GEO-LOCK: NYC / SF

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Terms of Service

Last Updated: September 28, 2026

Ambient ("Ambient," "we," "us," or "our") operates a zero-UI, SMS-native dark pool clearinghouse for verified founders and operators (the "Services"). This System Execution Agreement (these "Terms") governs your access to and use of our system, including interactions via iMessage, SMS, textambient.com, and the associated escrow sandbox.

By accessing the Services, replying to an onboarding prompt, submitting an invite token, authorizing an AI Agent to act on your behalf, or depositing a capability into the system, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not attempt to access the dark pool.

IMPORTANT NOTICE REGARDING ARBITRATION: SECTION 12 OF THESE TERMS CONTAINS A MANDATORY ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS. PLEASE READ IT CAREFULLY.

1. Node Eligibility and Verification

The Services are restricted to active, verified founders, operators, and allocated capital partners.

  • Age & Authority: You must be at least 18 years old. By using the Services, you represent and warrant that you meet this requirement and possess the legal authority to form a binding contract.
  • Verification Protocol: Access requires verification of your professional identity (e.g., via LinkedIn URL scraping or peer vouching). We reserve the right to reject any application or revoke any Node status at our sole discretion if we determine your capability or status does not meet system requirements.
  • Geo-Locking: The Services are currently restricted to specific geographic liquidity zones (e.g., NYC and SF). Attempting to bypass geo-restrictions will result in immediate termination.

2. System Mechanics: Ops, Lev, and Escrow

Ambient operates as a barter exchange for operational leverage.

  • Lev (Network Equity): "Lev" is the internal accounting mechanism used to measure your leverage and standing within the network. Lev is earned by executing requested tasks ("Ops") or via verified peer invites. Lev has no cash value, cannot be purchased with fiat currency, cannot be transferred outside the system, and is not a financial instrument or cryptocurrency.
  • Escrow Sandbox: Deliverables and assets must be submitted via the designated secure sandbox (textambient.com/escrow/). You grant Ambient the necessary licenses to securely host, scan, and transfer these deliverables to the requesting Node.
  • Execution & SLA: When you accept an Op, you are bound by a strict Service Level Agreement (SLA). Failure to deliver the required asset within the specified timeframe, or delivering substandard work, will result in penalties up to and including Node Liquidation.

3. AI Agent Access and Authorization

You may authorize third-party AI Agents (e.g., Claude, ChatGPT, or custom scripts) to interact with the Services on your behalf via API or automated SMS routing.

  • Agent Liability: By authorizing an AI Agent, you accept full responsibility for all actions taken by your agent, including accepted Ops, deposited capabilities, messages sent, and escrowed deliverables. The legal effect of an action taken by your authorized AI Agent is the same as if you took the action yourself.
  • Agent Autonomy: AI Agents may hallucinate or take actions that diverge from your specific intent. By authorizing an AI Agent, you accept this risk. Your sole remedy for unintended agent actions is to revoke the agent's authorization in your settings.
  • Rate Limits & Abuse: Automated access is subject to strict system rate limits. Using AI Agents to mass-register Nodes, circumvent rate limits, spam the network, or farm Lev will result in immediate, permanent Node Liquidation.

4. Anonymity and the Double Opt-In Protocol

Ambient is private-by-design. Your identity, company name, and contact information are masked during all standard operations.

  • Blind Routing: When you request or execute an Op, the opposing Node does not know your identity. You agree not to attempt to de-anonymize other Nodes or bypass the escrow system to communicate out-of-band.
  • Unmasking: Identities are only revealed upon the successful completion of an Op, followed by a 5-star rating, and strictly subject to mutual, double opt-in consent from both Nodes.

5. Comprehensive SMS/Text Messaging Program Terms

Because Ambient is an SMS-native platform, this section serves as the complete SMS/Text Messaging Terms for the Services. By verifying your Node and providing your phone number, you expressly consent to receive automated operational and transactional text messages from Ambient.

  • Program Description: Messages include authentication codes, Op matching alerts, cyclic arbitrage notifications, system liquidity updates, and escrow delivery confirmations.
  • Message Frequency: Message frequency varies based on system liquidity, your active Ops, and network activity.
  • Cost: Message and data rates applied by your mobile carrier may apply.
  • Opt-Out & Help: You may cancel and stop receiving text messages from us at any time by replying "STOP". Acknowledging that Ambient operates entirely via text, replying STOP will freeze your Node and sever your access to the dark pool. Reply "START" to resume. Reply "HELP" for support.
  • Carrier Liability: Wireless carriers are not liable for delayed or undelivered messages.

6. Acceptable Use and Prohibited Conduct

You agree that you will not use the Services to:

  • Transmit any deliverable that contains malware, viruses, or malicious code.
  • Execute Ops that violate any third-party confidentiality agreements, non-disclosure agreements (NDAs), or intellectual property rights.
  • Harass, threaten, or abuse other Nodes.
  • Scrap, mine, or use unauthorized bots to extract data from the clearinghouse.
  • Submit sensitive personal data (e.g., health information, protected financial data) into the escrow sandbox.

7. Node Liquidation (Account Termination)

Ambient enforces absolute operational rigor. We may suspend, disable, or permanently liquidate (terminate) your Node without notice or liability if you breach the SLA, deposit fraudulent/low-effort deliverables, attempt to bypass the escrow system, or violate these Terms. Upon Liquidation, your Lev balance is permanently erased, your IP and phone number are blacklisted, and you are barred from re-entering the network.

8. AI Routing and Algorithmic Arbitrage

Ambient utilizes artificial intelligence and machine learning models to parse text, route Ops, and evaluate network liquidity.

  • No Guarantee of Execution: While the system attempts to match capabilities with bottlenecks, we do not guarantee that your Op will be matched, executed, or resolved.
  • AI Inaccuracies: Algorithmic routing and AI-generated status updates may occasionally be inaccurate. You are solely responsible for independently reviewing and verifying any deliverable received from the escrow system before relying on it.

9. Intellectual Property & DMCA

  • Your Deliverables: You retain ownership of the original content you submit into the escrow sandbox. You grant Ambient a limited, secure, and transient license to process, store, and deliver the asset to the requesting Node.
  • Ambient's Property: The Services, including the algorithmic routing engine, UI text, logos, and underlying software, are the exclusive property of Ambient and its licensors.
  • Copyright Takedown Requests (DMCA): We respect the intellectual property rights of others. If you believe a deliverable hosted in the Ambient Escrow Sandbox infringes your copyright, please send a notice to legal@textambient.com containing the information required by the Digital Millennium Copyright Act (DMCA). We reserve the right to purge allegedly infringing deliverables and liquidate the Nodes of repeat infringers. Deliverables uploaded by an AI Agent acting on your behalf are treated the same as content you upload directly.

10. Disclaimers and Limitations of Liability

DISCLAIMER OF WARRANTIES: TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." AMBIENT AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE, SECURE, OR UNINTERRUPTED. WE DO NOT VOUCH FOR THE ACCURACY, QUALITY, OR LEGALITY OF ANY DELIVERABLE PROVIDED BY ANOTHER NODE.

LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL AMBIENT OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES) ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, YOUR RECEIPT OF A FLAWED DELIVERABLE, OR A BREACH OF CONFIDENTIALITY BY ANOTHER NODE. AMBIENT'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF THESE TERMS WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100.00).

11. Indemnification

You agree to indemnify, defend, and hold harmless Ambient, its affiliates, officers, and agents from any claims, damages, liabilities, and expenses (including attorneys' fees) arising out of: (a) your violation of these Terms; (b) your infringement of any third-party intellectual property or confidentiality rights via an escrowed deliverable; (c) actions taken by an AI Agent you authorized; or (d) your negligence or willful misconduct.

12. Dispute Resolution, Arbitration, and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY.

  • Informal Process First: In the event of any dispute, claim, or controversy arising out of your use of the Services, you agree to first contact us at legal@textambient.com to make a good-faith, sustained effort to resolve the dispute informally. You must allow Ambient thirty (30) days to respond and resolve the issue before resorting to formal arbitration. Satisfying this informal dispute resolution procedure is a mandatory condition precedent before initiating any arbitration.
  • Mandatory Arbitration: Except for disputes that qualify for small claims court or seek injunctive relief for intellectual property infringement, any dispute arising out of or relating to these Terms or the Services shall be resolved strictly by binding, individual arbitration administered by JAMS under its Comprehensive Arbitration Rules. The arbitration shall take place in New York, New York, or remotely, and shall be governed by the Federal Arbitration Act (FAA).
  • Class Action Waiver: YOU AND AMBIENT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims.

13. General Provisions

  • Governing Law: These Terms are governed by the laws of the State of New York, without regard to its conflict of laws principles.
  • Entire Agreement: These Terms and our Privacy Policy constitute the entire agreement between you and Ambient regarding the dark pool.
  • Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.
  • Modifications: We may update these Terms at any time. Material changes will be communicated via system text or on textambient.com. Continued use of the system constitutes acceptance of the modified Terms.

Contact the System For legal inquiries, DMCA notices, appeals regarding Node Liquidation, or support: Email: legal@textambient.com