Terms of Service

These Terms of Service ("Terms") govern your access to and use of SurgePilot ("we", "us", or "our"), a cryptocurrency automated trading platform (the "Service") operated by SurgePilot LLC, a Texas Limited Liability Company. By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Eligibility

You must be at least 18 years old and legally capable of entering into a binding agreement to use the Service. By using the Service, you represent and warrant that you meet these requirements and that your use of the Service complies with all applicable laws and regulations in your jurisdiction.

2. Account Registration

• You may register using an email/password or through a third-party OAuth provider (currently Google or GitHub).
• You are responsible for maintaining the confidentiality of your account credentials.
• You are responsible for all activity that occurs under your account.
• You must provide accurate and complete information during registration.

3. Subscriptions, Billing, and Trials

The Service is offered in free and paid subscription tiers (currently Free, Surge, Surge Pro, and Surge Elite). By selecting a paid tier, you agree to the following:

• You will pay all applicable fees as displayed at the time of purchase, including any applicable taxes.
• You authorize our payment processor (Stripe) to charge your selected payment method on a recurring basis (monthly or annual, as you choose) until you cancel.
• Subscriptions automatically renew at the end of each billing cycle unless canceled before the renewal date.
• You may cancel at any time from your account settings. Cancellation takes effect at the end of the current paid period; you retain access to paid features until then.
• Fees are generally non-refundable except where required by applicable law.
• We may offer free or discounted trial periods. If you provide a payment method during a trial, your subscription will automatically convert to a paid subscription at the end of the trial unless you cancel beforehand.
• If a payment fails or your subscription is canceled, your account may be downgraded to the Free tier, which may stop, limit, or disable running bots and other paid features.
• We may change subscription pricing or terms with reasonable advance notice. Continued use of the Service after the effective date of such changes constitutes acceptance of the new pricing or terms.

4. Exchange API Credentials

The Service allows you to connect cryptocurrency exchange accounts (currently Coinbase Advanced Trade and Kraken) by providing API keys. By providing these credentials, you acknowledge and agree that:

• You are the authorized owner of the exchange account.
• You grant the Service permission to execute trades and retrieve data on your behalf.
• You are responsible for configuring appropriate API key permissions (e.g., restricted access).
• We strongly recommend using API keys that do not have withdrawal permissions. We do not verify or enforce the permission scope of the API keys you provide.
• You are responsible for revoking API keys at the exchange if you discontinue use of the Service or believe your credentials may be compromised.

5. Financial Risk Disclaimer

6. No Financial Advice

The Service, including any AI-powered features, is a software tool and does not constitute financial, investment, or trading advice. We are not a registered broker-dealer, financial advisor, or investment advisor.

7. AI Features and AI Auto-Optimization

The Service includes AI-powered features provided through third-party providers (currently accessed via OpenRouter, which routes requests to providers including but not limited to Anthropic, OpenAI, Google, Meta, and Mistral). You understand that AI responses are generated by machine learning models and may be inaccurate, incomplete, or misleading. Do not rely on AI-generated content as the sole basis for trading decisions.

The Service may also include optional AI-powered runtime auto-optimization features that, when enabled, automatically modify the configuration of your trading bots based on machine-learned signals or heuristics. By enabling auto-optimization, you acknowledge and agree that:

• You authorize the Service to make configuration changes to your bots on your behalf, including changes that may affect open positions, order placement, or risk exposure.
• AI-driven decisions may be incorrect, suboptimal, or result in financial loss.
• You remain solely responsible for all trades executed by your bots, including those affected by auto-optimization.
• You may disable auto-optimization at any time from your bot settings.

8. Backtesting and Paper Trading

The Service provides simulation modes including backtesting (against historical price data) and paper trading (against live market prices without real funds). You acknowledge and agree that:

• Simulation results are estimates only and do not guarantee real-world performance.
• Backtesting does not account for all real-world conditions, including but not limited to slippage, partial fills, exchange downtime, network latency, fee changes, and market impact.
• Paper trading simulates order fills at indicative market prices and may differ materially from real exchange execution.
• Past performance, whether real or simulated, is not indicative of future results.

9. Watchlist, Alerts, and Notifications

The Service may offer features to track assets via a watchlist and to receive alerts based on price movements, AI-generated signals, or other criteria. You acknowledge that:

• Alert delivery is not guaranteed and may be delayed, deduplicated, or missed entirely due to technical or third-party issues.
• AI-generated alerts and signals are produced by automated systems and may be inaccurate or incomplete.
• You should not rely on alerts as the sole basis for any trading decision.

10. Email Communications

• We may send you transactional emails relating to your account, security, billing, and Service operation. These communications are part of the Service and cannot be opted out of while your account remains active.
• We may also send optional product updates, feature announcements, or other communications, which you may opt out of at any time via your account settings or by following the unsubscribe instructions included in the email.
• We do not sell or rent your email address to third parties for their independent marketing purposes.

11. Leaderboard and Public Visibility

• The Service may include a public leaderboard or similar features that display user trading performance metrics, usernames, and other public profile information.
• By using the Service, you acknowledge that aggregate performance data and your username may be publicly displayed to other users and visitors.
• Do not include personally identifying or sensitive information in your username if you do not wish for it to be publicly visible.
• We do not publicly display your private account details, exchange credentials, account balances, or individual trade history.

12. Regulatory Templates

• The Service may provide pre-configured constraint templates intended to assist with common regulatory or risk-management considerations.
• These templates are provided for informational and convenience purposes only and do not constitute legal, regulatory, tax, or compliance advice.
• Use of any template does not guarantee compliance with any applicable law, regulation, exchange policy, or jurisdiction-specific requirement.
• You remain solely responsible for ensuring your trading activities comply with all laws and regulations applicable to you.

13. Service Availability

• The Service is provided on an "as is" and "as available" basis.
• We do not guarantee uninterrupted, timely, secure, or error-free operation.
• We may modify, suspend, or discontinue the Service at any time without prior notice.
• The Service depends on third parties including cryptocurrency exchanges, payment processors, AI providers, and infrastructure providers. Outages, downtime, errors, or changes at these third parties may affect Service operation, and we are not liable for losses arising from such third-party failures.

14. Limitation of Liability

To the maximum extent permitted by applicable law, SurgePilot LLC shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages resulting from the use or inability to use the Service, including financial losses arising from trading activity. Our total aggregate liability shall not exceed the amount you paid us in the twelve months preceding the claim.

15. Indemnification

You agree to indemnify and hold harmless SurgePilot LLC and its affiliates from any claims, damages, losses, or expenses arising from your use of the Service, your trading activities, or your violation of these Terms.

16. Intellectual Property

The Service, including its software, design, logos, and content, is the property of SurgePilot LLC and is protected by intellectual property laws.

17. Data Retention and Deletion

• We retain your account data while your account is active.
• After account closure, certain data may be retained as required by applicable law or for legitimate business purposes, including financial transaction records, audit logs, security records, and records of your acceptance of these Terms.
• You may request export or deletion of your account data by contacting us at the address in Section 21. We will respond to such requests within a reasonable timeframe consistent with applicable law.
• Some data deletion requests may be refused or limited where retention is required by law, necessary for fraud prevention, or required to enforce our agreements.

18. Prohibited Uses

You agree not to use the Service for any illegal activity, reverse-engineer, decompile, or disassemble any part of the Service, or interfere with its integrity or performance.

19. Account Termination

We may suspend or terminate your account at any time. Upon termination, all active trading bots will be stopped, and you remain responsible for any pending trades or obligations on your exchange accounts.

20. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States of America, without regard to its conflict-of-laws principles. Any dispute arising under or relating to these Terms or your use of the Service shall be resolved exclusively in the state or federal courts located in the State of Texas, and you consent to the personal jurisdiction of those courts.

21. Contact Us

If you have questions about these Terms, please contact us at: [email protected]