Terms & conditions

1. About Our Terms

1.1. This Terms of Service Agreement ("Agreement") is a legal agreement between you ("User" or "you") and Layer Flow Gateway FZCO ("Company", "we", or "us"), governing your use of our software-as-a-service platform, website, applications, and any associated services (collectively, the "Services").

1.2. You should read these Terms carefully before using the Services. By using the Services or otherwise indicating your consent, you agree to be bound by these Terms. If you do not agree, you must not access or use the Services.

1.3. The Services provide non-custodial software for businesses and individual users (B2B, B2C and C2C) to coordinate blockchain-based payment flows. We do not hold, control or access your private keys or assets, and we do not initiate, transmit, or settle virtual-asset transfers.

1.4. Representative features may include LFG-to-LFG transfers and payment requests, token swaps where enabled, and access to compliance and risk-management tools. Some features may be available only on paid plans.

1.5. Order of precedence: if you and LFG sign a separate Services Agreement or order form, that document prevails over these Terms to the extent of any conflict.

1.6. Account Registration: In order to access certain features of the Service, you may be required to create an account. You agree to provide accurate, complete, and up-to-date registration information. You are solely responsible for maintaining the confidentiality of your account and password and for all activities that occur under your account.

1.7. The Service: The Service provides online software solutions, including but not limited to compliance checks on transactions to and from your own wallet. The Service is made available to you on a subscription basis and may include both freemium and paid subscription options. Our terms relating to our software as a service platform can be found here. The Service. The Service is non-custodial software that connects to wallets you control. We do not hold private keys, and we do not initiate, transmit, or settle blockchain transfers; transactions are final on their respective networks and cannot be reversed by us. We do not store backup words/seed phrases and cannot retrieve or reset them for you. The Service may include compliance analytics (e.g., transaction/wallet screening, sanctions and risk signals). These analytics are probabilistic and do not constitute legal, tax, accounting or investment advice. You remain responsible for your use of virtual assets and for complying with applicable law. We may disable features (e.g., routing, swaps, off-ramping, payouts) where our checks indicate risk or where required by law. The following documents form part of these Terms:

(i) Privacy & Data (see §15) (ii) Fees & Pricing (see §12 & §6) (iii) Acceptable Use (see §14) (iv) Prohibited Use List (see §14 — “Prohibited Activities”) (v) Support & Complaints (see §18)

If these conflict with this Agreement, this Agreement prevails unless your signed order says otherwise. Third-party dependencies. Some features rely on third-party services (e.g., wallets, PSPs/EMIs, node providers, exchanges). Their terms apply to your use of those services; we are not responsible for their acts or omissions. Beta features. We may offer beta or preview features. These are provided as-is, may be withdrawn, and may be subject to additional terms shown in-app.

2. About Us

2.1. We are LAYER FLOW GATEWAY FZCO, a company registered in the Dubai World Trade Centre (DWTC) free zone with licence number L-3426. Registered address: Level 17, Sheikh Rashid Tower, Dubai World Trade Centre, Dubai, UAE. Contact: [email protected].

3. Territory & Eligibility (UAE-only; B2B, B2C & C2C)

3.1. The Services are offered exclusively in the United Arab Emirates to users (businesses and individuals) who are UAE residents or nationals, or UAE-established entities (including sole proprietors).

3.2. You must be at least 18 years old and have legal capacity to enter into these Terms.

3.3. You must complete KYC/KYB/AML checks we reasonably require and keep your information up to date (e.g., Emirates ID or trade licence, ownership/UBOs, authorised signatories, business activities).

3.4. You must not access or use the Services from outside the UAE, including via VPNs, proxies or similar tools to circumvent geo-controls. We may implement geo-blocking and other controls to enforce this restriction.

3.5. Geo-circumvention / misrepresentation: attempting to access from outside the UAE or otherwise misrepresenting eligibility is a material breach. If we reasonably believe this has occurred, we may immediately suspend or terminate your account, disable features, and—where legally required—notify and/or report to competent authorities (without “tipping-off” where prohibited).

3.6. Change of status: if an individual ceases to be a UAE resident or national, or a business ceases to be established in the UAE or moves its principal place of business outside the UAE, or there are changes to ownership/UBOs or authorised signatories affecting eligibility, you must promptly notify us. We may need to suspend or close the account and disable features.

4. Account Registration

4.1. You may need an account to use certain features. You agree to provide accurate, complete and up-to-date information and to keep your credentials secure. You are responsible for all activity that occurs under your account. We are not obliged to permit anyone to register and may refuse, terminate or suspend registration at our discretion..

5. Free and Paid Subscriptions

5.1. Freemium Accounts: We may offer a free subscription plan that provides limited access to the Service. The features and limitations of the freemium plan will be determined solely by the Company and may be subject to change without prior notice.

5.2. Paid Subscriptions: We may offer paid subscription plans that provide additional features, functionality, and support beyond what is available in the freemium plan. The details, pricing, and billing terms for the paid subscription plans will be clearly communicated to you on our website or within the Service and may be subject to change without prior notice.

6. Billing, Auto-renewal, Cancellations, Refunds & Anti‑abuse

6.1. Auto-renewal & payment obligation: paid subscriptions and add-ons renew at the start of each billing period (monthly/annual, as shown in-app). By allowing a new billing period to begin, you become liable for the fees for that entire period. To avoid renewal fees, cancel before the next period starts in the app.

6.2. Cancellation: you may cancel at any time; cancellation takes effect at the end of the current billing period. Fees already paid are non-refundable except where required by law.

6.3. Trials & promotions: unless you cancel before the trial ends, the plan converts to a paid subscription and the first fee is charged at the trial’s end time; we’ll show the end time in-app.

6.4. Upgrades & downgrades: upgrades take effect immediately; we may charge a pro-rated amount for the remainder of the current period. Downgrades take effect at the next renewal.

6.5. Free trials or free offers with promotional codes to Subscriptions, offered by The Company, cannot be combined with any free trials or offers of The Company. You acknowledge that your free trial or free offer may expire if you change your subscription type whilst within the free trial or free offer period, and The Company shall have no obligation to reinstate, reimburse, or otherwise compensate you for any part of such expired free trial or free offer.‍

6.6. Failed/expired payments: if a charge fails, you remain responsible for the amount due; we may retry, ask you to update your payment method, and suspend paid features until payment is received.

6.7. Price changes: we will give advance notice (in-app/email) of any price changes. New prices apply from the next renewal. If you do not agree, cancel before renewal.

6.8. Taxes: fees are exclusive of VAT and other taxes unless stated; we may collect taxes as required.

6.9. Chargebacks: if you initiate a chargeback, we may suspend or limit access pending resolution.

6.10. Anti-abuse: we may suspend, cancel, or refuse a payment/refund where we reasonably suspect fraud, abuse or unlawful/manipulative behaviour.

6.11. Consumer rights: if you are a consumer, any mandatory rights under applicable UAE consumer law apply and prevail over inconsistent terms.

6.12. Our products may offer content, services or functionality for use within such Apps (“In-App Purchases”). In-App Purchases that are consumed during the use of the App (for example, additional scans or features) cannot be transferred to other users. All unconsumed “In-App Purchases” will expire and are non transferable upon termination of your account or the end of your subscription.

6.13. When your Paid Subscription to any Service or Content ends, you will lose access to any functionality or Content of that Service that requires a Paid Subscription.

6.14. Taxes & reporting. You are solely responsible for determining, collecting, withholding, reporting and remitting any taxes, duties, assessments, penalties or interest that arise from your use of the Services and your virtual-asset transactions (including income, corporate, VAT and any other applicable taxes). We are not your tax agent or adviser and do not provide tax advice. We may provide transaction histories for your convenience, but we do not guarantee that any records we provide satisfy your regulatory, accounting or tax reporting obligations.

6.15 Account closure or app deletion does not transfer or recover assets; you remain responsible for your wallets outside the Services.

7. LFG Network Only (Closed Loop)

7.1. The Services support transfers and payment requests only between verified LFG users ("LFG‑to‑LFG"). Transfers to, or requests from, non‑LFG users or external wallets are not supported via the Services.

7.2. You may transact with external wallets outside the Services using your own tools; we cannot stop funds reaching your wallets outside the Services. In‑app handling of such funds is governed by Balance Segmentation.

8. Balance Segmentation (LFG‑Eligible vs Restricted)

8.1. We operate a virtual partition of balances shown in‑app for each connected wallet and supported token: LFG‑Eligible Balance and Restricted Balance.

8.2. LFG‑Eligible Balance: assets received from LFG‑verified users and assets expressly cleared after our risk checks or provenance workflow.

8.3. Restricted Balance: assets from external/non‑LFG sources (including pre‑existing balances when you import a wallet) and assets flagged by our risk programme until cleared.

8.4. LFG features are enabled only up to your LFG‑Eligible Balance. Restricted assets remain in your wallet and can be used outside the Services at your discretion.

8.5. Wallet imports & pre‑existing balances: pre‑existing assets in an imported wallet are treated as Restricted unless and until cleared.

8.6. Classification & reclassification: we tag inflows by source and risk; we may later reclassify lots to LFG‑Eligible (e.g., when the counterparty joins LFG or passes checks). We keep an audit trail.

9. Provenance Checks & Allow‑listing

9.1. For assets from external/non‑LFG sources or imported wallets, we may request limited information (e.g., whether the sender is your own wallet—verified by a quick cryptographic proof of control—or a business counterparty/exchange name/reference) and use blockchain analytics.

9.2. Once cleared, we may allow‑list the counterparty or lot for a defined period or amount so we do not ask again unless risk changes. We do not require you to upload third‑party identity documents.

10. Addresses, Networks & Finality (Your Responsibility)

10.1. Blockchain transfers are final and irreversible once confirmed.

10.2. You are solely responsible for recipient addresses, the correct network/chain, required memos/destination tags, and asset compatibility (e.g., token standard).

10.3. The Services may not detect invalid/non‑existent/incompatible addresses, missing tags, wrong networks, contract‑only addresses, or look‑alike assets on different chains. We cannot retrieve, replace or refund such transactions and are not liable for resulting loss.

10.4. A transaction is treated as Delivered when the relevant network confirms it according to commonly accepted confirmation thresholds for that network.

10.5 Wallets, Backup Words & Recovery, Non-custodial wallets place responsiblities on you, that you agree to: (a) No custody; no keys. LFG (Layer Flow Gateway FZCO) provides non-custodial software. We do not hold, manage, or have access to your private keys or seed phrases, and we cannot move, freeze, or recover your assets.

(b) Backup words/seed phrases. Each wallet you create or connect may use backup words (seed phrase) or equivalent credentials. These are stored only on your device (e.g., device secure storage when available), not on LFG servers. We have never had access to them.

(c) Your responsibility. You are solely responsible for generating, securing, backing up, and keeping secret your backup words/keys and any recovery materials. Loss or compromise of these credentials will result in permanent loss of access to the wallet and any assets it controls.

(d) App deletion/account closure. Deleting the app or closing your LFG account does not move funds or delete blockchain data. Without valid backup/recovery credentials, your wallets and assets cannot be recovered by LFG and will be lost and unrecoverable without you securing, backing up, and keeping secret your backup words/keys and any recovery materials. Loss or compromise of these credentials will result in permanent loss of access to the wallet and any assets it controls.

(e) Device risks. You are responsible for your device’s security (including OS integrity, malware protection, passcodes/biometrics). LFG is not responsible for losses caused by device compromise or unauthorised access to your credentials.

11. Travel Rule Controls (Non‑executing Role)

11.1. We do not initiate, transmit, or settle transfers and are not the ordering or beneficiary VASP for your transfers.

11.2. Where applicable law or a connected counterparty VASP requires compliance with the Travel Rule (e.g., thresholds applicable in Dubai), you authorise us to request, collect, hold and, where applicable, securely transmit the minimum required originator/beneficiary information to or from relevant VASPs/financial institutions to enable specific integrations or features.

11.3. If required information cannot be obtained or validated, we may disable the relevant integration or feature (including routing, swaps, off‑ramping and payouts) and, where legally required, report without notice. We monitor for structuring and may suspend features or accounts.

12. AML/CFT & Sanctions

12.1. We comply with applicable anti‑money‑laundering, counter‑terrorist‑financing and sanctions laws. We do not hold or control private keys and cannot reverse blockchain transactions.

12.2. Where we identify a compliance concern or are required by law, we may refuse onboarding or specific requests; suspend or restrict your account or access; disable features or integrations; request additional information or enhanced due diligence; and/or terminate your account.

12.3. If, despite our controls, a transaction proceeds, we may suspend access and report activity to relevant authorities. We may be legally prohibited from notifying you in some cases (no “tipping‑off”). You must ensure your use is lawful and not prohibited by sanctions or our Prohibited Use list.

13. Service Availability & Third‑party Dependencies

13.1. The Services rely on blockchain networks and third‑party providers (e.g., node infrastructure, cloud hosting, analytics, PSPs/EMIs, exchanges). Availability, confirmation times and data accuracy may be affected by those dependencies.

13.2. We may perform maintenance or make changes at any time. We do not guarantee uninterrupted or error‑free operation.

14. Acceptable Use & Prohibited Activities

14.1. You must use the Services in compliance with applicable laws, regulations and these Terms. Prohibited uses include, without limitation: money laundering, terrorist financing, sanctions evasion; fraud, scams, Ponzi/pyramid schemes; ransomware, hacking or cyberattacks; unlicensed gambling, illegal content, counterfeit products, weapons, narcotics; darknet/illicit marketplaces; the offering of unregistered securities or investment products; or any activity prohibited under applicable law.

14.2. Analytics misuse: you must not use analytics or outputs available through the Services to dox, endorse or discredit individuals or entities associated with wallets that do not belong to you, or otherwise misuse the Services to harass or harm others.

15. Third‑party Links & Software

15.1. The Site may contain hyperlinks or references to third party advertising and websites other than the Site. Any such hyperlinks or references are provided for your convenience only. We have no control over third party advertising or websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party advertising or website does not mean that we endorse that third party’s website, products or services. Your use of a third party site may be governed by the terms and conditions of that third-party site and is at your own risk. ‍

15.2. Any third‑party software integrated into the Services may be subject to its own licence terms, which you must accept to use that software. If you do not accept such terms, you may be unable to use related features. We do not accept any responsibility for any such third party software.

16. Data Protection & Privacy

16.1. We process personal data in accordance with applicable UAE data‑protection law and our Privacy Policy (which forms part of these Terms).

16.2. We may share limited data with service providers and compliance partners strictly to provide and secure the Services. Where data is transferred cross‑border, we use appropriate safeguards as required by law.

16.3 Any personal information you provide to us as part of the registration process will be processed in accordance with our Privacy Policy available here

17. Disclaimers; Blockchain Risks ‍ 17.1. “As is.” The Services are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, statutory or otherwise (including merchantability, fitness for a particular purpose, title, non-infringement, or uninterrupted/ error-free operation).

17.2. No advice. Information and compliance analytics in the Services are probabilistic and do not constitute legal, tax, accounting, or investment advice. You remain responsible for your use of virtual assets and for complying with applicable laws.

17.3. Blockchain risks. Use of blockchain networks involves risks including (without limitation) transaction failure or delay, network congestion, front-running/MEV, forks, chain reorganisations, protocol or smart-contract bugs, slippage, and high/volatile fees. Transactions are final on their networks and cannot be reversed by us.

17.4. Stablecoin & issuer risk. Stablecoins and other tokens may de-peg, be frozen, or be impacted by issuer or regulatory action.

17.5. Third-party dependencies. Features may rely on third parties (e.g., wallets, node providers, PSPs/EMIs, exchanges, cloud/analytics). We do not control and are not responsible for their acts/omissions.

17.6. Beta features. Beta/preview features are provided as-is, may change or be withdrawn, and may have additional terms shown in-app.

17.7. Data & rates. Any prices, rates, or analytics shown are informational/indicative only and may differ from execution on underlying networks or third-party services.

18. Complaints

18.1. We acknowledge receipt of complaints within five (5) business days and aim to provide a final response within thirty (30) days. Where complexity or third‑party dependencies require more time, we will update you with reasons and a revised timeframe. ‍ 18.2. The laws of the United Arab Emirates apply to these Terms, although if you are resident elsewhere you will retain the benefit of any mandatory protections given to you by the laws of that country. ‍ 18.3. Any disputes will be subject to the non-exclusive jurisdiction of the courts of the United Arab Emirates.

18.4 For security, LFG cannot accept or process requests to recover backup words/seed phrases. If you have lost them, we cannot restore access to your wallet.

19. Liability

19.1. Non-excludable liability. Nothing in these Terms limits liability that cannot be limited under applicable law (e.g., fraud, wilful misconduct, or death/personal injury caused by negligence). If you are a consumer, any mandatory protections under applicable UAE consumer law prevail over inconsistent terms.

19.2. Exclusions. To the maximum extent permitted by law, we are not liable for: (a) losses caused by blockchain finality, incorrect addresses, wrong networks, missing tags/memos, lost or compromised backup words/seed phrases/keys, device compromise, or other factors outside our reasonable control; (b) third-party services’ acts/omissions (wallets, node providers, PSPs/EMIs, exchanges, cloud/analytics); (c) indirect, consequential, special, exemplary or punitive damages; or (d) loss of profits, revenue, business, goodwill, or data, even if foreseeable.

19.3. Cap. Subject to §19.1, our aggregate liability arising out of or in connection with the Services in any 12-month period is limited to the greater of: (i) the total fees you paid to us in the six (6) months preceding the claim; or (ii) USD 500.

19.4. Your responsibilities. You are solely responsible for securing and backing up your credentials and for tax determination, reporting and remittance related to your use of the Services (see §6.14). We do not act as your tax agent or adviser.

20. Force Majeure

20.1. We are not responsible for failure or delay caused by events beyond our reasonable control, including failures of public networks, node providers, smart‑contract bugs not created by us, DDoS, power/telecom outages, acts of God, war, labour disputes or changes in law/regulation. For clarity, this does not include theft or compromise of your own wallets or credentials, which remain your responsibility.

21. Suspension & Termination

21.1. We may suspend or terminate all or part of the Services immediately on notice if you breach these Terms, fail compliance checks, present unacceptable risk, or where required by law or a competent authority. You may stop using the Services at any time. Sections that by their nature should survive (e.g., liability, data, IP, governing law) survive termination.

22. Changes to These Terms

22.1. We may update these Terms to reflect changes in law, our Services or our operations. We will post the updated Terms with a new effective date. Material changes will be notified in‑app or by email. If you continue using the Services after the effective date, you accept the updated Terms.

22.2 We reserve the right to vary these Terms from time to time. Our updated Terms will be displayed on the Site and by continuing to use and access the Site following such changes, you agree to be bound by any variation made by us. It is your responsibility to check these Terms from time to time to verify such variations.

23. Governing Law & Disputes

23.1. These Terms are governed by the laws of the Emirate of Dubai and the applicable federal laws of the United Arab Emirates.

23.2. We will try to resolve disputes informally within sixty (60) days. If unresolved, disputes shall be referred to binding arbitration under the Rules of the Dubai International Arbitration Centre (DIAC), in English, with one arbitrator. The seat and place of arbitration shall be Dubai, UAE.

24. Using the Site

24.1. The Site and app are for your personal and or commercial use only as applicable.

24.2. You agree that you are solely responsible for all costs and expenses you may incur in relation to your use of the Site.

24.3. We make no promise that the Site or app is appropriate or available for use in locations outside of the UAE. If you choose to access the Site from locations outside the UAE, you acknowledge you do so at your own initiative and are responsible for compliance with local laws where they apply.

24.4. We try to make the Site and app as accessible as possible. If you have any difficulties using the Site, please contact us using the contact details at the top of this page.

24.5. As a condition of your use of the Site and app, you agree not to:

24.6. Misuse or attack our Site or app by knowingly introducing viruses, trojans, worms, logic bombs or any other material which is malicious or technologically harmful (such as by way of a denial-of-service attack), or

24.7. Attempt to gain unauthorised access to our Site or app, the server on which our Site is stored or any server, computer or database connected to our Site.

24.8. We may prevent or suspend your access to the Site or app if you do not comply with these Terms or any applicable law.

24.9. Termination by You: You may terminate this Agreement by ceasing to use the Service and closing your account, subject to any outstanding payment obligations.

24.10. Termination by the Company: The Company may terminate this Agreement or suspend your access to our Services at any time, with or without cause or notice.

25. Infringing Content

25.1. We will use reasonable efforts to:

25.1.1. Delete accounts which are being used in an inappropriate manner or in breach of these Terms; Identify and remove any content that is inappropriate, defamatory, infringes intellectual property rights, when we are notified, but we cannot be responsible if you have failed to provide us with the relevant information.

25.2. If you believe that any content which is distributed or published by the Site is inappropriate, defamatory or infringing on intellectual property rights, you should contact us immediately using the contact details at the top of this page.

1. User Content & licence

26.1. Ownership. You retain ownership of any content, data, text, images, logos, wallet labels, payment requests, metadata, tickets, and other material you submit or upload to the Services (“User Content”).

26.2. Licence to LFG (to operate the Service). You grant LFG a non-exclusive, worldwide, royalty-free, transferable and sublicensable licence to host, use, reproduce, modify, adapt, store, back up, and display your User Content solely to operate, provide, maintain, secure, support and improve the Services (including troubleshooting, abuse prevention, quality assurance, and feature development). We do not sell personal data and we do not use User Content for advertising unrelated to the Services.

26.3. Aggregated/De-identified data. We may create and use aggregated or de-identified data derived from User Content and Service usage for analytics, security, and Service improvement. We will not re-identify such data.

26.4. What you promise. You represent that you have all rights and a lawful basis to provide the User Content to us and that it does not infringe any rights or violate law. Do not upload third-party personal data unless you have a lawful basis to do so under applicable law.

26.5. Removal; retention. You may delete User Content via the Services where supported. After deletion, we stop using it for active processing, except that copies may persist in backups, logs or audit records for a limited time and where required by law or for the establishment, exercise or defence of legal claims.

26.6. Feedback. If you provide ideas or suggestions (“Feedback”), you grant LFG a perpetual, irrevocable, worldwide, royalty-free licence to use the Feedback without restriction or compensation to you (this does not authorise use of your trademarks without permission).

26.7. Marketing logos (optional). With your prior consent, we may use your name and logo to identify you as an LFG user on our Site and marketing materials; you may withdraw consent at any time.

27. No third party rights, entire agreement

27.1 No one other than us or you has any right to enforce any of these Terms.

27.2. Entire Agreement: This Agreement constitutes the entire agreement between you and the Company and supersedes any prior or contemporaneous negotiations or agreements, whether oral or written, relating to the subject matter hereof. ‍ 27.3. Modifications: The Company reserves the right at any time to modify this Agreement and to add new or additional terms or conditions on your use of the Services. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the Services will be deemed acceptance thereof. ‍ 27.4. Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

28. Variation

28.1. No changes to these Terms are valid or have any effect unless agreed by us in writing or made in accordance with this clause 15. ‍ 17.2. We reserve the right to vary these Terms from time to time. Our updated Terms will be displayed on the Site and by continuing to use and access the Site following such changes, you agree to be bound by any variation made by us. It is your responsibility to check these Terms from time to time to verify such variations.

29. Contact Us

29.1. Questions or complaints: [email protected] or Level 17, Sheikh Rashid Tower, Dubai World Trade Centre, Dubai, UAE.

30. Definitions (Extract)

30.1. LFG‑verified user: a user who has passed our eligibility and KYC/KYB/AML checks.

30.2. Consumer user: an individual using the Services wholly or mainly outside the course of a trade, business or profession.

30.3. Business user: a legal entity or sole proprietor using the Services for business purposes.

30.4. Merchant: a Business user that receives payments for goods or services via the Services.

30.5. LFG‑Eligible Balance: assets we classify as eligible for use with LFG features (e.g., received from LFG‑verified users, or cleared after checks).

30.6. Restricted Balance: assets classified as restricted for in‑app use (e.g., external/non‑LFG sources, uncleared or flagged lots) until cleared.

30.7. External/non‑LFG wallet: a wallet or counterparty not verified on LFG.

30.8. Travel Rule: information‑sharing requirements applicable to certain virtual‑asset transfers.