Legal

Terms of Service

Effective date: July 20, 2026 · Last updated: July 20, 2026

1. Acceptance of Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you and Warren Labs, Inc. (“Warren Labs,” “we,” “us,” or “our”) governing your use of the Orqis platform and related services (the “Service”).

By accessing or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not use the Service.

2. Service Description

Orqis is an AI-powered strategy generation, validation, and execution platform for cryptocurrency trading. The Service provides:

  • Automated strategy generation (template-based and AI-assisted)
  • Quantitative backtesting and validation
  • Paper trading simulation
  • Live trading execution on supported exchanges (currently Hyperliquid)
  • Portfolio management and performance monitoring
  • Market intelligence and regime analysis
  • AI chat assistant for platform guidance

Important: Orqis is a technology platform, not a financial advisor, broker-dealer, or investment manager. We do not provide personalized investment advice. All trading strategies are generated algorithmically and are not recommendations to buy or sell any asset. You are solely responsible for your trading decisions.

3. Eligibility

To use the Service, you must:

  • Be at least 18 years of age
  • Have the legal capacity to enter into a binding agreement in your jurisdiction
  • Not be a resident of a jurisdiction where cryptocurrency trading is prohibited
  • Comply with all applicable laws and regulations in your jurisdiction

Access to the Service may require approval. We reserve the right to deny or revoke access at our discretion.

4. Accounts & Access

4.1 Account Creation

Accounts are created via Privy authentication (email or wallet sign-in). You are responsible for maintaining the security of your authentication credentials and wallet keys.

4.2 Access Tiers

Access to the Service is governed by a hybrid model of roles and subscription tiers:

  • Beta access — granted by invitation (admin, beta tester, or investor roles)
  • Subscription access — available via paid plans when billing is enabled

Product access requires either a beta role or an active subscription. We may impose system-wide capacity limits and per-tier subscriber caps.

4.3 Bot Limits

The number of concurrent paper trading bots and live strategies you can run depends on your role and subscription tier. Current limits:

TierPaper BotsLive Strategies
Free / Beta Tester303
Pro ($29/mo)503
Quant ($99/mo)1005

If you hold both a beta role and a paid subscription, you receive the higher of the two limits.

5. Subscription & Billing

5.1 Plans & Pricing

We offer the following subscription tiers (when billing is enabled):

  • Pro — $29 per month
  • Quant — $99 per month

Pricing is subject to change with notice. Existing subscribers will be notified before any price changes take effect on their next billing cycle.

5.2 Payment Processing

All subscription payments are processed by Stripe. By subscribing, you also agree to Stripe’s Terms of Service. Subscriptions renew automatically unless canceled before the end of the billing period.

5.3 Cancellation

You may cancel your subscription at any time. Cancellation takes effect at the end of the current billing period. No partial refunds are provided for unused portions of a billing period.

6. Performance Fees

Performance fees apply to live trading accounts only. Paper trading is always free.

6.1 Fee Rates

User TypeFee Rate
Beta Tester / Investor / Quant Subscriber10% of profits above high-water mark
Pro Subscriber / Free15% of profits above high-water mark

If you hold a beta role and a paid subscription, you receive the more favorable fee rate (role takes priority).

6.2 High-Water Mark (HWM)

Performance fees are calculated using a high-water mark model. You are only charged fees on new profits above your previous peak equity. The HWM is:

  • Initialized to your Hyperliquid account equity when you first deploy a live strategy
  • Adjusted for external deposits and withdrawals (internal capital allocations between strategies do not affect HWM)
  • Updated after fee payment or waiver
  • Never reset by promotions, top-ups, kills, or capital reduces

If your portfolio equity is below the HWM at the end of a period, no fee is charged and the HWM is not lowered.

6.3 Crystallization & Payment

Fees are crystallized monthly (1st of each month). The minimum fee threshold is $1.00 USD — fees below this amount are not charged.

Payment is accepted in USDC on Arbitrum One via:

  • Wallet payment — send USDC directly from your connected wallet
  • Manual payment — send USDC externally and submit the transaction hash for verification
  • Auto-pay — opt-in automatic withdrawal from your Hyperliquid balance (fee amount + $1 bridge fee)

6.4 Enforcement

After crystallization, you have a 7-day grace period to pay. If payment is not received:

  • Overdue — new live deployments are blocked
  • Suspended (24 hours after overdue) — all live bots are paused, new deployments and bot resumption are blocked

Paper trading, strategy generation, backtesting, dashboard access, and Hyperliquid withdrawals are never restricted by fee enforcement. Upon payment, all restrictions are lifted and bots resume automatically.

7. Trading Risks & Disclaimers

IMPORTANT: Please read this section carefully.

  • Cryptocurrency trading involves substantial risk of loss. You could lose some or all of your invested capital. Only trade with funds you can afford to lose.
  • Past performance is not indicative of future results. Backtest results reflect hypothetical performance and may not account for all real-world conditions. Paper trading results are simulated and include approximated exchange fees and slippage.
  • Orqis is not a financial advisor, broker-dealer, or investment manager. We do not provide personalized investment advice, and no content on the platform constitutes a recommendation to buy or sell any asset.
  • No guarantee of profitability. Strategies may underperform, generate losses, or behave differently in live markets than in backtests. Market conditions, liquidity, slippage, and exchange outages can all impact results.
  • Leverage amplifies risk. The platform supports up to 5x leverage on live strategies. Leveraged trading can result in losses exceeding your initial capital allocation.
  • Exchange risk. Your funds are held on third-party exchanges (currently Hyperliquid), not by Warren Labs. We are not responsible for exchange outages, security breaches, or insolvency.
  • Smart contract and blockchain risk. Transactions on blockchains are irreversible. Bridge operations, wallet interactions, and on-chain transactions carry inherent risks including but not limited to smart contract vulnerabilities and network congestion.
  • Regulatory risk. Cryptocurrency regulations vary by jurisdiction and are evolving. You are responsible for compliance with all applicable laws in your jurisdiction.
  • Tax responsibility. We do not provide tax advice or tax reporting. You are solely responsible for understanding and fulfilling your tax obligations related to cryptocurrency trading.

8. Paper vs. Live Trading

8.1 Paper Trading

Paper trading is a simulation. Key characteristics:

  • No real capital is deployed or at risk
  • No performance fees are charged
  • Simulates exchange fees conservatively (base tier rates) with 0.05% slippage per side
  • Available to all users regardless of subscription or fee status
  • Paper results may differ from live results due to market conditions, execution timing, and liquidity

8.2 Live Trading

Live trading deploys real capital on exchanges. By enabling live trading, you acknowledge:

  • Real funds are at risk and can be lost
  • Performance fees will apply to profitable periods
  • A dedicated Hyperliquid wallet (Privy-managed or manually connected) is required
  • Maximum capital per strategy: $10,000 USD
  • Maximum leverage: 5x
  • Strategies are subject to risk controls: per-strategy drawdown circuit breaker (20%), portfolio-wide exposure cap (1.5x aggregate notional), and margin safety buffer (20% reserve)

8.3 Kill Switch

You can kill (permanently stop) any live strategy at any time. The kill switch:

  • Closes all open positions on the exchange via market orders
  • Revokes the agent wallet’s exchange access
  • Is irreversible — a killed strategy cannot be resumed
  • A “Kill All” option is available for portfolio-wide emergency stops

9. Wallet & Custody

Orqis is non-custodial. We do not hold or control your funds. Your capital remains in your Hyperliquid exchange account at all times.

  • Privy-managed wallets are created using a 1-of-2 key quorum (user + server auth key). The exported private key is encrypted (AES-256-GCM) and stored server-side for trade execution. You may request a key reveal (subject to admin approval) to obtain your full private key.
  • Manual connections allow you to provide your own exchange agent credentials. You are responsible for the security of any credentials you provide.
  • You may revoke exchange connections at any time, which clears the encrypted key from our database. Active live strategies must be killed before revocation.

For details on how we protect your credentials, see our Privacy Policy — Wallet & Key Security.

10. Capital Controls

10.1 Top-Ups & Reduces

You may add or remove capital from live strategies, subject to the following:

  • Minimum $5 per top-up or reduce
  • No open positions at the time of adjustment
  • Remaining capital after a reduce must be at least $5
  • Top-ups and reduces are internal reallocations — they do not affect your high-water mark
  • Not available when fee status is suspended

10.2 Withdrawals

You may withdraw USDC from your Hyperliquid account to an Arbitrum address:

  • Minimum withdrawal: $2 USDC
  • Bridge fee: $1 (charged by Hyperliquid)
  • Rate limit: 1 withdrawal per 5 minutes
  • Available balance = Hyperliquid equity − deployed capital − fee reserve − bridge fee
  • Withdrawals are always available regardless of fee enforcement status
  • Currently available for Privy-managed wallets only

The fee reserve deducted from your available balance includes any unpaid crystallized fees plus estimated accrued fees on unrealized profits since the last crystallization.

11. Region Restrictions

Users self-attest their jurisdiction via a product mode selection. The following restrictions apply:

  • US Spot — spot trading only, no leverage, no shorting. Live venue: Hyperliquid (spot). Perpetual contracts with leverage greater than 1x are blocked. 1x perpetuals on Hyperliquid are permitted (economically identical to spot on a unified account).
  • Global — spot and perpetuals, leverage allowed. Live venues: Hyperliquid.
  • Restricted — paper trading only (default until attestation). Live deployment is blocked.

Paper trading is unrestricted for all product modes. Region enforcement is applied at the execution engine level. You are responsible for the accuracy of your attestation.

12. AI-Generated Content

The Service uses artificial intelligence and machine learning in several capacities:

  • Strategy generation — strategies are produced by template-based generators and, when enabled, AI-assisted generation via large language models. AI-generated strategies pass through the same validation pipeline as template-generated strategies.
  • Market analysis — market regime classification, sentiment analysis, and narrative synthesis use both deterministic algorithms and LLM-powered analysis.
  • Advisory ML models — trained on aggregated platform data to provide advisory signals (e.g., divergence prediction, indicator ranking, regime transitions). All ML predictions are advisory — they do not directly control execution decisions.
  • Chat assistant — powered by large language models to answer questions about the platform and your strategies. Assistant responses may be inaccurate or incomplete.

AI-generated content is not financial advice. You should independently evaluate any strategy or analysis before acting on it.

13. Intellectual Property

The Service, including its software, algorithms, documentation, and design, is the intellectual property of Warren Labs. You may not copy, modify, distribute, or reverse-engineer any part of the Service.

Strategy specifications generated on the platform are derived from our proprietary systems. You may use strategies generated for your account within the Orqis platform. Bulk export or systematic extraction of strategy logic is prohibited.

Your trading data, performance history, and account information remain your property, subject to our right to use aggregated, de-identified data as described in our Privacy Policy.

14. Prohibited Use

You agree not to:

  • Use the Service for market manipulation, wash trading, or any form of fraudulent activity
  • Misrepresent your jurisdiction, identity, or eligibility
  • Attempt to circumvent access controls, capacity limits, or fee enforcement
  • Interfere with or disrupt the Service, including attempting to overload APIs or exploit rate limits
  • Use automated tools to scrape, crawl, or extract data from the Service beyond normal platform usage
  • Share account credentials or allow unauthorized access to your account
  • Use the Service in violation of any applicable law or regulation

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WARREN LABS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

  • Loss of profits, revenue, or data
  • Trading losses, whether arising from strategy performance, exchange issues, or platform errors
  • Loss of funds due to exchange insolvency, hacks, or outages
  • Losses resulting from blockchain network congestion, smart contract vulnerabilities, or bridge failures
  • Inaccuracies in AI-generated strategies, market analysis, or assistant responses

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

IN NO EVENT SHALL OUR TOTAL LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO US IN SUBSCRIPTION FEES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

16. Indemnification

You agree to indemnify and hold harmless Warren Labs, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising from:

  • Your use of the Service
  • Your trading decisions and their outcomes
  • Your violation of these Terms or applicable law
  • Your misrepresentation of jurisdiction or eligibility
  • Any claim by a third party related to your use of the Service

17. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, with or without notice. You may terminate your account by contacting us at hello@warrenlabs.ai.

Upon termination:

  • All live strategies will be killed (positions closed)
  • Any outstanding performance fees remain due and payable
  • You may withdraw any remaining funds from your exchange account
  • Your data will be retained as described in our Privacy Policy

18. Dispute Resolution

Any dispute arising from or relating to these Terms or the Service shall first be addressed through good-faith negotiation. If the dispute cannot be resolved within 30 days, it shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in the State of Delaware, and the language of the arbitration shall be English.

You agree to waive any right to participate in a class action lawsuit or class-wide arbitration. These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles.

19. Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on this page with a new “Last updated” date. For significant changes affecting your rights or obligations, we will provide at least 30 days’ notice via email or in-app notification. Continued use of the Service after changes constitutes acceptance of the updated Terms.

20. Contact Us

If you have questions about these Terms of Service, contact us at:

Warren Labs, Inc.

Email: hello@warrenlabs.ai