Terms of Service

1. Acceptance of Terms

By creating an account, accessing, or using the Matrix platform ("Service"), you agree to comply with and be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not use the Service. These Terms constitute a legally binding agreement between you ("User") and PaxLabs ("Company," "we," "us," or "our").

We reserve the right to modify these Terms at any time. Material changes will be communicated via the platform or by email. Your continued use of the Service following any modifications constitutes acceptance of the updated Terms.

2. Description of Service

Matrix is an AI agent platform that provides users with an intelligent assistant ("Neo") capable of performing tasks including but not limited to: file management, web research, code execution, blockchain interaction via the Paxeer network, scheduling, and general-purpose automation. Each user is provisioned a dedicated virtual machine environment containing the Matrix Daemon, Cortex (context/memory system), and Router components.

The Service operates on a local-first architecture where the user interface functions as a thin communication window between the user client and the dedicated agent environment. The agent interacts with external services, APIs, and blockchain networks on behalf of the user.

3. Acceptable Use Policy

You agree not to use the Service to:

• Violate any applicable local, state, national, or international law or regulation
• Engage in any activity that could harm, disable, or impair the Service or interfere with other users' access
• Transmit malware, viruses, or any other malicious code through the platform
• Attempt to gain unauthorized access to other users' environments, PaxLabs infrastructure, or the Paxeer network beyond your authorized scope
• Use the Service to generate, distribute, or facilitate spam, phishing, or deceptive content
• Engage in market manipulation, front-running, or other fraudulent activities on the Paxeer network or any connected blockchain
• Circumvent or attempt to circumvent the security sandboxing, execution controls, or the core_execute transaction approval pipeline
• Use the Service to scrape, data-mine, or collect information from third-party services in violation of their terms
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Use the agent to create, deploy, or interact with smart contracts for illegal purposes including money laundering or sanctions evasion

4. Agent Behavior and User Responsibility

The Matrix agent ("Neo") operates autonomously within defined safety boundaries on your behalf. You acknowledge and agree that:

• User direction: The agent acts on your instructions. You are responsible for the tasks you assign and the outcomes of those tasks, subject to the safety constraints built into the platform.
• Transaction approval: Any action that moves funds, signs transactions, or commits value on the Paxeer network or any external blockchain requires explicit user approval through the core_execute pipeline. The agent cannot and will not execute financial transactions without your authorization.
• Read-only by default: The agent's blockchain and financial tools are read-only by design. The agent holds no wallet signing keys and cannot independently authorize transfers of value.
• Reversible actions: The agent defaults to performing reversible actions and will seek clarification on destructive or ambiguous operations.
• No guarantee of accuracy: While the agent strives for accuracy, AI-generated outputs may contain errors. You are responsible for verifying critical information before acting on it, especially regarding financial decisions, legal matters, or security-sensitive operations.

5. Intellectual Property

5.1 PaxLabs Property

The Matrix platform, including its software, design, logos, trademarks, the Neo agent, the Cortex memory system, the MCL (Matrix Command Language), and all associated documentation, is the exclusive property of PaxLabs. These Terms do not grant you any right, title, or interest in the Service beyond a limited, revocable, non-exclusive license to use it in accordance with these Terms.

5.2 User Content

You retain ownership of all content, data, and materials you create, upload, or process through the Service ("User Content"). By using the Service, you grant PaxLabs a limited license to process your User Content solely for the purpose of providing and improving the Service. This license does not extend to selling, licensing, or sharing your content with third parties for their own purposes.

5.3 Agent Outputs

Content generated by the agent in response to your instructions is provided for your use. PaxLabs makes no claim of ownership over agent-generated outputs, but you acknowledge that such outputs may not be eligible for copyright protection and may be similar to outputs generated for other users.

6. Fees and Payment

Access to the Matrix platform may require payment of fees as described on our pricing page or within the platform. All fees are quoted in USD unless otherwise stated. Blockchain transaction fees (gas) on the Paxeer network are borne by the user and are separate from platform fees. PaxLabs reserves the right to change pricing with reasonable advance notice.

7. Limitation of Liability

To the maximum extent permitted by applicable law:

• The Service is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• PaxLabs shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, goodwill, or other intangible losses, resulting from your use of or inability to use the Service.
• PaxLabs shall not be liable for any losses arising from blockchain transactions you authorize, including but not limited to losses from smart contract interactions, market volatility, or network congestion on the Paxeer network or any connected chain.
• PaxLabs' total aggregate liability for any claim arising from these Terms or the Service shall not exceed the greater of $100 USD or the amount you paid to PaxLabs in the twelve (12) months preceding the claim.

8. Indemnification

You agree to indemnify, defend, and hold harmless PaxLabs, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any rights of another party; or (d) any content or data you submit through the Service.

9. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, and with or without notice. Upon termination, your right to use the Service ceases immediately. Provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability. You may terminate your account at any time through the platform settings.

10. Dispute Resolution

Any dispute arising from or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties. If negotiation fails within thirty (30) days:

• Disputes shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association.
• Arbitration shall take place in the jurisdiction where PaxLabs is incorporated.
• The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.
• Nothing in this section prevents either party from seeking injunctive relief in a court of competent jurisdiction for intellectual property infringement or unauthorized access to the Service.

This section does not apply to disputes involving amounts under $5,000 USD, which may be brought in small claims court in the jurisdiction where PaxLabs is incorporated.

11. General Provisions

These Terms constitute the entire agreement between you and PaxLabs regarding the Service. If any provision is found to be unenforceable, the remaining provisions shall remain in full effect. Our failure to enforce any right or provision shall not constitute a waiver. The section headings are for convenience only and have no legal effect.

For questions about these Terms, contact us at legal@paxlabs.com.