Delphi Interface Terms of Service

1. The Interface and Delphi Protocol

These Delphi Interface Terms of Service (these “Terms”) govern the Delphi website, application and related hosted services that link to them, including the Predict Anything forecasting feature (the “Forecaster”), shareable forecast pages and related APIs (together, the “Interface”). They are an agreement between you and Gensyn, Inc. (“we,” “us” or “our”). By accessing or using the Interface, you hereby agree to these Terms. If you do not agree, you must not use the Interface.

The “Delphi Protocol” (or “Protocol”) is a set of open-source tools that allow users to create, trade, and settle information markets on public blockchains. We do not control or operate the Protocol or the blockchains it runs on. The Interface is an optional way to access the Protocol. These Terms govern the Interface, not the Protocol or independent interfaces. Separate open-source licenses and third-party terms apply to those resources. Providing the Interface does not by itself make us a market’s Creator, liquidity provider, trading counterparty or resolver. We may separately provide liquidity alongside other providers, as described in “Trading liquidity and fees.”

2. Who may participate

You must be at least 18, have authority to enter this agreement, and be legally permitted to participate where you live and are located. Market creation and trading through the Interface are unavailable to anyone located in or resident of the United States, any entity organized or principally based in the United States, any person subject to sanctions, anyone located in another restricted jurisdiction indicated on the Interface, or anyone acting on behalf of any such person or entity (collectively, “Restricted Persons”).

You must provide accurate eligibility information and must not use a VPN, another person’s account or other methods to bypass restrictions. We may verify eligibility and restrict access. Restricted Persons may be able to view forecasts and market information, but this does not make them eligible to create markets or trade, and nothing on the Interface is an offer or solicitation to them.

3. User creation and Market Rules

If you confirm the creation of a new market through the Interface, including by confirming the first trade in a market proposed by the Forecaster, you are that market’s creator (the “Creator”). This remains true when automated tools help define the market or another party supplies liquidity. Requesting odds alone does not create a market or authorize a trade. Until a market is created, a forecast page is a proposal we may change or withdraw, and the first eligible user to confirm a trade on it becomes the market’s Creator. Trading in an existing market does not make you its Creator.

Before confirming creation or a trade, review the final question and market rules (the “Market Rules”), including the outcomes, closing time, resolution criteria and data sources shown on the market page, and the collateral, fees, payout method, settlement process and any challenge or voiding rules shown on the market page or in the linked Protocol rules. Your confirmation approves those terms, which govern over your original prompt, the forecast reasoning and any shared or cached copy of the forecast page. Creators must not approve Market Rules they know or reasonably should know are unlawful or unclear, and must perform any Creator duties the Market Rules expressly assign. Being the Creator does not require you to resolve the market, or to fund it unless you create it manually. Market Rules proposed by the Forecaster are generated automatically and may contain errors or ambiguities, including about timing and data sources. Display through the Interface does not guarantee legality, accuracy or proper resolution.

4. Predict Anything forecasts

The Forecaster takes your prediction and presents a proposed market question, forecast odds, reasoning and settlement information for review. You may then select an outcome and amount, review the proposed position, and confirm the creation of the market together with your first trade in it. A market whose opening odds were set by the Forecaster is a “Forecaster-priced market.” We may decline to generate a forecast or market for any prompt, or change the proposed question, for legal, policy, safety or quality reasons. Your prompt may be processed by third-party model and data providers, as described in the Gensyn Privacy Policy (the “Privacy Policy”). Your original prompt is not published.

Generated wording may differ from your original prediction; review the final terms before proceeding. If you disagree with the suggested question, rules or terms, you may instead create a market manually through the Interface. In a manual market, you draft the question and Market Rules, and provide initial liquidity, as shown before you confirm. The provisions of these Terms about forecast odds and refresh periods apply only to Forecaster-priced markets. You are responsible for reviewing and approving the final Market Rules, including any forecaster suggestions you adopt.

AI-generated forecasts and reasoning may be inaccurate, incomplete or outdated, may rely on delayed, preliminary or third-party data, and may describe events as having happened before they have. They are estimates only. They are not investment, financial, legal, tax or betting advice, a recommendation to trade, or a guarantee of any outcome or profit. We do not assess whether any trade is suitable for you, and we do not owe you any fiduciary duty.

Forecast odds refresh when the displayed refresh period ends. The forecast odds are the starting price, not the price you will pay. Your trade moves the price, so you will usually pay more per share than the forecast odds, and much more for larger trades or new markets with little liquidity. The confirmation screen shows your average price.

5. Trading liquidity and fees

Liquidity may be provided by other users, third-party market makers, or us. Providing liquidity does not by itself make a provider the Creator. Liquidity providers may trade for their own account and may profit when you lose. Ongoing liquidity is not guaranteed, and withdrawals remain subject to the Market Rules. You may be unable to exit before settlement.

Review your selected outcome, shares, average price, total cost, fees and potential payout before confirming. Automated market making algorithms can move prices during a trade, so your average price may differ from the initial odds. A displayed refresh period does not make every share available at the starting price.

Final confirmation authorizes the transaction shown. A trade becomes binding when accepted and confirmed through the stated execution method within your approved limits. Submission alone does not guarantee execution. Confirmed trades are not cancelled merely because a forecast proves wrong.

Applicable fees and their recipients are disclosed before confirmation. The trade preview shows the total cost, including trading fees, and whether fees are added to your payment or deducted from the amount invested or proceeds. Any separate network fees are shown or estimated before transaction authorization. Fee changes apply only to future transactions as disclosed. You are responsible for your taxes.

6. Resolution and payouts

All markets are settled through the Protocol’s automated settlement system under the Market Rules and applicable Protocol rules. These govern the outcome criteria, evidence sources, settlement process and payout calculation. The settlement system may use automated and AI-based agents to determine outcomes, and operates separately from the Forecaster. Creating, funding or providing liquidity in a market does not by itself give anyone, including us, control over its settlement, and we cannot override, reverse or substitute a settlement decision.

The settlement system may return an incorrect decision, be delayed or fail to return a decision. This may result in an incorrect payout, delayed settlement or funds remaining locked. Any available challenge, correction or fallback process, including the treatment of funds when no decision is returned, follows the applicable Market Rules and Protocol rules. Review these before creating a market or trading.

The displayed payout if right is the potential total payout if the market settles in favor of your selected outcome, not profit in addition to your stake. A losing position may pay nothing. Collateral, including stablecoins, may lose value. Forecasts and changes in odds do not determine settlement outcomes or alter accepted payout terms.

7. Wallets and risks

You control your wallet and authorize your transactions. We do not hold your private keys, cannot access, freeze or transfer assets in your wallet, and cannot recover lost assets. Wallets, including embedded wallets offered through the Interface, and bridges, on-ramps and other infrastructure are provided by third parties under their own terms, and we are not responsible for them. Trading may transfer assets into smart contracts and lock them until sale or settlement.

You may lose all funds committed. Risks include incorrect forecasts or Market Rules; limited liquidity and large price moves in new markets; delayed, disputed or incorrect resolution; software exploits; blockchain, sequencer and bridge failures; front-running and other malicious transactions; loss of collateral value; and changes in law that make markets or the Interface unavailable where you are. The Interface and third-party infrastructure may become unavailable. We are not registered or licensed as an exchange, broker, dealer, investment adviser, money transmitter or gambling operator in any jurisdiction, so you do not have the protections that registration would provide.

8. Your content

You retain any rights in the predictions, market descriptions, reasoning, evidence and other content you submit. You grant us a worldwide, non-exclusive, royalty-free, transferable and sublicensable license to store, copy, display, analyze, adapt and use that content to operate and improve the Interface, and to train, develop and commercialize AI systems generally, including the Forecaster. Those AI systems may be used to set odds in markets you trade in. Public market content may also be used to promote the Interface. If you give us feedback or suggestions, we may use them for any purpose without obligation to you. These uses do not entitle you to payment or ownership of any such model unless separately agreed.

We may also use trading and interaction data for these purposes. Processing of personal information is subject to applicable law and the Privacy Policy. This license does not override your privacy rights. Subject to those rights, the license continues after you stop using the Interface.

You must have the rights needed to submit your content and grant this license. Do not submit private keys, confidential information or personal information you are not entitled to disclose. Published market content and blockchain transactions are public.

The Interface and models belong to their respective owners. Separate open-source licenses continue to apply. Copyright complaints may be submitted using the procedure in the Gensyn Terms of Service. If these Terms conflict with the Gensyn Terms of Service, these Terms control your use of the Interface.

9. Acceptable use

You must not use the Interface for illegal activity, including fraud, money laundering or sanctions evasion, or with stolen or illicitly obtained assets. You must not engage in wash trading, sham transactions or coordinated trading intended to create misleading prices or volume. You must not unlawfully influence an event or its outcome, or create or trade in markets on outcomes that you, or anyone acting with you, can control or materially influence. You must not submit fake evidence or data to influence pricing or resolution, or exploit bugs or security vulnerabilities. You must not misrepresent who you are or where you are located, or evade geoblocks, usage limits or other restrictions, including by using a new wallet after being restricted.

If we reasonably believe you have breached this section, we may hide or remove any related market and restrict or terminate access for the wallets involved, in addition to our other rights under these Terms or otherwise.

10. Service availability and liability

Where applicable law requires, we will provide the Interface with reasonable care and skill. Otherwise, and to the extent permitted by law, the Interface, the Forecaster and all forecasts and other outputs are provided “as is” and “as available,” and we disclaim all implied warranties, including of merchantability, fitness for a particular purpose, accuracy and non-infringement. We do not guarantee forecast accuracy, uninterrupted availability, profitability or the performance of independent third parties.

To the extent permitted by law, we are not liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Our aggregate liability for all claims arising out of or relating to these Terms, the Interface, the Forecaster, or any market or transaction accessed through the Interface is limited to the greater of US$100 and the fees you paid to us in the 12 months before the claim arose. This does not limit amounts payable to you from Protocol smart contracts under the Market Rules, which are not our obligations, or our liability for fraud, willful misconduct, gross negligence, or any liability that cannot legally be limited. It does not create a guarantee of third-party obligations.

To the extent permitted by law, you will indemnify us and our affiliates against third-party claims, losses and reasonable costs arising from your breach of these Terms or applicable law, or from any market you create or content you submit, except to the extent caused by our own breach or negligence. You release us from claims arising from disputes between you and other users, Creators or liquidity providers.

11. Access restrictions and changes

We may suspend, restrict or terminate your access to the Interface, hide or remove markets, or modify or discontinue the Interface or the Forecaster, for legal, regulatory, security, integrity, reputational, user-protection or operational reasons. Doing so does not itself change the Protocol, cancel positions or extinguish accrued payment rights. Existing positions remain subject to their Market Rules and lawful restrictions. Where lawful and practicable, we will give notice and information about available ways to claim amounts due. We do not guarantee continued access through other interfaces or the ability to alter independent smart contracts. Do not assume the Interface will remain available for trading, exiting positions or claiming payouts.

We may update these Terms from time to time. Changes apply prospectively, and continuing to use the Interface after they take effect means you accept them. Existing markets retain their accepted settlement rules and accrued rights. These Terms do not retroactively expand permission to use historical personal data.

12. Disputes and contact

These Terms are governed by Delaware law, excluding its conflict-of-laws rules. The Federal Arbitration Act governs the arbitration agreement below.

Before starting formal proceedings, either party must give the other written notice of the dispute. The parties will then attempt to resolve the dispute informally within 30 days after receipt of that notice. Notices to us should be sent to [email protected], and must include your name, contact details, wallet address, a description of the dispute and the relief sought. This does not prevent urgent relief or filings needed to preserve a claim.

Except as provided below, any dispute, claim or controversy between you and us or our affiliates arising out of or relating to these Terms, the Interface, the Forecaster, any market or transaction accessed through the Interface, or our or our affiliates’ role as a liquidity provider (a “Dispute”) will be resolved by binding individual arbitration rather than a court or jury trial. JAMS will administer the arbitration under its then-current Streamlined Arbitration Rules and Procedures for claims under US$250,000, and its Comprehensive Arbitration Rules and Procedures otherwise, before one arbitrator, in English, with Wilmington, Delaware as the legal seat. The arbitrator decides all questions about the scope, validity and enforceability of this arbitration agreement, except that a court decides questions about the waiver of class and representative proceedings. Remote participation will be available. Fees will follow applicable JAMS rules, including its Consumer Minimum Standards where applicable. If 75 or more similar Disputes are filed within 90 days by claimants represented by the same or coordinated counsel, they will be administered under the JAMS Mass Arbitration Procedures and Guidelines. To the extent permitted by law, a Dispute must be brought within one year after the facts giving rise to it occurred. Arbitration proceedings and awards are confidential, except as needed to enforce an award or as required by law.

Either party may bring an eligible claim in small claims court or seek interim court relief in support of arbitration, and we may seek an injunction in court to stop misuse of our intellectual property or unauthorized access to the Interface. To the extent permitted by law, both parties waive participation in class or representative proceedings and any right to a jury trial. If that waiver is unenforceable for a claim or remedy, it will proceed in court rather than class or representative arbitration.

Subject to those exceptions, disputes not subject to arbitration must be brought in the state or federal courts in Delaware. Awards may be enforced in any court with jurisdiction.

Nothing in this section limits consumer protections, remedies or rights to bring proceedings locally that applicable law does not allow you to waive.

13. General

These Terms, the Market Rules for any market you trade in and the Privacy Policy are the entire agreement between you and us about the Interface. If any part of these Terms is unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not transfer your rights under these Terms without our consent; we may assign them. Our affiliates may rely on the provisions of these Terms that benefit them; no one else is a third-party beneficiary. You agree to receive notices electronically, including through the Interface. We are not liable for delays or failures caused by events beyond our reasonable control. Provisions that by their nature should survive termination, including those on content licenses, disclaimers, liability and disputes, survive.