Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using the ClawDUX platform ("Platform"), including all associated websites, applications, smart contracts, APIs, and services (collectively, "Services"), you ("User," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms in their entirety, you must immediately cease all use of the Platform.

These Terms constitute a legally binding agreement between you and ClawDUX Inc. ("ClawDUX," "we," "us," or "our"), a Delaware corporation. By using the Platform, you represent and warrant that you are at least 18 years of age (or the age of legal majority in your jurisdiction), have the legal capacity to enter into this agreement, and are not prohibited from using the Services under any applicable law or regulation.

We reserve the right to modify, amend, or update these Terms at any time at our sole discretion. Any changes will be effective immediately upon posting the revised Terms on the Platform. Your continued use of the Services after the posting of revised Terms constitutes your acceptance of such changes. It is your responsibility to review these Terms periodically.

2. Platform Description and Purpose

ClawDUX is a decentralized marketplace platform that facilitates the buying and selling of AI-powered quantitative trading strategies ("Strategies") between independent third-party sellers ("Sellers") and buyers ("Buyers"). The Platform provides infrastructure including but not limited to: strategy listing and discovery, on-chain escrow smart contracts, a 72-hour verification window for Buyers, AI-powered dispute resolution mechanisms, and user account management.

ClawDUX does not itself create, develop, endorse, guarantee, or verify any Strategies listed on the Platform. ClawDUX acts solely as a technology infrastructure provider and marketplace facilitator. All Strategies are provided by independent third-party Sellers, and ClawDUX makes no representations or warranties regarding the accuracy, completeness, reliability, suitability, performance, or profitability of any Strategy.

The Platform is not a financial advisor, broker-dealer, investment advisor, or fiduciary. Nothing on the Platform constitutes investment advice, financial advice, trading advice, tax advice, or any other form of professional advice. You should consult with qualified professionals before making any financial or investment decisions.

3. User Accounts and Registration

To access certain features of the Platform, you must create an account by providing accurate, current, and complete information. You may register using an email address and password, through GitHub OAuth authentication, or by connecting a compatible cryptocurrency wallet (e.g., MetaMask). You are solely responsible for maintaining the confidentiality of your account credentials, including passwords, private keys, and wallet seed phrases.

You agree to: (a) provide accurate and truthful information during registration; (b) maintain and promptly update your registration information; (c) maintain the security and confidentiality of your login credentials and wallet private keys; (d) accept all responsibility for all activities that occur under your account; (e) immediately notify ClawDUX of any unauthorized use of your account or any other security breach.

ClawDUX reserves the right to suspend, deactivate, or terminate your account at any time, with or without cause, and with or without prior notice. Grounds for termination include but are not limited to: violation of these Terms, fraudulent activity, market manipulation, provision of false information, failure to comply with applicable laws, or any conduct that ClawDUX deems harmful to the Platform or its users.

You may not create multiple accounts, share your account with others, or transfer your account to any third party without prior written consent from ClawDUX.

4. Strategy Listings and Marketplace Conduct

4.1 Seller Obligations. By listing a Strategy on the Platform, Sellers represent and warrant that: (a) they are the rightful owner or have obtained all necessary rights, licenses, and permissions to sell the Strategy; (b) the Strategy does not infringe upon any third-party intellectual property rights, proprietary rights, or contractual obligations; (c) all performance metrics, backtest results, descriptions, and other information provided are accurate, truthful, and not misleading; (d) the Strategy does not contain any malicious code, backdoors, time bombs, or other harmful components; (e) the Strategy complies with all applicable laws, regulations, and industry standards.

4.2 Buyer Obligations. By purchasing a Strategy on the Platform, Buyers acknowledge and agree that: (a) past performance of any Strategy is not indicative of future results; (b) all trading and investment involves risk, including the potential loss of principal; (c) they are solely responsible for evaluating the suitability of any Strategy for their investment objectives, risk tolerance, and financial situation; (d) they will use purchased Strategies in compliance with all applicable laws and regulations; (e) they will not redistribute, resell, sublicense, or otherwise share purchased Strategies without explicit authorization.

4.3 Prohibited Conduct. Users are strictly prohibited from: (a) listing fraudulent, misleading, or manipulated Strategies; (b) providing false or fabricated performance data or backtest results; (c) engaging in market manipulation, wash trading, or any deceptive practices; (d) using the Platform to launder money, finance terrorism, or engage in any illegal activity; (e) circumventing or attempting to circumvent the escrow mechanism or any security features; (f) scraping, harvesting, or collecting user data from the Platform; (g) interfering with or disrupting the Platform's infrastructure; (h) using automated tools or bots to access the Platform without authorization.

4.4 Pricing and Fees. Sellers set their own prices for Strategies. ClawDUX may charge platform fees, transaction fees, or other service fees as disclosed on the Platform. All fees are non-refundable unless otherwise stated. ClawDUX reserves the right to modify its fee structure at any time with reasonable notice to users.

5. Escrow Mechanism and Transaction Process

5.1 Escrow Smart Contract. All transactions on the Platform are facilitated through the ClawDUX Escrow smart contract ("Escrow Contract") deployed on the Ethereum blockchain (or compatible EVM chains). When a Buyer initiates a purchase, funds are deposited into the Escrow Contract and held securely until the transaction is completed or disputed.

5.2 72-Hour Verification Window. Upon completion of a purchase, the Buyer is granted a 72-hour (three calendar day) verification window during which the Buyer may inspect, test, backtest, and evaluate the purchased Strategy. During this window, the Buyer may: (a) confirm the transaction, releasing funds to the Seller; or (b) raise a dispute if the Strategy does not materially match the Seller's listed description and performance metrics.

5.3 Automatic Release. If the Buyer does not take any action (neither confirm nor dispute) within the 72-hour verification window, the Escrow Contract will automatically release the funds to the Seller, and the transaction will be deemed completed. Buyers are strongly encouraged to actively verify their purchases within the verification window.

5.4 As-Is Transfer. Once funds are released to the Seller (whether by Buyer confirmation, automatic release, or dispute resolution in favor of the Seller), the sale is final and non-refundable. The Strategy is transferred to the Buyer on an "as-is" basis. ClawDUX makes no warranties, express or implied, regarding the continued performance, maintenance, or support of any purchased Strategy.

5.5 Smart Contract Risks. Users acknowledge that smart contracts are experimental technology and may contain bugs, vulnerabilities, or other defects. While ClawDUX has undertaken reasonable efforts to audit and secure the Escrow Contract, ClawDUX does not guarantee that the smart contract is free from errors or that it will operate without interruption. Users interact with the Escrow Contract at their own risk.

6. Dispute Resolution and AI Arbitration

6.1 Dispute Initiation. If a Buyer believes that a purchased Strategy materially fails to match the Seller's listed description, performance metrics, or specifications, the Buyer may initiate a dispute through the Platform within the 72-hour verification window. Disputes must include a detailed explanation of the discrepancy and any supporting evidence (e.g., backtest results, logs, screenshots).

6.2 AI-Powered Arbitration. Disputes are resolved through ClawDUX's AI-powered arbitration system, which utilizes large language models and automated analysis tools to evaluate the evidence submitted by both parties. The AI arbitration system will assess: (a) whether the Strategy materially matches the Seller's listed description; (b) whether reported performance metrics are reasonably accurate; (c) whether the Strategy contains the functionality and components as described; (d) any other relevant factors.

6.3 Arbitration Outcome. Based on the AI arbitration analysis, one of the following outcomes will be determined: (a) funds are released to the Seller if the Strategy is found to materially match the listing; (b) funds are refunded to the Buyer if the Strategy is found to materially deviate from the listing; (c) funds are split between the parties in cases of partial compliance. The arbitration decision is final and binding upon both parties.

6.4 Limitations of AI Arbitration. Users acknowledge that AI arbitration is an automated process and may not perfectly replicate human judgment. While ClawDUX strives for fair and accurate outcomes, ClawDUX does not guarantee the correctness of any arbitration decision. By using the Platform, you agree to accept the AI arbitration decision as final and waive any right to appeal or challenge the decision, except in cases of demonstrable system malfunction.

6.5 Good Faith Requirement. Both Buyers and Sellers are required to participate in the dispute resolution process in good faith. Filing frivolous or bad-faith disputes, providing false evidence, or attempting to manipulate the arbitration process may result in account suspension, forfeiture of funds, and permanent banning from the Platform.

7. Intellectual Property Rights

7.1 Platform IP. All content, features, functionality, design, logos, trademarks, service marks, and trade dress of the Platform are owned by ClawDUX or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Platform without explicit written permission.

7.2 Strategy IP. Intellectual property rights in Strategies listed on the Platform belong to their respective Sellers. Upon a completed purchase, Buyers receive a non-exclusive, non-transferable license to use the purchased Strategy for personal or commercial trading purposes, unless otherwise specified by the Seller. This license does not include the right to resell, redistribute, reverse-engineer, decompile, or create derivative works based on the Strategy.

7.3 User Content. By submitting content to the Platform (including Strategy listings, descriptions, reviews, and communications), you grant ClawDUX a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, and display such content solely for the purpose of operating and improving the Platform.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CLAWDUX, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, REVENUE, BUSINESS OPPORTUNITIES, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH: (A) YOUR USE OF OR INABILITY TO USE THE PLATFORM; (B) ANY STRATEGY PURCHASED OR OBTAINED THROUGH THE PLATFORM; (C) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE PLATFORM; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA OR TRANSACTIONS; (E) THE OPERATION OR FAILURE OF ANY SMART CONTRACT; (F) FLUCTUATIONS IN CRYPTOCURRENCY VALUES; (G) ANY ERRORS, BUGS, OR INACCURACIES IN THE PLATFORM OR ITS AI SYSTEMS.

IN NO EVENT SHALL CLAWDUX'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM EXCEED THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO CLAWDUX IN PLATFORM FEES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).

THE FOREGOING LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY UPON WHICH DAMAGES ARE SOUGHT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT CLAWDUX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. Disclaimer of Warranties

THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. CLAWDUX EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

CLAWDUX DOES NOT WARRANT THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS OBTAINED FROM THE USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE; (C) ANY STRATEGY WILL PRODUCE PROFITABLE RESULTS OR MEET YOUR EXPECTATIONS; (D) THE QUALITY OF ANY STRATEGIES, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS; (E) ANY ERRORS IN THE PLATFORM WILL BE CORRECTED; (F) THE AI ARBITRATION SYSTEM WILL PRODUCE FAIR OR ACCURATE RESULTS IN ALL CASES.

YOU ACKNOWLEDGE THAT TRADING IN FINANCIAL MARKETS AND CRYPTOCURRENCY INVOLVES SUBSTANTIAL RISK OF LOSS AND IS NOT SUITABLE FOR ALL INDIVIDUALS. YOU SHOULD CAREFULLY CONSIDER WHETHER TRADING IS APPROPRIATE FOR YOU IN LIGHT OF YOUR FINANCIAL CONDITION AND RISK TOLERANCE.

10. Indemnification

You agree to indemnify, defend, and hold harmless ClawDUX, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to: (a) your use of the Platform or any Strategy purchased thereon; (b) your violation of these Terms or any applicable law or regulation; (c) your violation of any rights of any third party; (d) any content you submit, post, or transmit through the Platform; (e) your negligent or willful misconduct; (f) any trading losses, financial losses, or other damages resulting from your use of any Strategy; (g) any dispute between you and another user of the Platform. This indemnification obligation shall survive the termination of your account and these Terms.

11. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or your use of the Platform that is not resolved through the AI arbitration mechanism described herein shall be subject to the exclusive jurisdiction of the state and federal courts located in Wilmington, Delaware.

You irrevocably waive any right to a jury trial in any action or proceeding arising out of or relating to these Terms. You agree that any cause of action arising out of or related to the Platform must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.

12. Regulatory Compliance

Users are solely responsible for ensuring that their use of the Platform complies with all applicable laws, regulations, and rules in their jurisdiction, including but not limited to securities laws, anti-money laundering (AML) regulations, know-your-customer (KYC) requirements, tax obligations, and sanctions compliance. ClawDUX does not provide any assurance that the Platform or any Strategy complies with the laws of any particular jurisdiction.

The Platform is not available to users in jurisdictions where the use of cryptocurrency, decentralized applications, or algorithmic trading is prohibited or restricted by law. By accessing the Platform, you represent that you are not located in, a citizen of, or a resident of any such restricted jurisdiction, and you are not on any government sanctions list.

13. Miscellaneous

13.1 Entire Agreement. These Terms, together with the Privacy Policy and Security Policy, constitute the entire agreement between you and ClawDUX regarding your use of the Platform and supersede all prior agreements, understandings, representations, and warranties.

13.2 Severability. If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

13.3 Waiver. No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term.

13.4 Assignment. You may not assign or transfer these Terms or your rights hereunder without the prior written consent of ClawDUX. ClawDUX may freely assign these Terms without restriction.

13.5 Force Majeure. ClawDUX shall not be liable for any failure or delay in performing its obligations due to circumstances beyond its reasonable control, including but not limited to natural disasters, acts of war or terrorism, pandemics, government actions, blockchain network failures, smart contract exploits, or internet outages.

13.6 Contact. For questions about these Terms, please contact us at legal@clawdux.com.