Welcome to Oracle, a product developed by Noice Labs Inc., (including all of our affiliates, “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your access to and use of our website, services, applications, and features—including our private terminal available at agent.noice.so and on various social platforms (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Services.
Please also familiarize yourself with our Privacy Policy https://agent.noice.so/privacy-policy to understand how we manage your information.
1. Binding Arbitration and Class Action Waiver
WHEN YOU AGREE TO THESE TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND US THROUGH BINDING ARBITRATION RATHER THAN IN COURT AND TO A CLASS ACTION WAIVER. PLEASE REVIEW CAREFULLY SECTIONS 15 AND 16 BELOW FOR DETAILS REGARDING ARBITRATION AND YOUR RIGHTS. HOWEVER, IF YOU ARE A RESIDENT OF A JURISDICTION WHERE APPLICABLE LAW PROHIBITS ARBITRATION OF DISPUTES, THE AGREEMENT TO ARBITRATE WILL NOT APPLY TO YOU.
2. Who We Are
Oracle is a platform that integrates with Privy—a third-party wallet provider—to enable you to manage your digital wallets and perform blockchain transactions including trading and transferring digital assets on your own behalf. It offers an interface for conducting these activities seamlessly onchain.
For inquiries or support, contact us at: support@noice.so
3. Acceptance of Terms
By using our Services:
You represent and warrant that you have read, understood, and agree to these Terms as well as any additional policies or guidelines incorporated herein by reference.
If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.
In addition:
You must be at least 18 years old to use our Services. By registering, you represent and warrant that you meet this age requirement and have the legal capacity to enter into these Terms.
To access certain features of our Services, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information as necessary. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
To access certain features of our Services, you must use Privy–a third party wallet provider. Your use of Privy is subject to Privy’s terms and conditions as they may be amended from time to time.
4. Additional Service-Specific Terms
Certain features or services offered through Oracle may be subject to additional terms, policies, or guidelines. These additional terms are incorporated by reference into these Terms and will be provided to you before your use of those specific features.
5. Using Our Services
Oracle provides you with an interface allowing you to create and manage a digital wallet through our integration with Privy, and to thereafter perform blockchain transactions on your own behalf such as trading and transferring assets via our private terminal and social platforms. The Services are not a physical product or good. By using the Services, you acknowledge and agree that the Services are intangible software tools designed for informational and interactive purposes.
5.1 Wallet Creation and Management
Third-Party Integration (Privy): When you create a digital wallet through Privy while using our Services, the wallet is established using Privy’s secure infrastructure. By using our Services, you acknowledge and agree to review and comply with Privy’s terms and privacy policies.
Your Responsibility: You are solely responsible for managing your digital wallet, including keeping your wallet credentials secure and ensuring that any backup procedures recommended by Privy or us are followed.
5.2 Blockchain Transactions
Direct Execution: All transactions are initiated and signed by your wallet. Oracle facilitates interaction with blockchain protocols but does not intermediate or control transactions.
Transparency: Transactions are recorded on public blockchains and are irrevocable. You acknowledge that we cannot reverse, cancel, or modify transactions once broadcast.
Irreversibility: Transactions executed on the blockchain through our Services are final and irreversible. You must carefully verify all instructions to Oracle before submitting them.
Risk Acknowledgment: You understand that blockchain technology carries inherent risks—including volatility, potential loss of funds, and network delays—and you agree that we are not responsible for any loss or damage arising from these risks.
5.3 User Control and Transparency
Self-Custody: You retain full ownership and control of your digital assets subject to your relationship with Privy. We cannot freeze, seize, or restrict access to the assets in your wallet; although the technology underlying the Services may be subject to interruptions, cybersecurity risks and failures. We are not responsible for such risks and failures.
No Intermediary Role: We do not hold, transmit, or settle assets. Transactions occur peer-to-peer via blockchain protocols at your own discretion and direction.
Transaction Instructions: You are responsible for providing correct and complete instructions for any blockchain transaction. Oracle will execute transactions as instructed, but we are not liable for any errors or losses resulting from inaccurate or incomplete instructions.
5.4 No Professional Advice
All information provided by the Services is for informational purposes only and should not be construed as professional advice. You should not take, or refrain from taking, any action based on any information contained in the Services. Before you make any financial, legal, or other decisions involving the Services, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate.
5.5 No Fiduciary Duties
These Terms are not intended to, and do not, create or impose any fiduciary duties on us.
To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in these Terms.
5.6 Release
We are not a party to any transaction or other interaction occurring on the underlying blockchain protocols. If you have a dispute with any transaction counterparty, you agree to address such dispute directly with such counterparty. If permitted in your jurisdiction, you release us (and our officers, directors, agents, investors, subsidiaries, employees, and advisors) (collectively “Releasees”) from, and covenant not to sue Releasees for any and all claims, demands, or damages (actual or consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
5.7 Regulatory and Compliance Suspensions or Terminations.
We may suspend or terminate your access to the Services at any time as required by applicable law, any governmental authority, or if we in our sole and reasonable discretion determine you are violating these Terms or the terms of any third party service provider. Such suspension or termination shall not constitute a breach of these Terms by us.
5.8 Ownership and Control of Assets
The Services are purely non-custodial, meaning you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold via Privy. Title to your digital assets shall at all times remain with you and shall not transfer to us. As the owner of your own cryptocurrency, you shall bear all risk related to the digital assets in your wallet(s). We will have no liability for value fluctuations of digital assets.
5.9 Trading Activities and Other Transactions
All of the code used in the Services is novel and experimental. Please use discretion when depositing funds. While we have thoroughly reviewed our code, we are not liable for funds lost due to code or smart contract exploits or hacks. Moreover, digital assets displayed using the Services are exposed to market fluctuations. Your capital might change due to price action and other external factors. Take note that price fluctuations also cause “impermanent loss” when dealing with liquidity pools.
A transaction may fail for several reasons, including without limitation a change in prices, order availability, or technical difficulties experienced by us, decentralized finance counterparties or underlying blockchain nodes. We make no representation or warranty that any transaction will be executed fully, or at all. We are, under no circumstances, liable for any loss or injury suffered by a failure of a transaction to complete properly or in a timely manner, including dispatching to the underlying blockchain. Further, we are in no way responsible for notifying you of a transaction failure. You have full responsibility to determine and inquire into the failure of any transaction which you initiate.
WE MAY REMOVE A DIGITAL ASSET FROM TRADING ON THE SERVICES AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTICE. You acknowledge that while we are using commercially reasonable methods to provide trading functionality to you through our Services, we do not guarantee that the Services will be consistently available. You agree that you assume all risks and potential losses associated with any digital asset being removed, price fluctuations, or differences in actual versus indicated prices.
We operate as an application provider and do not act as principal or counterparty with respect to any transactions entered using the Services. Strategies will generally involve usage of other decentralized finance platforms. This will add a layer of counterparty risk.
You agree and understand that: (a) all trades you submit through our Services are considered unsolicited, which means that they are solely initiated by you; (b) you have not received any investment advice from us in connection with any trades; and (c) we do not conduct a suitability review of any trades you submit.
You acknowledge and agree that we do not broker trading orders on your behalf, negotiate terms for any transaction, make investment recommendations, arrange financing, hold customer funds, process trade documentation or conduct independent asset valuations in connection with providing the Services. We also do not facilitate the execution or settlement of your trades, which occur entirely on the applicable underlying blockchain. As a result, we do not (and cannot) guarantee market best pricing or best execution through the Services. Any references using the Services to “best price” do not constitute a representation or warranty about pricing available through the Services or elsewhere.
6. Third-Party Services
Our Services may incorporate or link to third-party products, services, or software (collectively, “Third Party Services”), including the Privy wallet provider. Your use of these Third Party Services is subject to the respective terms and policies of those providers. Oracle is not responsible for and does not endorse any Third Party Services, nor shall we be liable for any issues, losses, or damages arising from your use of such services.
6.1 Agreement to Third-Party Platform Terms
Certain features of our Services may allow you to access, connect, or interact with external platforms or protocols—including, without limitation, Zerion, 0x, Jupiter, Rath.fi, Codex, Helius or other third-party trading, prediction, or financial platforms (collectively, “Third-Party Platforms”).
By using any such feature, you represent and warrant that you have read, understood, and agreed to be bound by the applicable terms of service, privacy policies, and all other terms and conditions of each Third-Party Platform you access.
You may not use our Services to access or interact with any Third-Party Platform unless you have agreed to and are in full compliance with all such terms and policies.
We are not responsible for and disclaims all liability for any issues, losses, or disputes arising from your use of any Third-Party Platform or your noncompliance with its terms.
7. Fees and Payment
7.1 Fees
Certain features or transactions conducted through our Services may incur fees (e.g., network fees, service fees). Currently there is an 1% Oracle fee on swaps.
7.2 Payment Processing
If you purchase any services or features that require payment, you agree to provide complete and accurate payment information. By authorizing payments, you consent to the automatic billing of your chosen payment method for recurring fees (if applicable). You are responsible for all charges incurred in connection with your use of our Services.
7.3 Taxes
You are responsible for any taxes or duties that may be applicable to your use of our Services. It is your responsibility to determine what, if any, taxes apply to the transactions you make, and to report and remit the correct tax to the appropriate tax authority. We are not responsible for determining whether taxes apply to your transaction, or for collecting, reporting, or remitting any taxes arising from any transaction. We encourage you to speak with your personal tax advisor regarding the tax implications of your use of the Services.
8. User Representations and Warranties
8.1 Authority
You represent that you have the legal authority to enter into these Terms.
8.2 Compliance with Laws
You agree to comply with all applicable laws (e.g., intellectual property laws, data privacy regulations), and to use the Services only for lawful purposes. In particular, you shall not:
a) Engage in any fraudulent, deceptive, or unlawful activities.
b) Attempt to bypass, disable, or otherwise interfere with any security measures.
c) Transact in or facilitate transactions involving illicit or illegal activities.
d) Provide false or misleading information in connection with any blockchain transaction.
e) Engage in any other activity that we, in our sole discretion, determines may harm the integrity or security of our Services or the rights of others.
f) Use, display, mirror or frame the Services or any individual element within the Services, the Oracle name, any Oracle trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without our express written consent.
g) Failure to comply with these rules may result in suspension or termination of your account and access to our Services without notice.
8.3 Ownership of Inputs
You warrant that any data or content you provide (i) is wholly owned, controlled, or appropriately licensed by you and (ii) does not infringe upon third-party rights or violate any applicable law.
8.4 Compliance for AI Agent-Assisted Use
If you use an AI agent to interact with the platform:
You must disclose this use to us prior to use;
You warrant that its actions comply with applicable laws; and
You indemnify us against claims arising from misuse by your AI agent.
9. Export Control and Sanctions
You agree to comply with all applicable export control laws and regulations, including U.S. export control and economic sanctions laws and regulations. In particular, you represent and warrant that:
You are not located in, under the jurisdiction of, or a national of any country or territory that is subject to U.S. economic sanctions or embargoes.
You are not listed on any U.S. government list of prohibited or restricted parties.
If you are located in or are a national of a country that is subject to U.S. sanctions, or if you are otherwise prohibited from using our Services under applicable U.S. law, you are not permitted to access or use our Services.
10. Intellectual Property Rights
10.1 Ownership
All intellectual property rights—including but not limited to trademarks, logos, text, graphics, images, and software—associated with Oracle and our Services are owned exclusively by us or our licensors.
10.2 Limited License
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your personal, non-commercial use.
10.3 Restrictions
You may not copy, modify, distribute, sell, lease, or create derivative works from any content or materials provided through our Services without our explicit written consent.
10.4 Feedback
Feedback is welcome. If provided, you agree that we can use it without any obligation to compensate you.
11. Disclaimer of Warranties
11.1 “As Is” Basis
Our Services are provided on an “as is” and “as available” basis without any warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted service.
11.2 No Guarantee of Accuracy or Reliability
We do not warrant that the Services will be error-free, secure, or continuously available. You use the Services at your own risk.
11.3 Blockchain and Third-Party Risk
You acknowledge that the use of blockchain technology and Third Party Platforms involves risks that may be outside our control. We disclaim any liability for losses resulting from such risks.
Where the Services rely on or interacts with third-party services, APIs, or protocols (including decentralized exchanges, custodians, or data providers), you acknowledge that these are not controlled by us and may be subject to their own risks and terms. We shall not be liable for any loss or damages resulting from the unavailability, malfunction, or breach of any such third-party service.
11.4 Assumption of Technological and Cybersecurity Risk
You understand and expressly accept the inherent risks associated with interacting with blockchain technologies, smart contracts, digital assets, and automated trading systems. This includes, but is not limited to, the risk of:
Unauthorized access or hacking;
Front-running or sandwich attacks;
Phishing, malware, and other forms of malicious code;
Failure or exploitation of smart contracts;
Network or protocol disruptions;
Bugs or errors in underlying blockchain or Service code,
Latency, slippage, or incorrect trade execution.
You agree that we are not liable for any loss of funds, data, digital assets, or personal information arising from such risks, whether caused by internal systems, third parties, or external actors.
12. Limitation of Liability
12.1 Limit on Liability
To the maximum extent permitted by applicable law:
We, our team, and our affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, revenue, data, or goodwill) arising out of or in connection with your use of the Services—even if advised of the possibility of such damages.
Our aggregate liability under these Terms will not exceed the greater of (a) the total fees you paid to us in the 12 months preceding the claim or (b) one hundred dollars ($100).
12.2 Waiver of Claims
To the maximum extent permitted by applicable law, you hereby irrevocably waive, release, and discharge any and all claims, whether known or unknown, against us and our affiliates, officers, employees, contractors, and agents, arising from or related to:
Cybersecurity incidents;
System failures or outages;
Exploits or hacks of smart contracts or the blockchain network;
Downtime, trade execution errors, or inaccurate pricing data;
Acts or omissions of any third party.
This waiver applies regardless of whether we were advised of or reasonably could have foreseen the possibility of such damages.
13. Indemnification
You agree to indemnify, defend, and hold us and our team harmless as well as any related parties from and against any and all claims, liabilities, damages, losses, and expenses—including reasonable attorneys’ fees and costs—arising out of or in any way connected with:
Your use of the Services;
Your breach of these Terms;
Any claim that your conduct or content violates any rights of a third party.
14. Termination and Suspension
14.1 Termination by You
You may discontinue using our Services at any time. If you choose to terminate your account, you must notify us in writing (e.g., via our support email).
14.2 Termination by Us
We reserve the right in our sole discretion to suspend or terminate your access to our Services without notice if we determine that you have breached these Terms or if your actions are deemed to pose a risk to us, our users, or third parties.
14.3 Effect of Termination
Upon termination of your account:
Your right to access and use the Services will immediately cease;
All provisions of these Terms that by their nature should survive termination (including Sections 10 through 20) shall remain in effect.
15. Dispute Resolution
15.1 Informal Resolution
If you have any concerns or disputes regarding these Terms or the Services (“Dispute”), please contact us at: support@noice.so. We encourage you to first reach out to us to attempt an informal resolution.
15.2 Mandatory Arbitration
Except for claims eligible for small claims court or for injunctive relief to prevent unauthorized use of our intellectual property:
Any Dispute shall be resolved exclusively through final and binding arbitration administered by a recognized arbitration provider (e.g., AAA) as agreed between you and us under its applicable rules;
The arbitration shall be conducted in Delaware, United States;
Any award rendered shall be final and binding on both parties.
15.3 Class Action Waiver
To the fullest extent permitted by law:
You agree that any arbitration or litigation arising under these Terms will be conducted solely on an individual basis;
You waive any right to participate in a class action or class-wide arbitration.
16. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the state of Delaware without regard to its conflict-of-law principles. You agree to submit to the exclusive jurisdiction of New York courts for disputes arising out of these Terms unless otherwise required by applicable law.
17. Changes to These Terms
We reserve the right to modify or update these Terms at any time. Any changes will be effective immediately upon posting the revised Terms on our website or notifying you through other communication channels. Your continued use of our Services after any such changes constitutes your acceptance of the new Terms. If you do not agree with the changes, you must stop using the Services.
18. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.
19. Entire Agreement
These Terms, together with any additional terms or policies referenced herein, constitute the entire agreement between you and us regarding your use of the Services and supersede all prior or contemporaneous communications and proposals, whether oral or written.
20. Non-Reliance
You acknowledge and agree that in entering into these Terms and using the Services you have not relied and are not relying on any representations, warranties or other statements whatsoever, whether written or oral (from or by us or any person acting on our behalf) other than those expressly set out in these Terms (or other related documents referred to herein) and that you do not have any right or remedy rising out of any representation, warranty or other statement not expressly set out in these Terms.
21. Contact Information
For any questions, concerns, or comments about these Terms or the Services, please contact us at: support@noice.so
By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.