Terms of Use · Cleave

1. Agreement and acceptance

These Terms are a binding agreement between you and Cleave. "Cleave", "we", "us" and "our" refer collectively to the Cleave Parties, without identifying any of them.

Cleave Protocol and the Services. Cleave Protocol is non-custodial software, in the sense Section 5 describes: the Contracts, which run on public blockchains. The Services, listed below, are interfaces and tools that give access to Cleave Protocol. They are one way, not the only way, to interact with the Contracts.

The Cleave Parties. A "Cleave Party" is any person or entity that, now or in the future, develops, maintains, hosts, operates or makes available any part of Cleave Protocol or the Services, each affiliate, successor and assign of any of them, and the contributors, directors, officers, employees, contractors, agents and licensors of any of them. A Third-Party Service, a person that only supplies infrastructure the Services use, and a person that independently publishes software that calls the Contracts are not Cleave Parties for that reason alone. No Partner, Operator or other user is a Cleave Party by reason only of using or integrating the Services, or of offering them to its own users as Sections 11 and 12 describe. Words such as "we" and "our" are used for convenience. They do not mean that the Cleave Parties act together or as one.

The Protections. The "Protections" are every exclusion, limitation and disclaimer of a duty, warranty or liability, every allocation of risk to you, every release, waiver, indemnity and promise not to sue, and every other right or defence that these Terms give to Cleave or to a Cleave Party, together with the arbitration agreement, the class action waiver and the time limit in Section 27 and the choice of law in Section 28.

How each Cleave Party is protected. Each Cleave Party that makes any part of the Services available to you accepts these Terms for itself. It also accepts them as agent and trustee for each other Cleave Party, for the sole purpose of making that Cleave Party a party to the Protections, including the arbitration agreement in Section 27. That limited agency does not make any Cleave Party the agent or partner of another for any other purpose. Each Cleave Party authorises that acceptance in advance, or ratifies it by relying on these Terms, and gives value for it by contributing to, or making available, Cleave Protocol or the Services, or any part of them. Each Cleave Party may rely on and enforce every Protection as a party and, where a law gives effect to rights of third parties, also as an intended third-party beneficiary.

No counterparty, partnership or joint liability. No Cleave Party is a counterparty to any transaction you make. Trades and transfers are executed by smart contracts and Third-Party Services on public blockchains. Nothing in these Terms or in your use of the Services creates a partnership, joint venture, association, agency, fiduciary, advisory or employment relationship between you and any Cleave Party, or among the Cleave Parties, except the limited agency described above. To the fullest extent permitted by law, you waive any right to treat the Cleave Parties, or any group of them, as a partnership, joint venture or association. Each Cleave Party is responsible only for its own acts and omissions, and not for those of any other Cleave Party or of any user. Where these Terms say that Cleave or we will do something, that promise is given only by the Cleave Party that makes available the part of the Services concerned or, in a dispute, by the Cleave Party that is a party to it.

Administrative functions. Some Contracts have administrative functions, as Section 17 describes.

How you agree. You agree to these Terms when you click or tap Swap, Send, Review, Sign, Approve, Claim, Pay, Connect or another button, on a screen that shows, in legible type, immediately above or beside that button and without scrolling, a statement that by continuing you agree to the Terms of Use and the Privacy Policy, with each title shown as a link. That agreement covers all of these Terms, including the release in Section 23, individual arbitration, the limit of liability and the 30-day arbitration opt-out. The same applies when you connect a wallet on a screen that shows that statement, when you are issued an API, partner or agent key after a recorded acceptance of these Terms, and when you sign a payment for a Gas Top-Up on a screen that shows that statement.

Use after agreement. After you have agreed in one of those ways, later use of the Services is use under these Terms.

Backstop. In addition, to the fullest extent permitted by law, and only where the applicable law treats continued use after clear notice as acceptance, you also agree to these Terms if you do any of the following after notice of them. This backstop does not replace the agreement described above:

visit, browse or use cleave.fi or any of its subdomains or pages;
connect a wallet, request a quote, sign or send a transaction, or use any app or interface we provide;
send a request to any Cleave API, including the public API, the partner API and the agent API;
connect to or call the Cleave MCP server or any other agent service;
request or pay for a gas top-up or any other paid route, including through x402;
use our relayer, our status or tracking services, or our contact form;
interact with Cleave smart contracts using transaction data, quotes or calls we provide; or
use any other product, feature or service we offer now or later (together, the "Services").

Where the notice appears. We present the statement immediately beside the action buttons described above, and a link to these Terms in the footer of each page, on the developer page, in our machine-readable files for agents, and in API metadata, including a Link header on API responses. For the MCP server and other Agent Services, the link is in their server instructions and metadata from the time they are offered. A footer link, a Link header, an llms.txt file, MCP server instructions, a server card or API metadata tells you, or an Operator, where these Terms are. Acceptance is the act described under "How you agree", or the backstop where the law allows it. These Terms are published only once the notices for the Services then offered are in place. A feature that does not yet exist is covered from the time it is offered with the same notice.

You must also follow any additional terms we show for a specific feature (for example, a partner agreement or a feature notice). If they conflict with these Terms, the additional terms control for that feature only.

2. Definitions

Services: everything listed in Section 1, including the Interface, the APIs, the Agent Services, the Relayer, the Gas Top-Up and all future products and features.
Interface: the website at cleave.fi, its pages and apps, and any other front end we operate.
APIs: our public, partner and agent HTTP APIs, their metadata, and any data, quote or transaction data they return.
Agent Services: the Cleave MCP server, the agent API, agent skills, tool definitions, connection settings, and any on-chain identity or reputation record we publish for agents.
Agent: any software, bot, script, AI model or autonomous system that uses the Services.
Operator: the person or entity that deploys, configures, controls or benefits from an Agent.
Contracts: the smart contracts that the Services publish or name as Cleave contracts or as part of Cleave Protocol, and the transaction data the Services build to call them.
Relayer: our automated service that may submit transactions on public blockchains, for example to complete some cross-chain deliveries or to execute signed orders.
Gas Top-Up: the feature, live or planned, that lets you pay with a stablecoin and receive the native coin of a blockchain network to pay network fees.
Third-Party Services: protocols, bridges, liquidity sources, pools, relayers, fillers, oracles, wallets, wallet-connection services, payment facilitators, RPC providers, block explorers, identity registries and any other service we do not control.
Digital Assets: tokens, coins and other assets recorded on a blockchain.
Partner: a business that holds a partner API key or integrates the Services under a separate agreement with us.
Cleave Protocol: as described in Section 1.
Cleave Parties: as defined in Section 1. "Cleave", "we", "us" and "our" refer collectively to them.
Protections: as defined in Section 1.
you: the person or entity using the Services, including an Operator for each of its Agents, and a Partner.

3. Eligibility

You may use the Services only if all of the following are true:

You are at least 18 years old and have the legal capacity to enter into these Terms.
If you act for a company or other entity, or deploy an Agent for one, you have authority to bind it, and "you" includes that entity.
Your use of the Services is lawful where you are, and where you are a resident or citizen.
You are not barred from the Services under Section 4 and have not been previously suspended or removed from them.

4. Sanctions and restricted jurisdictions

You represent and warrant, each time you use the Services, that:

you are not, and are not owned or controlled by or acting for, any person on a sanctions list maintained by the United Nations, the United States (including the OFAC Specially Designated Nationals list), the United Kingdom, the European Union or any of its member states, or any other applicable authority;
you are not located, organised or ordinarily resident in, and are not acting for anyone in, a country or region subject to comprehensive sanctions, or any other jurisdiction we name in these Terms (each a "Restricted Jurisdiction");
no Digital Asset you use with the Services, and no recipient address you name, is linked to a sanctioned person or to illegal activity; and
you will not use a VPN, proxy, relay, Agent or any other means to hide your location or identity in order to reach the Services from a Restricted Jurisdiction or in breach of these Terms; and
you will not use the Services in violation of applicable export-control laws.

We may block access from any jurisdiction or address, at any time and without notice. A third party, such as a payment facilitator or token issuer, may also screen or refuse a transaction. We may screen or block an address, and we may not. Screening that we choose to do is for our own compliance and security. It is not a service to you, not a statement that an address we did not block is lawful, and not a duty to you to screen anyone.

5. What Cleave is, and what it is not

Cleave provides software. The Services find routes, build quotes and transaction data, and give tools to send, track and complete transactions on public blockchains. In particular:

Non-custodial. We do not hold your private keys or seed phrase, and we cannot unilaterally withdraw Digital Assets from your wallet. A swap, bridge, delivery or Gas Top-Up moves your assets only under a signature you or your Agent gave, and under the smart-contract code that signature calls. Where an order uses a per-order contract, that deployed code controls the funds sent to it, subject only to any admin functions Section 17 describes. Those functions do not authorise us to take your assets for ourselves. "Non-custodial" describes this design. It is not a statement of regulatory status.
You sign. Every transaction or payment authorisation that moves your assets is signed by your wallet, or by an Agent you authorised. You alone decide whether to sign. Our Relayer submits transactions of its own (Section 9); it does not move your assets beyond what your signed transaction or order already provides.
Not a broker, exchange or counterparty. We are not your counterparty, broker or exchange, we do not buy or sell Digital Assets to you, and we do not execute trades on your behalf. This includes the Gas Top-Up: your own payment is converted by the order's contract; we do not sell you native coin from our own holdings. Trades and transfers are executed by smart contracts and Third-Party Services on public blockchains.
No fiduciary duty. We owe you no fiduciary or advisory duty. To the fullest extent permitted by law, any such duty is excluded, and you waive it. Our only duties are those expressly set out in these Terms.
No advice. Nothing in the Services is investment, financial, trading, tax, legal or accounting advice, or a recommendation to buy, sell or hold any Digital Asset or to use any route. Prices, routes, labels, flags, risk notices, token lists and Agent tool outputs are information only. You are responsible for your own decisions; consult your own advisers.
No endorsement. Listing, showing, routing through or flagging a token, pool, bridge or protocol is not an endorsement or a statement that it is safe, legitimate or of any value.
Software, not a counterparty. We provide software that builds quotes and transaction data. A fee for that software does not make us the buyer, seller or custodian of the Digital Asset.
No duty to warn or monitor. We have no duty to list only safe tokens, to warn you about a particular token, pool, bridge or address, to block a request, or to monitor third-party conduct. Blocking an address, or flagging a token, is not an assumption of that duty.
No statement of status. Nothing in these Terms states our regulatory status.

6. Your wallet, keys and approvals

You are solely responsible for your wallet, private keys, seed phrase, devices, passwords, API keys, Agent credentials and signing policies, and for every transaction, approval, permit and signature made with them, whether or not you authorised it.
We will never ask for your seed phrase or private key. Anyone who does is not acting for us.
Token approvals and permits you grant can let a contract move your tokens. Review every approval, its amount and its spender before you sign. You can revoke approvals at any time; revoking also costs a network fee.
Check every address you enter, including the recipient. Transactions sent to a wrong, incompatible, contract or unreachable address usually cannot be reversed or recovered. A recipient on another chain must be an address you or the intended person controls on that chain.
If your wallet, keys, device or Agent is compromised, we cannot reverse transactions or recover Digital Assets.
The wallet prompt is the transaction. Before you sign, read your wallet's own prompt: chain, recipient, token contract, spender, amount and calldata. If it differs from what the Interface showed, do not sign. If you sign, you accept the transaction your wallet submitted. We cannot reverse it.

7. Quotes, routes and execution

How quotes work. A quote reflects on-chain and third-party data at a moment in time. Prices, liquidity, gas, bridge capacity and token behaviour can change before your transaction is mined. A quote is an estimate until your transaction is confirmed on-chain, except for the protections the Contracts actually enforce.
What the Contracts enforce. The Contracts enforce only what their code enforces, as executed on-chain. For example, a same-chain swap is coded to revert rather than fill below the minimum shown. We give no promise of any outcome beyond what the deployed code does.
Cross-chain outcomes. A transfer between chains depends on Third-Party Services. Where the Interface shows a review step, the outcomes it lists are part of what you accept by signing. Depending on the route, those outcomes can include receiving the bridged token (such as USDC) instead of the token requested, having to claim on the destination chain, receiving a refund on the source chain or in a different token, or waiting hours for a fill, a refund or a delivery. An API caller must present the outcome fields the API returns, as Section 11 requires. We do not promise an outcome the deployed code does not enforce.
Token behaviour. Some tokens charge transfer fees, rebase, have blocklists, pause, or behave unexpectedly. These can reduce or block what arrives, beyond any minimum, or cause a transaction to fail.
Failed and delayed transactions. A transaction can fail, revert, be delayed, be dropped, be front-run or be reordered (including by MEV), or be affected by network congestion, chain reorganisations, forks or outages. Network fees are usually charged even when a transaction fails.
Slippage and minimums. You choose your slippage and accept the minimum shown. A higher slippage tolerance can result in a worse price.
Simulation. Checks or test runs we perform before you sign are a convenience. They may be wrong, incomplete or out of date, and do not guarantee the result.
No best execution. We search the sources we support, not every source. We do not promise the best price, the fastest route or any particular route.
Refusals. We may refuse to quote or serve any route, token, amount, chain or address, at any time, for any reason.

8. Fees

The price you pay is the fee shown in the quote or review before you sign or pay. By signing or paying, you agree to it. A general description elsewhere on the site, including a percentage cap on the protocol fee, does not change the quoted fee. The on-chain cap limits the protocol fee only. It does not limit a bridge-path fee, a relay fee, a Gas Top-Up fee, a third-party fee, network gas, or a Partner referral fee, each of which is shown separately in the quote when it applies. If a page, a cap description and a quote differ, the quote you sign or pay is the fee you agree, and the on-chain cap applies only to the fee that cap is written to limit.
Fees may include: a Cleave protocol fee, which our Contracts cap on-chain; a Cleave fee on some cross-chain or bridge paths; a relay or delivery fee; a Gas Top-Up fee; a referral fee set by a Partner and paid to that Partner; fees charged by Third-Party Services (for example bridge, messaging, pool or payment-facilitator fees); and network gas fees.
Some fees are taken from the amount you send or from the amount delivered. Some messaging fees are paid in the native coin and may include a refundable buffer, as shown in the quote.
We may introduce, change or remove our fees at any time, within any cap the Contracts enforce. A change applies only to quotes issued after it takes effect.
Fees paid on-chain are final and non-refundable, except where a Contract itself returns them.
Partners are solely responsible for disclosing their referral fees to their own users and for the lawfulness of those fees.

9. Cross-chain transfers and the Relayer

Our Relayer may complete some cross-chain deliveries for you, for example by submitting a message or claim on the destination chain. Where a delivery or relay fee applies, it is shown before you sign.
The Relayer is a convenience offered on a best-effort basis. It may be slow, paused, out of funds, or unable to act, and we may decline any delivery. Where a route lets you complete a delivery yourself (for example by claiming on the destination chain), that option remains your responsibility.
The Relayer does not take custody of your Digital Assets. It pays its own network fees and may receive the fee shown in your quote.
We are not responsible for the operation, security, delays, failures, refunds or fees of any bridge, messaging protocol, filler or other Third-Party Service used on a route.

10. Gas Top-Up

This Section applies to the Gas Top-Up when and where it is offered.

Gas only. The Gas Top-Up delivers the native coin of a supported network to a recipient so it can pay network fees. It does not sponsor, relay or pay for any other transaction, and it is not a general payment, transfer or exchange service.
Payment. You pay in a supported stablecoin, either through a supported payment protocol such as x402 using a third-party payment facilitator, or by signing a payment authorisation directly. The payment facilitator is a Third-Party Service; it may screen, delay or refuse a payment under its own terms.
Per-order contract. Your payment is sent to the order address named in the quote. The recipient, networks, amount paid, fee, minimum native amount, deadline and refund address are fixed in that order. Read that address and the quote before you pay. The order runs as the bytecode at that address provides, and that bytecode, not any description, controls. The order converts your own payment and sends the native coin to the recipient; we do not sell you native coin from our own holdings. A per-order contract is used for a Gas Top-Up only if its bytecode, at the address in the quote, is immutable and has no function that pays any of the order's funds to us other than the fee in the quote. If you cannot verify the order, do not pay. Once the order has executed, it cannot be reversed through us.
Fee. The fee and the native amount are the figures in the quote for that order. The quote is the price. A description of how a fee is calculated, including our current method (our estimated cost of providing the top-up, including network fees, payment-processing fees and conversion costs, multiplied by 1.2 and rounded up), explains that method and is not a promise that a particular quote equals a formula. If a description and the quote differ, the quote controls. Section 8 governs any later change to the method. We do not true up the quoted fee against the cost we actually incur.
Payment amount. Do not pay more than the quoted amount. Any excess is handled only as the order code provides.
Refunds. A refund happens only as the order code provides. If the order is not executed by its deadline, the code lets anyone, including you, return the payment to the refund address named in the order, which may differ from the paying wallet. Funds may remain at the order address until that deadline, and after it until someone calls that return.
Cross-chain top-ups. The recipient receives the native coin, or USDC on the destination chain if the swap on arrival fails.
Limits. We may set and change per-order, per-address, per-chain and daily limits, minimums and quote lifetimes, and may refuse any order.
Your checks. You are responsible for the recipient address, the networks and the refund address. A top-up sent to the wrong address cannot be recovered.

11. APIs, keys and rate limits

Licence. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to use the APIs to build and run your own applications.
Published limits. You must stay within the rate limits and usage rules we publish on the developer page, in API metadata and in our machine-readable files, and any limits we set for your key. You must not get around limits by using multiple IP addresses, keys, accounts or Agents, or by any other means.
Keys. Partner and agent keys are confidential and personal to the holder. You are responsible for all use of your keys. Tell us at once at info@cleave.fi if a key is compromised. We may revoke or rotate any key at any time.
Quote data. Quotes and transaction data returned by the APIs are estimates as described in Section 7.
Integrations. If you offer the Services to your own users, you are responsible for your application and your users, and you must, before a user signs or pays: show the amounts, minimums, fees, outcomes and notices the API returns, without changing their meaning; show the statement in Section 1, with working links to these Terms and the Privacy Policy, or obtain a recorded acceptance of these Terms by that user; and state in your contract with that user that the user agrees to Sections 5 to 10, 14, 16, 20 to 23 and 27 of these Terms for that user's use of the Services, and that you and the Cleave Parties may enforce those Sections. You indemnify the Cleave Parties for a claim by your user arising from your failure to do so, and for a claim by your user about your application. You must not state or imply that Cleave endorses you or your product.
Key acceptance. Issuance of a partner or agent key requires a recorded acceptance of these Terms. That acceptance binds the key holder. It does not by itself bind the key holder's end users.
Staging and test endpoints are not for public or production use and may change or disappear at any time.
Changes. We may change, version, limit or discontinue any API, endpoint, field or limit, with or without notice.
Partners. A separate partner agreement may add to these Terms. Referral fees are paid on-chain to the address you name, from your users' transactions, only as the Contracts and the quote provide.

12. AI agents, MCP and automated use

Agents are allowed, on these Terms. Agents may use the Services only within these Terms and our published limits and policies. Every use by an Agent is use by its Operator.
Operator responsibility. An Operator bound under this Section is solely responsible for everything its Agents do, request, sign or pay, including actions taken without human review, actions taken on mistaken instructions, and actions induced by prompt injection, malicious content, faulty models or tools, or compromised credentials.
Authority. By connecting an Agent, you represent that you are authorised to let it act for the wallets, funds and accounts it uses, and that it acts within that authority.
Signing policies. You are responsible for the spending limits, allowlists, connection settings and signing policies of your Agents and wallets. Settings we offer (such as caps, address pins or token filters) are aids. They are not a guarantee that a transaction is safe or intended.
Tool outputs. MCP tool results, plans, refusals, notices, risk flags and messages are information under Section 5. They are not advice and may be incomplete or wrong. An Agent must not present them to anyone as a guarantee.
Honest identification. Agents must not misrepresent who operates them, impersonate Cleave or another client, or hide their nature to evade limits or controls.
How Operators are bound. An Operator is bound by these Terms if the Operator accepted them by a recorded acceptance or by a click that showed the statement in Section 1, or if the Operator is a business and the call was made with a key issued after that acceptance. An Agent reading these Terms is not the Operator reading them. API metadata, a Link header, an llms.txt file, MCP server instructions or a server card tell an Operator where these Terms are; the backstop in Section 1 applies to an Operator only where the law allows it. Once bound, the Operator is responsible for what its Agent signs, as this Section says.
Not a party to your prompts. We are not a party to the instructions, prompts or policies you give your Agent, and we do not review them.

13. On-chain identity and reputation

We may publish an on-chain identity for the Agent Services in public registries (for example under ERC-8004), and others may post feedback or ratings there. Those registries are Third-Party Services. Entries are public and may be permanent. We do not control third-party feedback, and a score or rating is not a guarantee of anything. You must not post false, misleading or manipulative feedback about Cleave.

14. Third-Party Services

Routes may use protocols, bridges, liquidity sources, pools, relayers, fillers, payment facilitators, wallets and other Third-Party Services. We do not own, control, audit or guarantee them, and we are not responsible for their availability, security, accuracy, fees, delays, failures, refunds, exploits or changes.
Your use of a Third-Party Service may be subject to its own terms and privacy policy. You are responsible for reading and following them.
Links to third-party sites, explorers or content are for convenience only.
Wallet connections may use third-party wallet-connection services such as WalletConnect. Bot checks may use Cloudflare Turnstile. These are Third-Party Services.

15. Prohibited uses

You must not, and must not let any Agent or other person:

break any law, regulation or sanction, or use the Services for money laundering, terrorist financing, fraud, theft, market manipulation (including wash trading, spoofing or pump-and-dump schemes), or to deal in the proceeds of crime;
access the Services from a Restricted Jurisdiction or for a sanctioned person, or hide your location or identity to do so;
attack, probe, scan or test the vulnerability of the Services, the Contracts or our infrastructure, except through a disclosure programme we publish, or interfere with them (including denial-of-service, flooding, spam, malware, or exploits);
exceed, evade or circumvent rate limits, quotas, bot checks, keys, access controls, blocks or other technical measures;
scrape, crawl, copy or harvest the Services or their data beyond the published APIs and limits, or resell, mirror or redistribute API data as a competing service without our written consent;
reverse engineer, decompile or attempt to extract source code of non-public parts of the Services, except where the law expressly permits it;
impersonate Cleave, a Cleave Party or any other person, or misrepresent your affiliation with us;
use the Services to build or sell products that deceive users, hide fees or outcomes, or ask users for keys or seed phrases;
post false, abusive or manipulative content, reports or feedback, including through the contact form, diagnostic reports or reputation registries;
use the Services in a way that could harm us, other users, Third-Party Services or the integrity of any blockchain; or
help or encourage anyone to do any of the above.

16. Risks you accept

You understand and accept, and you use the Services entirely at your own risk, that:

Blockchains. Public blockchains are experimental. They can fail, fork, halt, reorganise, change their rules, become congested or be attacked. Transactions are generally irreversible.
Smart contracts. Smart contracts, including ours, may have bugs, vulnerabilities or design flaws, may be exploited, and may behave in unexpected ways. Any audit, review or test reduces risk. It does not remove it. We do not represent that any particular audit has been done, or that a report covers the route you use.
Third parties. Protocols, bridges, liquidity sources, relayers, fillers, oracles, token issuers and payment facilitators can fail, be exploited, pause, freeze or blocklist assets, change terms, or refuse service.
Market risk. Digital Asset prices are volatile and can fall to zero. Prices can move between quote and execution. Slippage, price impact and MEV can reduce what you receive.
Failed, delayed and partial outcomes. Transactions can fail, revert or be delayed. Cross-chain transfers can take hours, can deliver a different token than requested, and can end in a refund on another chain or in another token.
Network fees. You pay network fees, which can be high, can change quickly, and are usually charged even when a transaction fails.
Wallet risk. Wallets, devices, browser extensions, keys and Agents can be lost, hacked, phished or compromised.
Agent risk. AI agents and automated systems can misunderstand instructions, act on false or injected content, malfunction, and sign transactions you did not intend. You are bound by what your Agents sign.
Tokens. Tokens may be counterfeit, worthless, taxed on transfer, pausable, rebasing, upgradable or controlled by their issuers.
Regulation and tax. Laws and their interpretation may change and may restrict or end the Services or your use of them. You are responsible for your taxes.
Data and display. Prices, balances, histories, USD estimates and statuses we show may be delayed, incomplete or wrong.
Interface risk. The Interface can mis-state a price, a route, a token or a status. Your wallet prompt and the deployed code control.
No monitoring. We do not undertake to detect scam tokens, hostile approvals, bridge insolvency or Agent error.

17. Changes to the Services and the Contracts

We may change, add, suspend, pause, limit or discontinue any part of the Services, any route, chain, token, feature or Contract, at any time, with or without notice, and without liability to you.
Some Contracts have administrative functions, for example to pause routes, to set fees within on-chain caps, to register or remove adapters, or to recover assets stranded in, or sent by mistake to, a Contract. Those functions may be used, including to respond to security incidents. They are not a power to seize assets from a user's wallet or from a per-order contract that has no such function. An administrative function is limited to the bytecode that contains it. Contracts that remain on-chain after we stop supporting them are not our service.
We may deploy new Contracts and stop supporting old ones. Contracts deployed on public blockchains may remain usable by others even after we stop supporting them; use of unsupported Contracts is at your own risk.
Features described as planned, beta, experimental, preview or test may be incomplete and are provided with even fewer assurances than the rest of the Services.

18. Intellectual property

We and our licensors own the Services, including the Interface, the APIs, the Agent Services, our software, designs, text, logos and the Cleave name. Except for the limited rights in these Terms, no rights are granted to you.
Subject to these Terms, you may use the Interface for your own lawful use.
Code we publish under an open-source licence is governed by that licence for that code.
If you send us feedback or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use them for any purpose, without obligation to you.

19. Privacy

The Privacy Policy at https://cleave.fi/privacy describes our practices. It is a notice. It is not a warranty and it is not a term of these Terms, except that you must not send us a seed phrase or a private key. A change to the Privacy Policy is not a breach of these Terms. Transactions on public blockchains are public and permanent, and we cannot change or delete them.

20. Disclaimer of warranties

TO THE FULLEST EXTENT PERMITTED BY LAW, CLEAVE PROTOCOL, THE SERVICES, THE CONTRACTS AND ALL CONTENT, DATA, QUOTES AND OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. WE DISCLAIM ALL WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES OR CONTRACTS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT ANY QUOTE, PRICE, ROUTE OR STATUS IS ACCURATE OR COMPLETE, OR THAT ANY TRANSACTION WILL SUCCEED, ARRIVE ON TIME OR ACHIEVE ANY RESULT. YOU USE CLEAVE PROTOCOL AND THE SERVICES ENTIRELY AT YOUR OWN RISK.

Some jurisdictions do not allow the exclusion of certain warranties. In those jurisdictions, the exclusions above apply to the fullest extent permitted, and any warranty that cannot be excluded is limited to the shortest period permitted by law.

21. Limitation of liability

In short, Section 23 releases most claims. For any claim that remains, we do not accept liability for indirect or trading losses, and our total liability is capped at the greater of the fees you paid us in the three months before the claim and US$100, except where the law does not allow that limit.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ANY CLEAVE PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, TRADING GAINS, OPPORTUNITY, GOODWILL, DATA OR DIGITAL ASSETS, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO CLEAVE PROTOCOL, THE SERVICES, THE CONTRACTS, ANY THIRD-PARTY SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY, EVEN IF ADVISED OF THEIR POSSIBILITY.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL THE CLEAVE PARTIES TOGETHER FOR ALL CLAIMS ARISING OUT OF OR RELATING TO CLEAVE PROTOCOL, THE SERVICES, THE CONTRACTS OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO THE CLEAVE PARTIES (NOT TO PARTNERS, THIRD-PARTY SERVICES OR NETWORKS) IN THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO THE FIRST CLAIM, AND (B) ONE HUNDRED US DOLLARS (US$100). THIS CAP APPLIES TO TRADING LOSSES, PRICE MOVEMENT, SLIPPAGE, MEV, A THIRD-PARTY SERVICE, A TOKEN, A BRIDGE, AND AN ADDRESS OR SETTING YOU OR YOUR AGENT CHOSE.

Without limiting the above, the Cleave Parties are not liable for any loss caused by: blockchain or network failures, forks, reorganisations or congestion; bugs, exploits or failures of smart contracts or Third-Party Services; slippage, price movements or MEV; failed, delayed, reverted or partial transactions; refunds in another token or on another chain; network fees; wrong addresses or settings you or your Agent provide; loss or compromise of wallets, keys, devices, credentials or Agents; actions of your Agents; or events outside our reasonable control.

These limits apply even if a remedy fails of its essential purpose. They are an essential part of the bargain between you and us, and the Services would not be offered without them.

Nothing in these Terms excludes or limits any liability, or waives or releases any right, that the applicable law does not allow to be excluded, limited, waived or released. Depending on that law, this can include liability for a person's own fraud or wilful misconduct, liability for death or personal injury caused by negligence, and the mandatory rights of consumers. Where such a law applies, the provision concerned applies to the fullest extent that law allows, and the rest of these Terms remain in force.

The sentences in this Section are separate. If a law refuses one of them, the others still apply to the extent the law allows. For a consumer in the United Kingdom or the European Economic Area, this Section does not limit liability for death or personal injury caused by negligence, for fraud, or for failure to perform the Services with reasonable care and skill, to the extent that law forbids the limit. Foreseeable loss that such a law requires us to bear is recoverable. Loss allocated to a Third-Party Service, a blockchain, market movement, or an address or setting you or your Agent chose stays so allocated to the extent that law allows. Where a per-order contract holds a payment, the remedy for a missed deadline is the refund that contract's code provides.

22. Indemnification

If you are not a consumer, to the fullest extent permitted by law, you will defend, indemnify and hold harmless the Cleave Parties from claims, losses, liabilities, penalties, costs and reasonable legal fees arising out of: (a) your breach of these Terms or of law; (b) your Agents, applications and users, and anyone using your wallet, keys or API key; (c) content, feedback or reports you submit; and (d) a dispute between you and a third party about your use of the Services. A consumer indemnifies the Cleave Parties only for the consumer's own fraud, sanctions evasion, or deliberate misuse described in Section 15, and not for ordinary use of the Interface, a stolen key, or an Agent mistake. No indemnity applies to the extent a claim is caused by a Cleave Party's fraud, or by a liability the law does not allow to be shifted. A Cleave Party may take over the defence of a matter for which it is indemnified. You will not settle a matter in a way that imposes an obligation or an admission on a Cleave Party without that Cleave Party's written consent.

23. Release

Each paragraph of this Section is separate. If a law refuses one of them, the others still apply to the extent the law allows.

Third-party risks. To the fullest extent permitted by law, you release the Cleave Parties from all claims, known or unknown, arising from a Third-Party Service, a token or its issuer, a bridge, a filler, an oracle, an RPC or wallet provider, another user, an Agent you do not control, or a blockchain, including a claim that we should have warned you, blocked a token or address, or chosen a different route.

General release. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU RELEASE, WAIVE AND DISCHARGE EVERY CLEAVE PARTY FROM EVERY CLAIM, DEMAND, LIABILITY AND CAUSE OF ACTION, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE OR ANY OTHER THEORY, ARISING OUT OF OR RELATING TO CLEAVE PROTOCOL, THE SERVICES, THE CONTRACTS, ANY THIRD-PARTY SERVICE, ANY DIGITAL ASSET OR THESE TERMS. THIS RELEASE DOES NOT COVER A CLAIM TO ENFORCE AN EXPRESS PROMISE THAT THESE TERMS MAKE TO YOU, WHICH REMAINS SUBJECT TO SECTION 21, OR A CLAIM THAT THE APPLICABLE LAW DOES NOT ALLOW TO BE RELEASED OR WAIVED.

Promise not to sue. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU PROMISE EACH CLEAVE PARTY THAT YOU WILL NOT START, BRING OR JOIN, IN ANY COURT, ARBITRATION OR OTHER FORUM, ANY CLAIM AGAINST ANY CLEAVE PARTY THAT THESE TERMS RELEASE, WAIVE OR EXCLUDE, OR ANY CLAIM FOR MORE THAN SECTION 21 ALLOWS. Any Cleave Party may rely on this promise to ask a court or an arbitrator to stay or dismiss a claim brought in breach of it. This promise does not stop you from bringing a claim that this Section does not release, in the forum that Sections 27 to 29 provide.

Unknown claims. You have read this Section and you understand that it covers claims you do not know or suspect. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." You waive any similar law in any other jurisdiction.

Your own risk. You use Cleave Protocol and the Services entirely at your own risk. Nothing in this Section releases a liability or waives a right that Section 21 says these Terms do not exclude or limit.

24. Taxes

You are solely responsible for determining, reporting and paying any taxes that apply to your transactions and use of the Services. We do not provide tax documents or advice.

25. Suspension and termination

We may refuse, suspend, limit or end your access to all or part of the Services, revoke any key, or block any address, IP range, Agent or client, at any time, with or without notice, for any reason, including suspected breach of these Terms, legal or regulatory requirements, security risk, or abuse.
You may stop using the Services at any time.
Suspension or termination does not affect transactions already confirmed on-chain, and does not give you any right to a refund except as a Contract itself provides.

26. Changes to these Terms

We may change these Terms by posting the new version at https://cleave.fi/terms and changing the date. A change applies only to use, and to orders, that start after the posted effective date, which will be at least 7 days after posting unless the change is required by law or closes a security risk. We will not apply a change to a Gas Top-Up or other order already quoted. A change to Section 27 applies only to disputes that arise after its effective date, and it opens a new 30-day opt-out under Section 27. A change binds you when, after its effective date, you next click or tap a button that carries the statement in Section 1, or you next use a key after we have emailed the change to the address given for that key. To the fullest extent permitted by law, and only where the applicable law treats continued use after clear notice as acceptance, continued use after the effective date also binds you under the backstop in Section 1. If you do not agree, stop using the Services. A change does not apply to a dispute already noticed under Section 27.

27. Dispute resolution, arbitration and class action waiver

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO RESOLVE DISPUTES WITH US BY INDIVIDUAL BINDING ARBITRATION AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO TAKE PART IN A CLASS ACTION, TO THE FULLEST EXTENT PERMITTED BY LAW.

Informal resolution first. Before starting any claim, you and we will try to resolve the dispute informally. Send a written notice with your name, wallet address if relevant, contact details, a description of the dispute and the relief sought to info@cleave.fi. If the dispute is not resolved within 60 days of the notice, either party may start arbitration.
Who decides, and the rules. A court decides whether these Terms were formed with the claimant, whether this Section is unconscionable or contrary to a mandatory rule, and whether paragraph 5 or paragraph 6 is enforceable. The arbitrator decides the merits and every other issue. This Section is governed by the Arbitration Act, 2013 of the British Virgin Islands. It is an agreement between you and each Cleave Party, made directly or through the limited agency in Section 1. It covers every claim by you against any Cleave Party and every claim by any Cleave Party against you, and any Cleave Party may require that a claim be arbitrated under it. The language is English. An award is final and binding, and may be enforced in the courts of the British Virgin Islands or in any other court with jurisdiction, including under the 1958 Convention on the Recognition and Enforcement of Foreign Arbitral Awards.
Businesses, Partners and Operators. Except as this Section provides, any dispute arising out of or relating to these Terms, the Services or the Contracts, whether contractual or not, with a person who is not a consumer, is resolved by binding individual arbitration administered by the BVI International Arbitration Centre (BVI IAC) under the BVI IAC Arbitration Rules in force when the arbitration starts. The seat is Road Town, Tortola, British Virgin Islands. There is one arbitrator. Hearings may be held by video, and the arbitrator may hold hearings or meetings elsewhere without changing the seat.
Consumers. A consumer claim is resolved by binding individual arbitration administered by the BVI IAC under the BVI IAC Arbitration Rules in force when the arbitration starts, with one arbitrator and hearings by video unless the consumer asks to appear in person. The seat is Road Town, Tortola, British Virgin Islands, unless the consumer chooses, in the notice of arbitration, the consumer's country of residence as the seat, in which case any in-person hearing takes place there. We pay the BVI IAC's registration and administrative fees and the arbitrator's fees and expenses above the fee the consumer would pay to file the claim in a court where the consumer lives. We do not seek our legal costs from a consumer unless the arbitrator finds the claim frivolous or brought in bad faith. If a mandatory law does not allow a pre-dispute arbitration agreement for that claim, the claim proceeds in court under Sections 28 and 29, on an individual basis under paragraph 5.
Individual claims only. Disputes are resolved only on an individual basis, whether in arbitration or in court. Neither you nor we may bring or take part in a class, collective, coordinated-mass or representative proceeding, except a claim for relief for the benefit of the general public that the applicable law does not allow to be waived. The arbitrator, and a court if a claim is in court, may award relief only to the individual party, and may not award relief for any other person, except relief for the benefit of the general public that cannot be waived. There is no class arbitration. If this paragraph is held unenforceable as to a particular claim, that claim alone proceeds in court under Sections 28 and 29, and every other claim stays in individual arbitration. A claim for relief for the benefit of the general public that cannot be waived proceeds in court, after the individual claims are decided in arbitration; the rest of the dispute stays in individual arbitration.
Many similar claims. Each claim is filed, heard and decided on its own facts. No one may file a claim for another person unless that person authorised that specific claim in a signed writing that identifies it. A ruling in one person's case does not bind any other person, and no claim is decided by a bellwether. Claims of different persons are not consolidated without the consent of every claimant concerned. If 25 or more similar claims are filed by or with the same or coordinated counsel or organisations, we may ask the BVI IAC to administer them in stages of up to 25 claims at a time, in the order filed, with the remaining claims paused until the stage before them is decided; any time limit for a paused claim stops running while it is paused. If staging is held unenforceable, the claims proceed in individual arbitration without staging.
Exceptions. Either party may bring an individual claim in a small-claims court, or an equivalent low-value court, that has jurisdiction over that party's claim. Either party may seek interim, conservatory or injunctive relief from any court of competent jurisdiction, before or during the arbitration, to protect intellectual property, to stop an attack on or abuse of the Services, to preserve assets or the status quo, or to seek relief for the benefit of the general public that paragraph 5 does not cover. Asking a court for that relief does not waive this Section.
Costs for others. For a consumer, paragraph 4 applies. Any other party bears its own legal costs, and the arbitration fees are allocated under the BVI IAC Arbitration Rules, unless the arbitrator orders otherwise or the law requires a different allocation.
Confidentiality. The arbitration is confidential, except that a party may tell its lawyers, insurers, auditors and regulators, may disclose what the law requires, may complain to a regulator or law-enforcement authority, may enforce an award, and may tell another claimant's lawyer that a claim exists. A party need not keep confidential the fact of the dispute or the terms of this Section.
Opt-out. You may opt out of paragraphs 2 to 6 and 12 by email to info@cleave.fi within 30 days after you first take an action listed in Section 1 that forms agreement (for a key, within 30 days after the key is issued). State your name, any wallet address you use with the Services, and that you opt out. An opt-out removes only those paragraphs for you. The rest of these Terms remain. We will not treat an opt-out as a reason to refuse the Services.
Time limit. To the fullest extent permitted by law, a claim must be started within one year after the claimant knew, or reasonably should have known, the facts giving rise to it, and in any event within two years after the transaction or event concerned, or it is barred. Where the law gives a consumer a longer period that cannot be shortened by contract, that longer period applies. This limit does not apply to a liability that cannot be limited.
Jury. Where a dispute proceeds in court, and where the court would enforce a pre-dispute jury waiver, you and we waive a jury.

28. Governing law and venue

These Terms, and any dispute or claim arising out of or relating to them or the Services, whether contractual or not, are governed by the laws of the British Virgin Islands, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Sections 27 and 29, the courts of the British Virgin Islands have exclusive jurisdiction over any dispute that is not arbitrated, over proceedings in support of an arbitration under Section 27, and over the enforcement of an award there, and you submit to them. This does not prevent a party from enforcing an award, or from seeking interim relief under Section 27, in any other court of competent jurisdiction.

29. Consumers

If you are a consumer in a country whose law gives you rights that cannot be waived by contract (for example in the European Union or the United Kingdom), nothing in these Terms removes those rights. Where such a law prevents a clause of these Terms from applying to you, including the choice of law, the arbitration agreement or a limitation of liability, that clause applies to the fullest extent the law permits, and the rest of these Terms still applies. Consumers in those countries may also bring proceedings in the courts of their country of residence where the law requires it.

In particular, for a consumer in the United Kingdom or the European Economic Area, the following survive in full: liability for death or personal injury caused by negligence; the duty to perform services with reasonable care and skill; information we state about the service that you take into account; a right to sue in the courts of your home country; and any longer time limit the law gives you.

For a consumer habitually resident in the European Economic Area, a pre-dispute agreement to arbitrate outside the consumer's country, or to sue only in the British Virgin Islands, does not apply where Directive 93/13/EEC or the law of that country treats it as unfair, including where it hinders the right to go to court. For a consumer in Germany, Section 27 does not apply unless the form required by section 1031(5) of the German Code of Civil Procedure is met. For a consumer in the United Kingdom, Section 27 does not apply to a claim for a money remedy of GBP 5,000 or less (Arbitration Act 1996, sections 89 to 91), and applies to any other consumer claim only to the extent the Arbitration Act 1996 and the Consumer Rights Act 2015 allow. The choice of British Virgin Islands law does not remove mandatory protections of the consumer's country of residence. An unfair term drops out. Sections 16 and 20 to 23, the individual-claim rule in Section 27, and the rest of these Terms stay in force to the extent that law allows.

30. General terms

Entire agreement. These Terms and any additional terms referred to in them are the entire agreement between you and us about the Services, and replace any earlier understanding.
Severability. If any provision is found invalid or unenforceable, it will be enforced to the fullest extent permitted and modified to the minimum extent needed, and the remaining provisions stay in full force.
No waiver. A failure or delay by any Cleave Party in enforcing any right is not a waiver of it.
Assignment. You may not assign or transfer these Terms or any rights under them. Any Cleave Party may assign or transfer any of its rights and obligations under these Terms, in whole or in part, without your consent. A person that later becomes a Cleave Party, including a successor or assign, has the benefit of these Terms from that time.
Force majeure. We are not liable for any delay or failure caused by events beyond our reasonable control, including blockchain or network failures, forks, attacks, failures of Third-Party Services, power or internet outages, natural disasters, war, terrorism, civil unrest, labour disputes, epidemics, or acts or changes of law or government.
Relationship. Nothing in these Terms creates a partnership, joint venture, association, agency, employment or fiduciary relationship between you and any Cleave Party, or among the Cleave Parties, except the limited agency in Section 1.
Third-party beneficiaries. No person other than you and the Cleave Parties may enforce these Terms, except that a Partner may enforce the Sections a Partner's user has agreed under Section 11. Each Cleave Party enforces the Protections as Section 1 provides.
Notices. We may give you notice by posting on the Services or through API or MCP metadata. You must send notices to info@cleave.fi.
Language. These Terms are written in English. Any translation is for convenience only, and the English version controls.
Headings are for convenience only. "Including" means "including without limitation".
Survival. Sections 1, 2, 4 to 9, 10 (for orders already placed), 11 to 30, and any other provision that by its nature should survive, survive any suspension, termination or expiry of these Terms or of your use of the Services.

31. Contact

Cleave Protocol. Email: info@cleave.fi. You can also reach us through the form at https://cleave.fi/contact. Never send a seed phrase or private key.