXCLUSION OF LIABILITY SET FORTH ABOVE, OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL BE LIMITED TO THE GREATER OF:
(a) ZERO DOLLARS ($0.00 USD); OR
(b) THE TOTAL AMOUNT OF PLATFORM FEES YOU PAID TO UTILSIO IN THE THIRTY (30) DAYS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.
IN MOST CASES, THIS LIMIT WILL BE ZERO DOLLARS, AS MOST USERS PAY NO DIRECT FEES TO THE PLATFORM.
12.3 Specific Exclusions
THE UTILSIO PARTIES ARE NOT LIABLE FOR LOSSES RESULTING FROM:
(a) Your loss or compromise of private keys, recovery phrases, or backup files;
(b) Forgotten passwords or loss of access credentials;
(c) Smart contract bugs, exploits, vulnerabilities, or unexpected behavior;
(d) Blockchain network failures, congestion, forks, or reorganizations;
(e) Third-party protocol failures (Superfluid, LiFi, Alchemy, etc.);
(f) Government seizures, sanctions enforcement, or regulatory actions;
(g) Errors in transaction parameters you submitted;
(h) Delays in transaction confirmation or processing;
(i) Fluctuations in gas prices or cryptocurrency values;
(j) Failures by creators to deliver services or honor subscriptions;
(k) Disputes with creators or other users;
(l) Phishing attacks, social engineering, or user error;
(m) Malware, viruses, or security compromises on your devices;
(n) Network attacks, including DDoS attacks, targeting the Platform;
(o) Force majeure events as defined in Section 14; or
(p) Any cause beyond our reasonable control.
12.4 Basis of the Bargain
YOU ACKNOWLEDGE THAT THE PLATFORM IS PROVIDED FREE OF CHARGE (PLATFORM FEES ARE CHARGED TO CREATORS, NOT TO YOU FOR BASIC USAGE) AND THAT THE DISCLAIMERS AND LIMITATIONS SET FORTH IN THESE TERMS REFLECT A REASONABLE ALLOCATION OF RISK AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND UTILSIO. THE PLATFORM WOULD NOT BE PROVIDED WITHOUT THESE LIMITATIONS.
12.5 Failure of Essential Purpose
THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION SHALL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
12.6 Jurisdictional Variations
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
13. Indemnification
13.1 Your Indemnification Obligation
You agree to indemnify, defend (at our option), and hold harmless the utilsio Parties from and against any and all claims, demands, actions, damages, losses, costs, liabilities, and expenses (including reasonable attorneys’ fees and court costs) arising out of or relating to:
(a) Your access to or use of the Platform;
(b) Your violation of these Terms or any applicable law or regulation;
(c) Your violation of any third-party rights, including intellectual property rights, privacy rights, or contractual rights;
(d) Any content, information, or materials you submit, post, or transmit through the Platform;
(e) Your transactions with or subscriptions to creators;
(f) Your use of third-party integrated applications;
(g) Any fraudulent, negligent, or intentionally wrongful actions you take;
(h) Disputes between you and any creator, third-party application, or other user;
(i) Your failure to maintain the security of your private keys or recovery phrase;
(j) Tax liabilities arising from your cryptocurrency transactions;
(k) Your use of the Platform in a manner that causes harm to others; or
(l) Any breach of representations or warranties you made in these Terms.
13.2 Defense and Settlement
We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses. You shall not settle any claim subject to this indemnification provision without our prior written consent.
13.3 Notice Requirement
You agree to promptly notify us of any third-party claims subject to this indemnification provision and to provide reasonable cooperation in the defense of such claims.
14. Termination
14.1 Termination by User
You may cease using the Platform at any time by simply discontinuing access. You are not required to formally close your account or notify us of termination.
We reserve the right to suspend, restrict, or terminate your access to the Platform immediately, with or without notice, for any reason or no reason, including but not limited to:
(a) Violation of these Terms or any Platform policies;
(b) Engagement in prohibited conduct as defined in Section 9;
(c) Receipt of a court order, subpoena, or other legal process requiring termination;
(d) Receipt of credible reports of illegal activity or fraud;
(e) Suspected money laundering, terrorist financing, or sanctions violations;
(f) Repeated complaints from creators or other users;
(g) Attempts to exploit Platform vulnerabilities or smart contract bugs;
(h) Provision of false, misleading, or fraudulent information;
(i) Creation of multiple accounts to evade restrictions or limits;
(j) Inability to verify your identity when required;
(k) Determination that continued access poses risks to the Platform, other users, or the utilsio Parties; or
(l) Permanent shutdown of Platform operations (see Section 14.4).
14.3 Effect of Termination
Upon termination of your access to the Platform:
(a) Your ability to access the Platform interface and associated services will cease immediately;
(b) Active subscription payment streams may be cancelled by us;
(c) Your account profile and associated metadata may be deleted from our systems;
(d) You will no longer receive Platform-related emails or notifications;
(e) Sections of these Terms that by their nature should survive termination shall continue to apply, including but not limited to Sections 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), 15 (Governing Law), and 17 (Miscellaneous);
(f) Your UtilsioWallet smart contract and all digital assets held therein remain fully accessible to you via your private key. Termination of Platform access does not affect your ownership or control of on-chain assets; and
(g) Active Superfluid payment streams continue to operate on-chain until explicitly cancelled by you or the recipient, as the Superfluid Protocol operates independently of the Platform interface.
We reserve the right to permanently cease operations and shut down the Platform at any time, with or without advance notice, for any reason including but not limited to:
(a) Business decisions to discontinue operations;
(b) Regulatory or legal requirements;
(c) Technical, operational, or financial infeasibility; or
(d) Force majeure events.
CRITICAL PROTECTION: Because the Platform is built on non-custodial architecture:
(a) Your funds remain safe: All digital assets are held in your UtilsioWallet smart contract, which exists permanently on the Polygon blockchain independent of our operations.
(b) Direct access persists: You can interact with your UtilsioWallet directly using your private key through any Polygon-compatible wallet interface (e.g., MetaMask, WalletConnect).
(c) Streaming continues: Active Superfluid payment streams continue to flow on-chain and can be managed directly through the Superfluid Protocol interface at https://app.superfluid.finance
(d) Withdrawal functionality preserved: Smart contract withdrawal functions (withdrawUsdt, withdrawUsdtx, withdrawToToken) remain callable directly on-chain.
(e) No fund lockup: Unlike custodial platforms where shutdown can result in locked or frozen funds, your assets remain under your exclusive control at all times.
In the event of Platform shutdown, we will endeavor to provide reasonable advance notice and instructions for direct smart contract interaction, but are not legally obligated to do so.
15. Governing Law and Dispute Resolution
15.1 Governing Law
These Terms and any disputes arising out of or relating to these Terms or the Platform shall be governed by and construed in accordance with the laws of the Socialist Republic of Vietnam, without giving effect to any conflict of law principles that would require application of the laws of a different jurisdiction.
15.2 Arbitration Agreement
YOU AND UTILSIO AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL BE RESOLVED EXCLUSIVELY THROUGH BINDING ARBITRATION rather than in court, except as set forth below.
(a) Arbitration Venue and Rules: Arbitration shall be conducted in Ho Chi Minh City, Vietnam under the rules of the Vietnam International Arbitration Centre (VIAC) in effect at the time of filing.
(b) Arbitrator Authority: The arbitrator shall have exclusive authority to resolve all disputes, including disputes regarding the existence, scope, validity, or enforceability of this arbitration agreement.
(c) Language: Arbitration proceedings shall be conducted in English or Vietnamese, as mutually agreed by the parties or as determined by the arbitrator.
(d) Costs: Each party shall bear its own costs and attorneys’ fees unless the arbitrator determines otherwise based on the merits or applicable law. The arbitrator’s fees and VIAC administrative costs shall be shared equally unless the arbitrator allocates them differently.
(e) Award: The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
15.3 Exceptions to Arbitration
Notwithstanding Section 15.2, either party may:
(a) Seek injunctive or equitable relief in a court of competent jurisdiction to prevent irreparable harm;
(b) Bring an action in small claims court if the claim qualifies; or
(c) Seek provisional remedies in aid of arbitration from a court of competent jurisdiction.
15.4 Class Action Waiver
YOU AGREE THAT ANY ARBITRATION OR LEGAL PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE ACTION. You waive any right to participate in any class action, collective action, or representative proceeding against utilsio.
15.5 Jurisdiction for Non-Arbitrable Matters
For any matters not subject to arbitration pursuant to Section 15.3, the parties submit to the exclusive jurisdiction of the courts of Ho Chi Minh City, Vietnam.
15.6 Waiver of Jury Trial
TO THE EXTENT PERMITTED BY LAW, YOU WAIVE ANY RIGHT TO A JURY TRIAL IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM.
15.7 Time Limitation on Claims
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or relating to these Terms or the Platform must be filed within one (1) year after such claim or cause of action arose, or be forever barred.
16. Modifications to Terms
16.1 Right to Modify
We reserve the right to modify, amend, or replace these Terms at any time in our sole discretion.
16.2 Notice of Material Changes
For modifications we determine to be material (including but not limited to changes to fees, liability provisions, arbitration terms, or user rights), we will provide notice by:
(a) Posting a prominent notice on the Platform; and
(b) Sending an email notification to the email address associated with your account;
at least thirty (30) days prior to the effective date of such changes.
16.3 Notice of Non-Material Changes
For modifications we determine to be non-material (such as clarifications, corrections of typos, or changes to contact information), we may provide notice solely by updating the “Last Updated” date at the top of these Terms.
16.4 Acceptance of Changes
Your continued access to or use of the Platform after the effective date of any modification constitutes your binding acceptance of the modified Terms. If you do not agree to the modified Terms, you must cease using the Platform.
16.5 Version Control
We will maintain previous versions of these Terms and make them available upon request for a period of at least two (2) years following modification.
17. Miscellaneous Provisions
17.1 Entire Agreement
These Terms, together with our Privacy Policy and any other policies or guidelines incorporated by reference, constitute the entire agreement between you and utilsio regarding the Platform and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral.
17.2 Severability
If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. If such modification is not possible, the provision shall be severed from these Terms. The remaining provisions shall continue in full force and effect and shall not be affected by the invalid, illegal, or unenforceable provision or its removal.
17.3 No Waiver
Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision unless expressly acknowledged and agreed to in writing by us. No waiver of any breach or default shall constitute a waiver of any subsequent breach or default.
17.4 Assignment
You may not assign, transfer, delegate, or sublicense your rights or obligations under these Terms without our prior written consent. Any attempted assignment in violation of this provision is void. We may freely assign, transfer, or delegate our rights and obligations under these Terms without restriction, including to any parent, subsidiary, affiliate, or successor entity, or in connection with any merger, acquisition, corporate reorganization, or sale of assets.
17.5 Third-Party Beneficiaries
These Terms do not create any third-party beneficiary rights except as expressly set forth herein. No third party shall have any right to enforce any provision of these Terms.
17.6 Force Majeure
We shall not be liable for any failure or delay in performance of our obligations under these Terms due to events beyond our reasonable control, including but not limited to:
(a) Acts of God, natural disasters, earthquakes, floods, fires, or severe weather;
(b) War, terrorism, civil unrest, riots, or insurrection;
(c) Government actions, embargoes, sanctions, or regulations;
(d) Epidemics, pandemics, or public health emergencies;
(e) Labor disputes, strikes, or lockouts;
(f) Internet or telecommunications failures not caused by us;
(g) Blockchain network failures, hard forks, or protocol-level issues;
(h) Failures of third-party service providers (AWS, Alchemy, Superfluid, etc.);
(i) Cyberattacks, hacking, or distributed denial of service (DDoS) attacks; or
(j) Any other event constituting force majeure under Vietnamese law.
17.7 Relationship of Parties
Nothing in these Terms creates any partnership, joint venture, agency, employment, or fiduciary relationship between you and utilsio. You are not our agent and have no authority to bind us or create obligations on our behalf.
17.8 Headings
Section and subsection headings in these Terms are for convenience only and shall not affect the interpretation of these Terms.
17.9 Language
These Terms are provided in English. If these Terms are translated into other languages, the English version shall control in the event of any conflict or inconsistency.
17.10 Electronic Communications
You consent to receive communications from us electronically, including via email, Platform notifications, or postings on the Platform. You agree that all agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing.
For legal notices, questions about these Terms, or to exercise your rights under these Terms, you may contact us at:
Email: legal@utilsio.dev
All legal notices to utilsio must be sent to the email address specified above. Notices sent to any other address or email may not be effective.
17.12 Survival
The following sections shall survive termination of your access to the Platform or these Terms: Sections 3 (Self-Custody), 5 (Smart Contract Wallet), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), 15 (Governing Law), 16 (Modifications), and 17 (Miscellaneous).
18. Acknowledgment of Understanding
BY CLICKING “I AGREE,” CREATING AN ACCOUNT, OR OTHERWISE ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT:
(a) You have read and understood these Terms in their entirety;
(b) You agree to be bound by these Terms;
(c) You meet all eligibility requirements set forth in Section 1;
(d) You understand that the Platform involves alpha-stage software with significant risks;
(e) You understand that smart contracts are unaudited and may contain critical vulnerabilities;
(f) You understand that loss of your private key results in permanent, irrecoverable loss of funds;
(g) You understand that blockchain transactions are irreversible;
(h) You understand that we provide no warranties and have severely limited liability;
(i) You agree to resolve disputes through binding arbitration in Vietnam;
(j) You waive your right to participate in class actions; and
(k) You accept all risks associated with use of cryptocurrency and blockchain technology. Last modified on February 17, 2026
