Pearl Terms

1. Introduction and Scope

Valory AG (“Valory” as defined in Valory Terms) develops and provides tools built on emerging technologies, including the open-source Pearl Application (“Pearl”), which is developed and maintained by Valory.

Pearl is a desktop application available for download on the Olas Site therefore is subject to these Pearl Terms, the Valory Terms, and the Olas Disclaimer & Privacy Policy (collectively known as the “Conditions”). In case of conflict between these Pearl Terms, the Olas Disclaimer & Privacy Policy, the Transak Terms of Service and Privacy Policy, the Web3Auth Terms of Use, and the Valory Terms, the Valory Terms prevail. Nothing in these Pearl Terms shall be construed to waive or limit any rights, remedies, or limitations of liability that Valory (or its affiliates) retain under the Valory Terms.

2. What are Pearl and Olas

Pearl enables users to run autonomous agents locally, on their own devices. These agents interact with the Olas Protocol, a decentralized platform for owning AI agents and other protocols. Users access Pearl through the Olas Site, which is a website owned by the Olas DAO, a decentralized autonomous organization that manages the Olas Protocol, of which Valory is a member. Valory is an independent legal entity and is not responsible for the actions or omissions of the DAO or its participants. Valory is not responsible for the content, functionality, or data processing on the Olas Site. Both the Pearl Application and brand “Pearl” or “Olas Pearl” and associated Marks are part of Valory's “Offerings” and governed by the Valory Terms. All trademarks, logos, and branding associated with Pearl are owned or licensed by Valory.

3. Acceptance of the terms and risks

By downloading, installing, or using Pearl, you acknowledge and agree to be bound by these Pearl Terms, the Conditions, and the terms and privacy policies of third-party services with which Pearl integrates, such as Transak and Web3Auth. If you do not agree, you should not download Pearl, or, if you already have, you should stop using it.

The Conditions explain the risks involved in using Offerings like Pearl, which are based on emerging technologies (such as blockchain). Nothing in Pearl or related materials constitutes investment advice, a financial promotion, or an offer to manage assets. You remain solely responsible for your financial decisions and blockchain transactions, and for understanding any legal, tax, or regulatory obligations that may apply.

Whilst using Pearl, users may interact with or receive Olas tokens, a digital asset associated with the Olas Protocol (specifically its native token), via the Olas Protocol. Any issuance, distribution or receipt of Olas tokens is governed by the Olas Protocol (and not Pearl or Valory, since the Olas Protocol is governed by the Olas DAO) and is not guaranteed. Users assume all risks associated with acquiring, holding, or transacting with Olas tokens, including potential loss of value, irretrievability, or tax or regulatory obligations.

4. Limitation of liability

Warning: Pearl is experimental open-source software that is provided “as is”, without any representation that it has been fully audited, tested, or secured. If you choose to use Pearl, you do so at your own risk. To the maximum extent permitted by law, and except where mandatory consumer protections apply, Valory is not liable and responsible for any delays, losses, damages, or issues resulting from or arising out of using Pearl or related integrations, nor for paying any costs related to the same.

5. Non-custodial nature & data handling

Pearl is a non-custodial software interface developed by Valory. Valory does not ever take custody of user funds, access wallets, or act as a financial intermediary or data processor on behalf of users. Valory does not sell, nor rent, nor share personal data, nor collect personal data via Pearl. Any technical data generated by Pearl is processed locally on your device solely to enable the software's functionality and is never shared with Valory. All wallet keys, configurations, and operational data remain local to your device.

6. Third Party Integrations

Pearl integrates third-party services, such as Transak and Web3Auth. Valory is not responsible for any third-party services; you use them at your own risk and must comply with their terms. To the fullest extent permitted by law, Valory shall not be liable for any indirect, incidental, or consequential damages arising from the use of Pearl or any third-party services.

Any interaction with the Olas Protocol or the Olas DAO through Pearl, including earning or transferring Olas tokens, is solely at the user's risk and subject to the rules, risks, and discretion of the Olas DAO.

6.1 Transak

Transak is a regulated Virtual Asset Service Provider (VASP) that enables fiat-to-crypto purchases. Although this service is technically accessed via a non-transactional proxy (for software compatibility only) operated by Valory, your transaction remains exclusively with Transak. This integration is offered for your convenience, and all onramp services are clearly branded and operated by Transak. When accessing Transak through Pearl, users are redirected to Transak's interface and contract directly with Transak under its own Terms of Service and Privacy Policy.

For the avoidance of doubt, Valory does not process or store user payment or any data, perform KYC/AML checks, or hold, custody or transfer of fiat or crypto funds: any processing or storage of user payments or user data, KYC/AML checks, or holding, custody or transfer of funds taking place in the process of fiat-to-crypto onboarding within Pearl is performed solely by Transak. Valory is not an intermediary, counterparty, or payment processor in any onramp transaction. Valory assumes no responsibility or liability for the performance, security, or data handling of Transak nor its integration, except to the extent such liability cannot lawfully be excluded.

6.2 Web3Auth

Web3Auth is a third-party authentication and wallet backup service that uses multi-party computation (MPC) technology. Web3Auth enables users to create a backup wallet to aid recovery of your main wallet used in Pearl using a social login, e.g. an email account. Part of the private key of said backup wallet is securely backed up via their chosen login method, and the other part is held by Web3Auth's infrastructure. Web3Auth acts as an independent service provider and may process limited personal data (e.g., identifiers tied to your Authentication Provider) in accordance with its own privacy policies. Neither Valory nor Web3Auth ever hold your full private key. Valory never accesses or stores keys or parts of keys or login credentials. You contract directly with Web3Auth under its own Terms of Use and Privacy Policy. Users are solely responsible for maintaining access to their authentication accounts via Web3Auth. Valory assumes no responsibility or liability for the performance, security, or data handling of Web3Auth nor its integration, except to the extent such liability cannot lawfully be excluded.

6.3 Zendesk

Pearl allows users to contact the Valory support team through Zendesk, a third-party support platform integrated into Pearl by Valory for handling support requests submitted by users using the “Contact Support” form in Pearl. When submitting the form, users are required to provide their email address, a description of the issue, and may optionally attach files, including app logs. This data is stored by Zendesk and is collected by Valory. The Valory support team may access, use, export, or analyze the data for support purposes. While any data use or support provision is handled by the Valory team, the full operation, processing, and management of the Zendesk platform and its integration is performed by Zendesk and subject to Zendesk's Terms of Use and Privacy Policy. Valory does not make any guarantees, warranties or representations regarding the timeliness, completeness, accuracy, or adequacy of any responses. Users acknowledge that the “Contact Support” form in Pearl is provided for convenience and clarity, and does not create any contractual obligations with Valory. Valory is not responsible for any errors, miscommunications, or actions resulting from the use of Zendesk, or for the content of messages submitted by users. Users remain solely responsible for their own decisions, actions, and precautions while using Pearl, including any reliance on support or feedback received from Valory and/or through Zendesk. Valory assumes no responsibility or liability for the performance, security, or data handling of Zendesk nor its integration, except to the extent such liability cannot lawfully be excluded.

7. User responsibilities and prohibited uses

By agreeing to the Conditions, you acknowledge and accept all risks associated with the use of Pearl or other Offerings and integrated third-party services, and you bear full responsibility for all such risks that may include potential loss of digital assets, data exposure, tax or regulatory implications and reporting, or unexpected software behaviour. You may not use Pearl to violate laws, infringe IP, introduce malware, reverse-engineer, or interfere with networks. Valory may suspend or terminate access to Pearl at any time for violation of these Pearl Terms or prohibited use, without any obligation to compensate you or any third party for resulting losses. Pearl may include or rely on open-source libraries, which are subject to their respective licenses; you agree to comply with such licenses, and Valory makes no warranties regarding third-party open-source components.

Users acknowledge that Valory does not issue, guarantee, or manage Olas tokens and is not responsible for any token-related losses, account balances, or third-party token activities.

8. Updates, governing law and dispute resolution

Valory may update these Pearl Terms from time to time to reflect changes in the product or legal requirements. Updates will be effective when posted on the Olas Site or within Pearl, and continued use after posting constitutes acceptance. Continued use of Pearl after such updates constitutes acceptance of the revised terms. If you do not agree to the Conditions your sole remedy is to discontinue your use of Pearl.

These Pearl Terms are governed by and constructed in accordance with the laws of Switzerland, and any disputes shall be resolved in accordance with the dispute resolution provisions of the Valory Terms.

9. Support

If you encounter a problem/question, some support is available in the Olas Discord server.