Terms of Use
Last Updated: July 2026
These Terms of Use (the “Terms”) govern your access to and use of the website and application located at https://floelabs.xyz, any subdomains, documentation, APIs, dashboards, developer tools, and user interfaces (collectively, the “Site” or “Interface”), and the products and services described below (collectively, the “Services”).
These Terms are a binding agreement between Floe Labs, Inc., a Delaware corporation (“Floe,” “we,” “us,” or “our”), and any individual or entity that accesses or uses the Services (“User,” “you,” or “your”). If you use the Services on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” refers to that entity.
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and all policies incorporated by reference, including the Privacy Policy, Disclaimers, Risk and Sanctions Statements, and any product-specific terms presented at sign-up. Section 12 contains a binding arbitration provision and a class-action waiver that affect your legal rights. Please read it carefully.
The Services
1.1 What Floe Provides
Floe is a financial-operations platform for AI-agent operators, developers, and their sponsoring organizations. Depending on the features you enable, the Services may include:
• A unified account and API key through which you and your agents can access, meter, and pay for third-party model and vendor services (“Vendor Services”) on a pay-as-you-go basis;
• Prepaid balances, promotional or welcome credits, and other stored value that Floe holds and applies toward your and your agents’ usage of Vendor Services (“Floe Balances”);
• Spend management, budgeting, per-agent limits, routing, ledgering, and reporting tools;
• Business verification (“KYB”) and related identity and compliance checks, including through third-party providers;
• Virtual card issuance and card-based spend, provided through a third-party issuer and its bank partners, where offered;
• Fiat on-ramp and off-ramp functionality, provided through third-party providers such as Coinbase, where offered; and
• Reputation, cost-optimization, and underwriting analytics derived from transaction activity, and, where offered and subject to separate terms, embedded working-capital or deferred-payment features.
Not all features are available to all users or in all jurisdictions. Some features are offered by third parties, are subject to separate terms, and/or are made available only “where offered.” Floe may add, modify, condition, or discontinue any feature at any time.
1.2 Account Model
The Services include non-custodial functions.
Non-custodial (human user wallets). Wallets provisioned for human users through the Interface are non-custodial and are provided and secured through a third-party wallet-infrastructure provider (Privy) or through a self-hosted wallet you connect. Floe does not custody the assets in these wallets and does not control or have access to the associated private keys. You are solely responsible for the security of your wallet, keys, and credentials, and for all transactions you authorize. Your use of the Privy-provided wallet is also subject to Privy’s terms and privacy policy.
Floe Balances are held for payment purposes. Except as expressly stated in a separate written agreement, Floe Balances are not deposits, are not interest-bearing, are not insured by the FDIC or any other authority, and confer no ownership interest in Floe. You authorize Floe to apply your Floe Balance and, where applicable, initiate payments to Vendor Services and other third parties in accordance with your instructions and configured controls.
1.3 Vendor Services and Resale
Floe may act as a reseller or payment facilitator for Vendor Services. Your use of any Vendor Service may be subject to that vendor’s own terms, acceptable-use policies, and pricing, which may change. Floe does not create, control, or guarantee Vendor Services and is not responsible for their availability, quality, accuracy, or output. Pricing displayed in the Interface may include Floe’s fees, markups, or margin. Vendor Services consumed are generally non-refundable once delivered.
1.4 Fees
Floe charges fees for the Services, which may include resale margin on Vendor Services, transaction and settlement fees, ramp fees, card interchange or program fees, and platform or subscription fees. Applicable fees are disclosed in the Interface, an order form, or a separate schedule. Except where required by law or expressly stated, fees are non-refundable. You are responsible for all taxes associated with your use of the Services other than taxes on Floe’s net income.
1.5 Fiat On-Ramp / Off-Ramp; Card Issuance; Third-Party Financial Providers
Certain features are provided by regulated third parties, not by Floe. Fiat on-ramp and off-ramp conversions, where offered, are provided by third-party providers (for example, Coinbase) that act as the money services business or money transmitter for those conversions, subject to their own terms and eligibility requirements. Virtual card issuance, where offered, is provided by a third-party card issuer and its sponsoring bank. Non-custodial user wallets are provided through a third-party wallet-infrastructure provider (Privy). Floe is not a bank, is not the card issuer, is not the wallet custodian, and is not the money transmitter for third-party ramp conversions. Your use of these features constitutes acceptance of the applicable third-party terms, and Floe is not responsible for those providers’ acts or omissions.
1.6 Informational Content
Educational and marketing content on the Site is provided for general informational purposes only. Floe does not provide investment, financial, legal, tax, accounting, or regulatory advice, and nothing on the Site is a recommendation to buy, sell, or use any financial product or asset.Eligibility and Compliance
2.1 Eligibility
You represent and warrant that: (a) you are at least 18 years old and have legal capacity to enter into these Terms; (b) if acting for an entity, you are authorized to bind it; (c) your use of the Services complies with all laws applicable to you; and (d) you are not a Restricted Person (defined below).
2.2 Sanctions and Restricted Persons
You represent and warrant that you are not, and are not acting on behalf of, a person that is: (a) named on any sanctions list maintained by the U.S. Office of Foreign Assets Control (OFAC), the U.S. State or Commerce Departments, the United Nations, the European Union, the United Kingdom, or other applicable authority; (b) organized or resident in a comprehensively sanctioned jurisdiction; or (c) otherwise prohibited from using the Services under applicable law (a “Restricted Person”). Floe may screen users, wallet addresses, and transactions and may block, freeze, delay, or reverse activity, and restrict or terminate access, to comply with sanctions, anti-money-laundering, and other legal obligations.
2.3 Verification
Floe may require identity and business-verification information (including KYB) as a condition of access to some or all Services, and may use third-party providers to collect and verify it. You agree to provide accurate, current, and complete information and to update it as needed. Floe may suspend or terminate access if verification cannot be completed or if information is inaccurate.Your Responsibilities
3.1 Account Security
You are responsible for safeguarding your account credentials, API keys, and wallet keys, and for all activity that occurs under your account or keys, whether initiated by you, your personnel, or agents you deploy. Notify Floe promptly of any suspected unauthorized use. Floe is not liable for losses arising from your failure to secure credentials.
3.2 Agent Configuration and Spend
You are solely responsible for configuring, supervising, and controlling any AI agents you deploy through the Services, including any budgets, limits, and controls. You remain responsible for all spend, transactions, and obligations incurred by your agents, including runaway, erroneous, looping, or unintended spend, regardless of any tools Floe provides to help you set limits. Floe’s spend-control tooling is provided on a commercially reasonable, best-effort basis and does not guarantee that any given transaction will be prevented.
3.3 Prohibited Uses
You agree not to, and not to permit any agent or third party to:
• Violate any applicable law, including anti-money-laundering, sanctions, export-control, consumer-protection, or securities laws;
• Use the Services to facilitate fraud, money laundering, terrorist financing, market manipulation, or other illegal or deceptive activity;
• Purchase, resell, or route payments for goods or services that are illegal or that violate a Vendor Service’s terms;
• Exploit, probe, reverse engineer, or disrupt the Services, or circumvent access controls, rate limits, spend controls, or geographic restrictions;
• Introduce malware or conduct denial-of-service or similar attacks;
• Misrepresent your identity, your entity, or the ownership or control of an account or agent; or
• Use the Services in a manner that could damage, disable, or impair the Services or interfere with any other party’s use.
Floe may investigate suspected violations and may restrict, suspend, or terminate access, and reverse, freeze, or withhold transactions or balances, at its discretion where reasonably necessary to comply with law or protect the Services, users, or third parties.Third-Party Services
The Services integrate with or link to third-party tools, vendors, wallets, issuers, ramp providers, analytics providers, and infrastructure providers. Floe does not control and, except as expressly stated, does not endorse these third parties and disclaims responsibility for their acts, omissions, terms, availability, or output. Your dealings with third parties are between you and them.Intellectual Property
The Services, including the Site, Interface, software, documentation, and Floe’s trademarks and logos, are owned by Floe or its licensors and are protected by intellectual-property laws. Subject to these Terms, Floe grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Services for their intended purpose. You retain ownership of data and content you submit; you grant Floe a license to use such data as described in the Privacy Policy and Section 6. You may not copy, modify, distribute, or create derivative works of the Services except as permitted by law or with Floe’s written consent.Data; Reputation and Underwriting Analytics
Floe collects and processes transaction, usage, and account data generated through the Services and uses it to operate, secure, and improve the Services, including to build reputation, cost-optimization, and underwriting analytics (the “Reputation Graph”). Floe may use aggregated and de-identified data for analytics, benchmarking, model development, and product development. Floe’s handling of personal data is described in the Privacy Policy, which is incorporated by reference. To the extent you provide data about your own end users, you represent that you have the rights and permissions necessary to do so.Disclaimers
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FLOE AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT SPEND CONTROLS WILL PREVENT ANY PARTICULAR TRANSACTION. FLOE DOES NOT WARRANT ANY VENDOR SERVICE OR THIRD-PARTY PROVIDER.Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, FLOE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUES, OR LOSS OF DATA OR GOODWILL, ARISING OUT OF OR RELATED TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR (A) FLOE’S OBLIGATION TO RETURN FLOE BALANCES ACTUALLY HELD FOR YOU (LESS AMOUNTS OWED OR REQUIRED TO BE WITHHELD BY LAW), AND (B) LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, FLOE’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES WILL NOT EXCEED THE GREATER OF (I) THE TOTAL FEES YOU PAID TO FLOE FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (II) USD $1,000.
Some jurisdictions do not allow certain exclusions or limitations, so some of the above may not apply to you.Indemnification
You agree to defend, indemnify, and hold harmless Floe and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your or your agents’ use of the Services; (b) your violation of these Terms or applicable law; (c) your violation of any third-party right, including any Vendor Service terms; or (d) data or content you provide.Suspension and Termination
You may stop using the Services at any time. Floe may suspend or terminate your access, with or without notice, if you breach these Terms, if required by law or a financial-services partner, or to protect the Services or third parties. On termination, your license to use the Services ends. Subject to applicable law and any lawful holds, Floe will make available to you any remaining Floe Balance actually held for you, less amounts owed to Floe or required to be withheld. Sections that by their nature should survive (including Sections 5–12) survive termination.Changes to the Terms or Services
Floe may modify these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by posting an updated “Last Updated” date or notifying you through the Services). Your continued use of the Services after changes take effect constitutes acceptance. Floe may also change, suspend, or discontinue any part of the Services.Dispute Resolution; Arbitration; Class-Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.
Informal resolution first. Before initiating any formal proceeding, you agree to contact Floe at legal@floelabs.xyz and attempt in good faith to resolve the dispute for at least 30 days.
Binding arbitration. Except as provided below, any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by a recognized arbitration provider under its applicable rules, on an individual basis. The Federal Arbitration Act governs the interpretation and enforcement of this section.
Class-action waiver. You and Floe agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate more than one person’s claims.
Exceptions. Either party may (a) bring an individual claim in small-claims court, and (b) seek injunctive or equitable relief in court for infringement or misuse of intellectual property. Where arbitration is unenforceable, disputes will be resolved by the courts specified in Section 13.
Opt-out. You may opt out of this arbitration and class-waiver provision by sending written notice to legal@floelabs.xyz within 30 days of first accepting these Terms, stating your name, account, and intent to opt out.Governing Law; Venue
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles, and, where applicable, by the Federal Arbitration Act. To the extent any dispute is not subject to arbitration, the state and federal courts located in Delaware will have exclusive jurisdiction, and you consent to their jurisdiction and venue. Nothing in this Section limits mandatory consumer-protection rights available to you under the laws of your place of residence.General
These Terms, together with the policies incorporated by reference and any product-specific terms, are the entire agreement between you and Floe regarding the Services. If any provision is held unenforceable, the remaining provisions remain in effect. Floe’s failure to enforce a provision is not a waiver. You may not assign these Terms without Floe’s consent; Floe may assign them. There are no third-party beneficiaries except as expressly stated. Notices to Floe may be sent to legal@floelabs.xyz.
Contact: legal@floelabs.xyz · Floe Labs, Inc., Delaware, USA