Civic End User Terms of Service
Last Modified: September 22, 2025
PLEASE READ THESE TERMS CAREFULLY.
These End User Terms of Service (“Terms of Service” or “Terms”) are a legal agreement between us (“us”, “our”, “we”, or “Civic”) and you, the individual who uses one or more of the products and services we offer for your personal use under these Terms (referred to as “you” or “your”). These terms specifically govern your use of:
- Civic Nexus, a developer platform provided by Civic that enables the configuration of toolkits, management of MCP server connections, and enforcement of Guardrails to control how AI agents interact with third-party applications and data sources. Civic Nexus does not provide direct end-user functionality; instead, it operates behind the scenes to manage credentials, policies, and access permissions on behalf of developers. If you are using an application powered by Civic Nexus, your experience may be affected by the developer’s configuration of toolkits and Guardrails. Civic is not responsible for the content or behavior of AI agents interacting through Nexus; your use of such applications remains governed by the developer’s terms of service and the applicable third-party service provider’s policies.
- Civic Auth, a user-login and key-management solution powered in part by Passbird Research, Inc. dba MetaKeep (“MetaKeep”), a third-party private key management software solution provider, and delivered by Civic that allows developers to onboard both first-time and existing end users to a web3 application. If the application you are accessing through Civic Auth has enabled embedded wallet functionality, a MetaKeep wallet may be automatically created on your behalf using your email address provided during the Civic Auth account creation process. Your use of any such MetaKeep wallet is governed solely by MetaKeep’s terms and policies, which are separate from and not controlled by Civic. You are responsible for reviewing MetaKeep’s applicable terms to understand your rights and obligations related to wallet usage.
The above service(s) are referred to herein as an “End User Service”.
The following Terms are a legally binding agreement between you and us, and it describes the terms and conditions applicable to your use of our End User Services. By using an End User Service, you agree to be bound by these Terms, and any new features or tools that are added will also be subject to these Terms. Businesses that are using our products and services for business purposes (“Customers”) are subject to the Civic Customer Services Agreement.
We may revise these Terms from time to time. We will use reasonable efforts to notify you of material changes to these Terms in advance of their effectiveness, including by posting notice on the applicable End User Service or providing notice via an email address associated with you. The revised Terms will be effective on the date stated in the revised Terms. By using an End User Service after any revisions become effective, you agree to those changes. If you do not agree with any changes to these Terms, you must stop using the End User Service.
1. ELIGIBILITY
1.1 Age and Legal Capacity
You may only enter into these Terms if you are over the age of majority and able to enter into a legally binding contract in the country in which you reside.
1.2 Prior Terminations and Governance
You must not use the End User Service if you have previously been terminated or suspended from using any of our services, including any End User Service. You may not enter into the Terms or use any End User Service if you are the target of government sanctions, such as those applied by the U.S. Department of the Treasury Office of Foreign Assets Control, or any other national government.
1.3 Geographic Availability and Notice Obligations
You must be eligible for the particular End User Service to the extent they are available in your country. If you move countries, then you must contact support before using the End User Service again.
2. ADDITIONAL TERMS THAT APPLY TO YOU
2.1 Personal Use and Responsibility
You will need to complete certain verification procedures before you are permitted to use the End User Service. By using an End User Service you agree and represent that you will use your End User Service only for yourself, and not on behalf of any third party. You are fully responsible for all activity that occurs under your End User Service. We may, in our sole discretion, refuse to provide an End User Service, or suspend or terminate any End User Service.
2.2 Consent to Personal Data Access and Verification
During registration for your End User Service, or at any other time deemed necessary by Civic, you agree to provide us with the information we request for the purposes of providing the End User Service to you. You consent to us accessing, processing and retaining any personal information you provide to us for the purpose of us providing the End User Service to you. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws, privacy laws and regulations. You authorize us to make inquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries.
3. CIVIC AUTH
Civic Auth is powered in part by MetaKeep. If you are accessing Civic Auth via a MetaKeep embedded wallet created on your behalf during the Civic Auth account creation process, your use of the embedded wallet is subject to MetaKeep’s policies and terms, which are set by MetaKeep and not Civic. You should review any terms or policies provided by MetaKeep to understand your rights and responsibilities. By using Civic Auth to access an embedded wallet, you acknowledge that MetaKeep governs the use of the wallet and that Civic does not control or maintain these terms. Civic disclaims responsibility for MetaKeep’s performance or data practices.
4. FEES
4.1 Fee Disclosures and Adjustments
A description of the way fees are calculated can be found on our website. By using an End User Service you agree to pay all applicable fees. Civic reserves the right to adjust its pricing and fees and any applicable waivers at any time. You are responsible for paying any additional fees charged by your financial service provider.
4.2 Payment Method Representations
You represent and warrant that: (i) the payment information you supply to us is true, correct and complete, (ii) you are duly authorized to use the payment method you provide, (iii) charges incurred by you will be honored by the issuer of your payment method, (iv) transaction fees charged for transferring cryptocurrency payments will be incurred by you, and (v) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any, regardless of the amount quoted on the website at the time of your order.
4.3 Cryptocurrency Use and Compliance
You authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party. If you use crypto, you have to obey all the laws that apply to your use of crypto. Plus, you understand that we need to verify that you are who you say you are, so you agree: (i) to give us all information that we ask for (so that we can verify who you are) and that it is 100% accurate (and you’ll update us if any information changes); (ii) to give us permission to ask others for information about you to verify you are who you say you are and to take action to verify your identity and protect us all against fraud or financial crime; (iii) to allow us to share your personal information with credit bureaus or with government agencies that investigate fraud or financial crime.
4.4 Refund and Limitations
Unless otherwise required by applicable law, we have no obligation to provide a refund or a credit. Due to the nature of Civic Auth as a digital product, no refunds are granted without clear, justified and legitimate reasons. We will assess any refund request for fees payable in advance on its merits and in the manner set forth in these Terms.
4.5 Sales Tax
All fees are exclusive of taxes, which we will charge as applicable. You agree to pay any national, state, or local sales, use, value added or other tax, tariff, duty, or assessment levied or imposed by the United States, or any foreign governmental authority arising out of or related to any of the transactions contemplated by this Agreement, other than taxes based upon Civic’s income.
5. DATA PROTECTION & SECURITY
5.1 Personal Data Processing and Representations
You acknowledge that we may process personal data in relation to you (if you are an individual), and personal data that you have provided or in the future provide to us in relation to your employees and other associated individuals, in connection with these Terms, or the End User Service. Accordingly, you represent and warrant that: (i) your disclosure to us of any personal data relating to individuals other than yourself was or will be made in accordance with all applicable data protection and data privacy laws, and such data are accurate, up to date and relevant when disclosed; (ii) before providing any such personal data to us, you have read and understood our Privacy Policy; and (iii) if from time to time we provide you with a replacement version of the Privacy Policy, you will promptly read that notice and provide a copy to any individual whose personal data you have provided to us.
Where Civic Nexus enables indirect access to End User tools or accounts (for example, Gmail, Notion, or other MCP-enabled services), you acknowledge and agree that Civic is not responsible for the content, accuracy, or behavior of any AI model or agent acting through such integrations. Civic’s role is limited to providing credential exchange, toolkit configuration, and Guardrail enforcement, and Civic expressly disclaims responsibility for AI-generated actions or outputs.
5.2 Security Breach Notification Requirements
If you suspect that your End User Service or any of your security details have been compromised or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or Civic (collectively a "Security Breach"), you must notify Civic immediately.
5.3 Cybersecurity Disclaimer
We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses or other malicious code that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software.
6. INTELLECTUAL PROPERTY
6.1 Ownership and Reservation of Rights
We reserve all rights not expressly granted to you in these Terms. The End User Services are protected by trademark, copyright, patent and other laws of the United States and other countries. We own all rights, title, interest in and to the End User Services and all copies of the End User Services, and all Intellectual Property Rights in them. Your use of the End User Service is subject to these Terms, and these Terms do not grant you any rights to our Intellectual Property Rights or the Intellectual Property Rights of our licensors, licensees, or partners.
6.2 Intellectual Property Rights
For the purposes of these Terms, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights, and other intellectual property rights that may exist now or come into existence in the future, and all of their applications, registrations, renewals and extensions, under the laws of any state, country, territory or other jurisdiction.
6.3 Feedback
You may choose to submit feedback, ideas and suggestions about the End User Service, but it is never required. You agree that we may use and share all feedback, ideas, and suggestions you submit for any purpose and without compensation or obligation to you.
7. TERMINATION
7.1 Civic Termination Rights
We may terminate these Terms, and we may limit, suspend, change, or remove your access to the End User Service, including any feature or aspect of the End User Service, at any time for any reason. If commercially reasonable, we will take reasonable steps to notify you before taking any action that restricts your access to the End User Service. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we may terminate these Terms of Service at any time without notice to you and accordingly we may terminate your access to the End User Service.
7.2 Your Termination Rights
Subject to any product-specific terms, you may terminate any End User Service at any time and for any reason by terminating the End User Service or by stopping your use of the End User Service.
7.3 Effect of Termination
Upon termination, you will not have any further use of or access to the End User Service. Subject to applicable law, you will also not have any use of or access to any information you submitted through the End User Service, and all rights granted under these Terms will end. Termination does not relieve you of your obligations to pay amounts owed to Civic, Customers, or others. Termination does not revoke any third-party payment authorizations. The following provisions will survive even after these Terms terminate: Intellectual Property, Liabilities and Indemnification, and Miscellaneous Terms.
8. EXPORT CONTROLS AND SANCTIONS
Your use of the End User Service is subject to applicable law including but not limited to export restrictions, antiterrorism laws, and economic sanctions. By using the End User Service, you agree that you will comply with all applicable laws. You are not permitted to use the End User Services if doing so would violate applicable laws and regulations, including but not limited to those of the United Nations Security Council, the United States (including prohibiting dealings with sanctioned persons identified by the U.S. Department of the Treasury’s Office of Foreign Assets Control Specially Designated Nationals and Blocked Persons (“SDN”), or other U.S. non-SDN restricted or prohibited parties lists, and those prohibiting dealings with persons organized, resident, or located in comprehensively sanctioned jurisdictions), and/or any other applicable federal, state, municipal or local laws and regulations (each as amended from time to time).
9. LIABILITIES & INDEMNIFICATION
9.1. Release and Indemnification
If you have a dispute with one or more Customers, you release Civic, its affiliates and service providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. You agree to indemnify and hold Civic, its affiliates and service providers, and each of its or their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your breach of these Terms of Service or your violation of any law, rule or regulation, or the rights of any third party.
9.2 Limitation of Liability
IN NO EVENT SHALL CIVIC, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE (I) FOR ANY AMOUNT GREATER THAN THE TOTAL AMOUNT PAID FOR THE END USER SERVICE AT THE TIME OF THE EVENT OR CIRCUMSTANCE GIVING RISE TO YOUR CLAIM OR (II) FOR ANY LOST PROFITS, LOSS OF GOODWILL OR REPUTATION, LOSS OF DATA, DIMINUTION IN VALUE OR BUSINESS OPPORTUNITY, ANY LOSS, DAMAGE, CORRUPTION OR BREACH OF DATA OR ANY OTHER INTANGIBLE PROPERTY OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH ANY USE OF THE END USER SERVICES, OR THIS AGREEMENT, EVEN IF CIVIC HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE, EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF CIVIC’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
9.3 Disclaimer of Warranties
THE CIVIC END USER SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CIVIC SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. CIVIC DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO ANY PART OF THE END USER SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE. EXCEPT FOR THE EXPRESS STATEMENTS SET FORTH IN THIS AGREEMENT, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR UNDERSTANDING, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE END USER SERVICES. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT CIVIC WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (I) ANY VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING OUR END USER SERVICES, SOFTWARE, SYSTEMS OPERATED BY US OR ON OUR BEHALF OR ANY OF THE END USER SERVICES OR ANY WEBSITE OR SERVICE LINKED TO OUR END USER SERVICES; (II) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN OUR END USER SERVICES, SOFTWARE, SYSTEMS OPERATED BY US OR ON OUR BEHALF; OR (III) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR END USER SERVICE.
THE FOREGOING LIMITATIONS OF DAMAGES, LIABILITY AND NO WARRANTY PROVISIONS SET FORTH ABOVE IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CIVIC AND YOU.
10. MISCELLANEOUS
10.1 Informal Resolution Process
The Parties agree that any dispute arising in connection with the interpretation of this Agreement, the performance of either Party under this Agreement, or otherwise relating to this Agreement will be treated in accordance with the procedures set forth in this Section, prior to the resort by either Party to arbitration or litigation in connection with such dispute. Such procedure will be invoked by either Party presenting to the other a Notice of Request for Resolution of Dispute (a "Notice") identifying the issues in dispute sought to be addressed hereunder. A telephone or personal conference of the executives representing each party will be held within ten (10) business days after the delivery of the Notice. In the event that the telephone or personal conference between these executives does not take place or does not resolve the dispute, either Party may refer the dispute to binding arbitration pursuant to the arbitration provisions set forth below.
10.2 Arbitration Procedure
All claims or disputes between the Parties arising out of or relating to this Agreement will be decided by arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association currently in effect and in accordance with Title 9 of the United States Code, unless the Parties mutually agree otherwise in writing. Notice of the demand for arbitration must be filed, in writing, with the other Party and must be made within a reasonable time after the dispute has arisen. All statutes of limitation, which would otherwise be applicable in a judicial action brought by a Party, will apply to any arbitration or reference proceeding hereunder. The arbitration will be decided by a panel of three (3) arbitrators selected under the Commercial Arbitration Rules of the American Arbitration Association. Arbitration will be initiated in San Francisco, California. Said arbitration will occur within thirty (30) consecutive days after the Party demanding arbitration delivers the written demand on the other Party, unless the Parties mutually agree otherwise in writing. The award rendered by the arbitrators will be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. Except by written consent of the Parties, no arbitration arising out of or relating to this Agreement may include, by consolidation, joinder or in any other manner, any person or entity not a party to the Agreement under which such arbitration arises. The arbitration agreement herein among the Parties will be specifically enforceable under applicable law in any court having jurisdiction thereof. Neither Party will appeal such award nor seek review, modification, or vacation of such award in any court or regulatory agency.
The arbitrators will award to the prevailing Party, if any, as determined by the arbitrators, all of its Costs and Fees. "Costs and Fees" mean all reasonable pre-award expenses of the arbitration, including the arbitrators' fees, administrative fees, travel expenses, out-of-pocket expenses (such as copying and telephone), court costs, witness fees, and attorneys' fees.
Where the arbitration provisions of this Agreement are inapplicable, this Agreement will be governed by and construed in accordance with the laws of the State of California, without reference to conflict of laws principles. The Parties agree that any legal action brought under or in conjunction with this Agreement will be brought in a federal or state court of appropriate jurisdiction in the State of California and venue will be proper in that court.
10.3 Force Majeure
Except for payment obligations of amounts due under this Agreement, neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; pandemic; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.
10.4 Assignment
You must not assign your rights or obligations under these Terms to anyone without our prior written consent. We may delegate performing our obligations, and we may assign our rights and obligations under these Terms to Civic affiliates, at any time for any reason by providing notice to you.
10.5 Entire Agreement
These Terms, the Privacy Policy, and any applicable e-sign agreement are the only agreement between you and us regarding the End User Services. In the event of an irreconcilable conflict or inconsistency between a provision in these Terms and any e-sign agreement, the provision in the Terms will govern. These Terms do not create any partnership, joint venture, or other agency relationship between you and us. If we do not immediately exercise a right we have under these Terms, we do not waive that right. We retain our ability and right to enforce any part of these Terms at a later time. If any part of these Terms is found unenforceable, that part will be ignored, and all of the remaining terms will remain in effect.
10.6 Contact Us
If you have a question about the End User Services or how these Terms apply to you, please contact us at support@civic.com.