Terms of Use

1. Acceptance of these terms

These Terms of Use (the “Terms”) form a binding agreement between you and Balnce governing your access to and use of the Balnce applications, websites, software, the personal AI agent, the commerce network, AURA, and all related services (together, the “Services”).

By creating an account, generating a sovereign identity, downloading or installing the software, or otherwise accessing the Services, you agree to these Terms and to our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Services.

If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” includes that organization.

2. Eligibility

You must be at least 18 years old, or the age of legal majority in your jurisdiction, to use the Services. The Services are not directed to children, and we do not knowingly collect information from anyone under that age.

You may not use the Services if you are barred from doing so under applicable law, if you are located in or ordinarily resident in a jurisdiction subject to comprehensive sanctions, or if you appear on any government restricted-party or denied-party list. You represent that none of these apply to you.

We may require identity or eligibility verification at any time and may suspend access pending verification.

3. Definitions

Capitalized terms have the meanings given where they first appear, and the following definitions apply throughout.

Agent. The personal artificial-intelligence system Balnce operates on your behalf, including any sub-agents, that can perform tasks, communicate, and take Authorized Actions within the limits you configure.

Sovereign Identity. Your persistent, self-held network identity issued through the Services, sometimes referred to within the product as a VLAD, together with its associated provenance record (PLOG) and any extensions or child identities derived from it.

Authorized Action. Any action the Agent takes on your behalf that you have permitted, whether by an explicit instruction, a standing rule, a spending allowance, or a configuration you have enabled.

Intentcast. A signal you broadcast through the Services expressing demand, interest, or intent, which participating Brands or merchants may respond to.

Brand / Merchant. A third party that participates in the commerce network to offer goods, services, content, or responses, including through any brand agentic network.

AURA. The in-platform utility unit described in Section 8, used to access, reward, and meter activity inside the Services.

Wallet. The in-product container that holds your AURA balance and related state.

Content. Any data, text, files, prompts, instructions, or other material you submit to or generate through the Services.

4. Your account and your Sovereign Identity

4.1 Identity is yours

A core principle of Balnce is that your identity and your data belong to you, not to us. Your Sovereign Identity is held by you and is designed to remain under your control. We do not claim ownership of it.

4.2 Your responsibility for it

Because your identity and its operational keys are self-held, you are responsible for safeguarding them, including any recovery phrases, devices, credentials, or hardware that secure them. We cannot reset, recover, or reissue keys we do not hold. Loss of your keys may mean permanent and unrecoverable loss of access to your identity, your Wallet, and your data. You accept this risk as an inherent feature of sovereignty.

4.3 Accuracy and security

You agree to provide accurate information where requested, to keep your account secure, and to notify us promptly of any unauthorized use. You are responsible for all activity that occurs under your identity, except activity resulting from our own proven failure.

4.4 One person, real person

You may not create an identity for anyone other than yourself or an entity you are authorized to represent, impersonate others, or operate identities programmatically to evade limits or detection except as expressly permitted by us in writing.

5. The Agent and what it does

5.1 The Agent acts for you

The Agent is designed to act in your interest and on your behalf, within the limits you set. You direct it. It is a tool that extends your intent, not an independent legal person.

5.2 Scope of any fiduciary framing

Balnce describes the Agent as serving your interests. Any such description sets our design intent and product commitment. It does not, by itself, create a fiduciary, trustee, agency, brokerage, advisory, or similar legal relationship between you and Balnce beyond what these Terms expressly state, and it does not make Balnce your legal agent for tax, regulatory, or contractual purposes.

5.3 The Agent is not professional advice

The Agent and the Services may produce information that touches on financial, legal, medical, tax, or other regulated subjects. None of it is professional advice, and none of it is a substitute for a licensed professional. You are responsible for your decisions.

5.4 Probabilistic systems can be wrong

AI systems can produce inaccurate, incomplete, or unexpected output, and can act in ways you did not intend even when configured carefully. You acknowledge this and agree to review consequential actions. We do not warrant that the Agent will be error-free or that any particular result will occur.

5.5 You can stop it

You may pause, restrict, or revoke the Agent's permissions at any time through the available controls. Revocation applies going forward and does not unwind actions already completed.

6. Authorized Actions, spending, and agent transactions

6.1 You define the limits

You may grant the Agent permission to take actions on your behalf, including communicating with Brands, responding to offers, and initiating payments or transfers. You control the scope through allowances, spending caps, approval requirements, and standing rules.

6.2 Authorized Actions bind you

An Authorized Action taken within the permissions you configured is your action. You are responsible for it, including any payment, commitment, or transfer it produces, to the same extent as if you had taken it yourself.

6.3 Verification of authority

When the Agent transacts with a Brand, merchant, or another agent, the Services may present verifiable proof that the Agent is authorized and that an amount or scope has been approved by you. You authorize us to generate and present such proofs for actions you have permitted.

6.4 Limits, holds, and review

We may impose, change, or enforce transaction limits, holds, cooling-off periods, or additional confirmation steps to reduce fraud, error, and abuse, including blocking or reversing actions we reasonably believe are unauthorized, fraudulent, unlawful, or outside your configured limits.

6.5 Unauthorized activity

Tell us promptly if you believe an action was taken without your authorization. We will investigate in good faith. Your own failure to secure your identity, or your grant of an allowance that was later exploited, is your responsibility, subject to applicable law.

7. Intentcasting and the commerce network

7.1 Balnce is a facilitator

The Services let you broadcast Intentcasts and connect with Brands and merchants who may respond with offers, goods, services, or content. When a transaction occurs, it is between you and that Brand or merchant. Balnce facilitates discovery, matching, communication, and, where applicable, payment messaging. Balnce is not the seller, supplier, or merchant of record unless a specific offering states in writing that Balnce is the provider.

7.2 The Brand is responsible for what it sells

The Brand or merchant is responsible for its products, descriptions, pricing, availability, fulfillment, delivery, support, warranties, refunds, chargebacks, and disputes, and for compliance with all laws applicable to its offering.

7.3 No endorsement, neutral matching

Listing or matching a Brand is not an endorsement. We aim to match based on relevance to your intent and your stated preferences. Where any placement is sponsored, promoted, or paid, we will disclose it as required by law.

7.4 Your intent data

You control what you broadcast. An Intentcast you send may be shared with Brands able to respond, as described in our Privacy Policy. You can configure, limit, or stop your Intentcasts.

7.5 Brand obligations

Brands and merchants that participate are bound by separate terms governing their participation, including obligations regarding accurate listings, honoring offers, lawful conduct, and respect for your data and your sovereignty.

8. AURA, the Wallet, and network value

8.1 What AURA is

AURA is a limited, revocable, in-platform unit used to access features, meter activity, and recognize participation within the Services. AURA exists only as a feature of the Services and has meaning only inside them.

8.2 What AURA is not

AURA is not money, legal tender, fiat currency, a bank deposit, electronic money, a stored-value or prepaid access instrument redeemable for cash, a security, a commodity, a derivative, a share, or any other financial instrument or investment. AURA carries no interest, no ownership stake in Balnce, and no claim on Balnce's assets or revenue. You should not acquire or hold AURA in expectation of profit, appreciation, or any return.

8.3 No guaranteed value or redemption

AURA has no inherent or guaranteed monetary value. Except where we expressly and in writing enable a specific redemption or transfer feature, AURA is not redeemable for cash and may not be sold, transferred, or exchanged outside the Services.

8.4 We may change it

We may create, issue, withhold, adjust, expire, suspend, or discontinue AURA, the Wallet, AURA states, earning and reward mechanics, and any associated fees at any time, for any reason, including to comply with law or to protect the platform.

8.5 Holonic wallet and self-custody

Where your Wallet is self-held, the responsibilities and risks of self-custody described in Section 4.2 apply fully. We cannot recover AURA secured by keys we do not hold.

8.6 Taxes

You are solely responsible for determining and paying any taxes that apply to your acquisition, holding, use, or transfer of AURA, and for any reporting obligations.

8.7 Compliance and eligibility

Availability of AURA features may vary by jurisdiction. We may restrict or disable AURA features where required, and you may not use AURA in connection with money laundering, terrorist financing, sanctions evasion, fraud, or any unlawful purpose.

9. Subscriptions, fees, and payments

9.1 Paid plans

Some features require a paid subscription or one-time purchase, including any Edge Twin packages or premium tiers. Prices, billing intervals, and what each plan includes are shown at the point of purchase.

9.2 Billing through app stores and processors

Subscriptions and purchases may be processed through third parties such as the Apple App Store, the Google Play Store, or a payment processor, and may also be subject to those parties' terms.

9.3 Automatic renewal

Subscriptions renew automatically at the then-current price until canceled. You authorize recurring charges until you cancel. Cancel before the renewal date to avoid the next charge.

9.4 Network and transaction fees

We may charge fees for certain network activity, including transfers and platform transactions, disclosed before you incur them. Fees are not refundable except as required by law or as expressly stated.

9.5 Changes to pricing

We may change prices and fees on a going-forward basis with notice as required by law. Changes do not affect a billing period already paid.

9.6 Your obligation

You agree to pay all amounts due, including applicable taxes, and to keep a valid payment method on file for active paid plans.

10. Refunds and cancellation

You may cancel a subscription at any time, effective at the end of the current billing period. Unless required by law or expressly stated, fees already paid are non-refundable, and partial periods are not prorated.

For purchases of third-party goods or services through the commerce network, refunds are handled by the Brand or merchant of record under its own policy, as described in Section 7.

11. Your data, privacy, and sovereignty

11.1 The inversion

Balnce is built on the principle that the Services should serve you rather than extract from you. We do not sell your personal data. Our collection and use of data are governed by our Privacy Policy.

11.2 You own your data

You retain ownership of your Content and your personal data. You grant Balnce only the limited, revocable license needed to operate, secure, and improve the Services and to perform the actions you ask of us. We do not claim ownership of your Content.

11.3 Portability and deletion

Consistent with sovereignty, we provide controls to export and delete your data where technically feasible, subject to legal retention obligations and to the limits of self-held storage we do not control.

11.4 Security

We use reasonable technical and organizational measures to protect data within our control. No system is perfectly secure, and self-held components remain your responsibility.

12. Your Content and feedback

12.1 License to operate

To run the Services, the Agent, and the network, you grant Balnce a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, and create technical derivatives of your Content solely to provide, secure, and improve the Services and to carry out actions you authorize. This license ends when you delete the Content or close your account.

12.2 Your responsibility for Content

You represent that you have the rights to your Content and that it does not violate law or these Terms. You are responsible for what you submit and for instructions you give the Agent.

12.3 Feedback

If you send suggestions or feedback, you grant Balnce a perpetual, irrevocable, royalty-free license to use it without restriction or obligation to you.

13. Intellectual property

13.1 Our rights

The Services, including the software, the protocol, the architecture, models, designs, interfaces, documentation, trademarks, and all related intellectual property, are owned by Balnce or its licensors and are protected by law. The Services and their underlying work are proprietary and closed source.

13.2 License to you

Subject to these Terms, Balnce grants you a personal, limited, non-exclusive, non-transferable, revocable license to access and use the Services for your own lawful use. You may not sublicense, resell, or commercially exploit the Services except as we expressly permit.

13.3 Restrictions

You may not copy, modify, distribute, sell, or lease any part of the Services; reverse engineer, decompile, or disassemble any part; remove or alter proprietary notices; scrape or extract data at scale; or use the Services to build a competing product or model.

13.4 Trademarks

“Balnce,” the Balnce logo, and other names and marks are trademarks of Balnce. You may not use them without our prior written permission.

14. Acceptable use

You agree not to use the Services to:

• violate any law, regulation, or third-party right;
• defraud, deceive, or harm any person, or facilitate financial crime;
• infringe intellectual property or misappropriate confidential information;
• transmit malware, attempt unauthorized access, or circumvent security;
• interfere with, overload, or disrupt the Services;
• impersonate any person or entity;
• harass, abuse, threaten, or harm others;
• manipulate the network, AURA mechanics, or matching through fraud;
• use the Services to develop a competing offering; or
• enable any third party to do any of the above.

Violation may result in immediate suspension or termination, forfeiture of AURA, and referral to authorities where warranted.

15. Security, fraud prevention, and anti-abuse

We may monitor, investigate, and take action against activity that threatens the Services, other users, Brands, or Balnce. We may suspend identities, freeze or reverse transactions, withhold or forfeit AURA, throttle activity, and require additional verification. You agree to cooperate with reasonable security and verification requests.

16. Third-party services

The Services may interoperate with third-party platforms, networks, agents, app stores, payment processors, and protocols. We do not control those third parties and are not responsible for their acts, omissions, terms, availability, or content.

17. Disclaimers

The Services are provided “as is” and “as available,” without warranties of any kind, to the fullest extent permitted by law. We do not warrant that the Services will be uninterrupted, secure, error-free, or that the Agent will produce accurate results.

18. Limitation of liability

To the fullest extent permitted by law, Balnce will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages. Balnce's total aggregate liability will not exceed the greater of (a) the total amounts you paid to Balnce in the twelve months before the event, or (b) one hundred U.S. dollars (USD 100).

19. Indemnification

You agree to defend, indemnify, and hold harmless Balnce from and against any claims, damages, losses, liabilities, costs, and expenses arising out of or related to your use of the Services, your Content, your Authorized Actions, or your violation of these Terms.

20. Suspension and termination

20.1 By you

You may stop using the Services and close your account at any time.

20.2 By us

We may suspend or terminate your access, with or without notice, if you violate these Terms or any law, if your use poses a risk, if required by law, or if we discontinue the Services.

20.3 Effect of termination

On termination, your license ends. Self-held identity and data may remain in your possession. AURA may be forfeited as permitted in Sections 8 and 14.

21. Dispute resolution and arbitration

Please read this section carefully. It affects how disputes are resolved.

21.1 Informal resolution first

Before filing a claim, you agree to contact us at [email protected] and attempt to resolve the dispute informally for at least 30 days.

21.2 Binding arbitration

Any dispute will be resolved by final and binding arbitration administered by the American Arbitration Association, before a single arbitrator, in San Francisco, California.

21.3 Class action waiver

Claims may be brought only in an individual capacity, not as part of any class, collective, or representative proceeding.

21.4 Exceptions

Either party may bring an individual claim in small-claims court, or seek injunctive relief to protect intellectual property.

21.5 Opt out

You may opt out of arbitration by sending written notice to [email protected] within 30 days of first accepting these Terms.

22. Changes to these terms

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice. Your continued use after the effective date means you accept the updated Terms.

23. Governing law

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws rules. Subject to Section 21, the courts located in New Castle County, Delaware have exclusive jurisdiction over matters not subject to arbitration.

24. General

Entire agreement. These Terms, the Privacy Policy, and any terms presented at the point of purchase are the entire agreement between you and Balnce regarding the Services.

Severability. If any provision is held unenforceable, the rest remains in effect.

No waiver. Our failure to enforce a provision is not a waiver of it.

Assignment. You may not assign these Terms without our consent. We may assign them in connection with a merger, acquisition, financing, or sale of assets.

Force majeure. We are not liable for failure or delay caused by events beyond our reasonable control.

No third-party beneficiaries. Except as expressly stated, these Terms create no third-party rights.

Notices. We may give notice through the Services or to the contact information associated with your account.

Survival. Provisions that should survive termination do so.