Spoolis

Terms of Service

Last updated August 10, 2026

Please read these Terms of Service (“Terms”) carefully. They are a binding agreement between you and Spoolis, operated by Understand My Policy, Inc. (“Spoolis,” “we,” “us,” or “our”), governing your access to and use of spoolis.com, the Spoolis API and MCP server, and any related services, tools, and features (together, the “Service”).

By creating an account, creating or joining a Spool, using the API or MCP server, or otherwise using the Service, you agree to these Terms. If you use the Service on behalf of a business or operate a software agent that uses it, you agree on that principal’s behalf and represent that you have authority to do so. If you do not agree, do not use the Service.

1. What Spoolis is, and what it is not

Spoolis is a software layer for conditional transactions. Two parties (people, businesses, or software agents, in any combination) record what they are exchanging, the conditions that must be met, and the evidence that shows those conditions were met. The record of one such exchange is a “Spool.” Spoolis keeps both sides looking at the same transaction state and produces a receipt of what happened.

Spoolis does not hold, custody, or move money. This is the most important thing in these Terms, so we state it plainly:

  • Spoolis is not a bank, escrow agent, money transmitter, money services business, payment processor, wallet provider, or broker, and does not offer any regulated financial service. When payment is part of a Spool, the money moves through third-party payment infrastructure, under that provider’s own terms, not through Spoolis.
  • Today, all settlement in the Service is simulated. Every transaction surface carries a visible “demo transaction” label, prices shown in samples are placeholders, and no real money moves through the Service. When integrations with real payment providers become available, we will update these Terms and the product first, and the provider’s terms will govern the payment itself.
  • Spoolis is not a party to your transaction. The agreement a Spool records is between you and your counterparty. We do not own, inspect, ship, or warrant whatever you are exchanging, and we do not guarantee that your counterparty will perform, that an item matches its description, or that a transaction will complete.
  • Spoolis is not a marketplace. We do not list items, match buyers and sellers, set prices, or take a commission on what you exchange. You find your counterparty elsewhere; Spoolis structures the exchange you already agreed to pursue.
  • Verification results are informational software checks, not guarantees, insurance, or professional opinions. When the Service reports a check (for example, “3 of 4 conditions machine-checked”), that statement describes exactly what the software evaluated and nothing more. A passed check does not mean an item is authentic, a deliverable is fit for your purpose, or a counterparty is trustworthy.
  • Spoolis does not provide legal, financial, tax, or investment advice. A Spool is a structured record of what you and your counterparty agreed; it is not a contract drafted by a lawyer, and we make no representation about its enforceability. For anything with meaningful legal or financial stakes, consult your own advisor.

2. Your transactions and your counterparty

You are responsible for what you agree to, who you transact with, and what you exchange. Do not use the Service to structure a transaction that is illegal where you or your counterparty are located, that involves goods or services that are unlawful to sell, or that you know to be fraudulent. Meeting a stranger to exchange goods carries real-world risk that software cannot remove; take normal precautions.

If a transaction goes wrong, your remedy is against your counterparty, not against Spoolis. We may show both parties the shared record of what was agreed and what happened, which is often useful in resolving a disagreement, but we do not adjudicate disputes, compel performance, or reverse payments (we never held the money in the first place).

3. AI-assisted Spool creation

The Service can draft proposed terms and conditions from content you paste or upload (for example, a listing or a chat thread). Every extracted term shows the source it came from, and amounts are parsed by deterministic code, not authored by an AI model. Even so, AI-assisted drafts can be wrong or incomplete. Nothing becomes part of a Spool until you review and confirm it, and you are responsible for the terms you confirm. Only paste or upload content you have the right to use.

4. Agents and API use

The Service is built to be used by software agents as well as people, through the REST API and MCP server. If you operate an agent against the Service, you are responsible for everything it does, including the Spools it creates, accepts, or declines under your API keys, exactly as if you had done it yourself. Keep your API keys secret; anyone holding a key can act as the party it belongs to. Notify us at support@spoolis.com if a key is compromised. We may set and change rate limits, and we may suspend keys used abusively.

5. Eligibility and your account

You must be at least 18 years old and able to form a binding contract to use the Service. You are responsible for the accuracy of the information you provide, for keeping your account secure, and for all activity under your account, including activity by agents you operate. Notify us promptly at support@spoolis.com if you suspect unauthorized use.

6. Your content

You keep ownership of the content you put into a Spool: terms, descriptions, evidence, and anything you paste during creation (“Your Content”). You grant us a limited license to store, process, and display Your Content solely to provide the Service, including showing the Spool to its other party and, where you share a Spool link, to whoever you share it with.

A Spool is a shared record by design: your counterparty sees the terms, state, evidence, and receipt of the Spools you share with them, and keeps that access as their own transaction record. Do not put content into a Spool that you would not show the other party. You agree not to upload content that is unlawful or infringing, that you lack the right to share, or that contains someone else’s personal or confidential information without permission.

7. Acceptable use

You agree not to:

  • use the Service for any unlawful purpose, including fraud, money laundering, or structuring a transaction in illegal goods or services;
  • misrepresent an item, a deliverable, evidence, or your identity to a counterparty;
  • attempt to circumvent, disable, or probe the Service’s verification, guardrails, rate limits, or security;
  • present a demo or simulated transaction to anyone as a real, settled payment;
  • upload malware, scrape or harvest data, reverse-engineer the Service, or use it to build a competing product;
  • resell access to the Service without our written agreement.

We may suspend or terminate access for conduct that violates these Terms or that we reasonably believe risks harm to the Service, to us, or to others.

8. Fees and pricing

The Service is currently free to use, and all settlement is simulated. Prices shown on the pricing page and in sample Spools are placeholders, marked as such. When paid features launch, fees will be shown clearly before you commit to them, we will not charge you for anything you did not agree to, and these Terms will be updated. Any future payment processing will be handled by a third-party payment provider under its own terms.

9. Intellectual property

The Service, including its software, design, text, the structure of Spools and receipts, and our name and logo, belongs to Understand My Policy, Inc. and is protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service. You may keep and use the records and receipts of your own Spools. Third-party names and marks belong to their owners.

10. Third-party services

The Service relies on third parties (for example, hosting, authentication, AI providers, and, in the future, payment providers). We are not responsible for third-party services, and your use of a payment provider is governed by that provider’s own terms.

11. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

WITHOUT LIMITING SECTION 1, WE DO NOT WARRANT THAT ANY COUNTERPARTY WILL PERFORM, THAT ANY ITEM OR DELIVERABLE MATCHES ITS DESCRIPTION, THAT ANY VERIFICATION RESULT IS ACCURATE OR COMPLETE, THAT ANY SPOOL IS ENFORCEABLE AS A CONTRACT, OR THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPOOLIS, UNDERSTAND MY POLICY, INC., AND ITS OWNER WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, GOODWILL, OR VALUE OF ANY TRANSACTION, ARISING OUT OF OR RELATING TO YOUR USE OF (OR INABILITY TO USE) THE SERVICE, ANY TRANSACTION YOU ENTER WITH A COUNTERPARTY, OR ANY DECISION YOU MAKE BASED ON THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you. Nothing in these Terms limits liability that cannot be limited by law.

13. Indemnification

You agree to indemnify and hold harmless Spoolis, Understand My Policy, Inc., and its owner from any claims, losses, and expenses (including reasonable legal fees) arising out of your misuse of the Service, your violation of these Terms, your transactions with any counterparty, content you did not have the right to upload, or the actions of any agent operating under your account or keys.

14. Changes to the Service and to these Terms

We may modify or discontinue features of the Service at any time. We may also update these Terms, including when real payment integrations launch. When we make material changes, we will update the “Last updated” date and, where appropriate, provide additional notice. Your continued use of the Service after changes take effect means you accept the revised Terms.

15. Termination

You may stop using the Service and ask us to close your account at any time. We may suspend or terminate your access if you violate these Terms or if we discontinue the Service. Because a Spool is a shared record, your counterparty’s copy of a completed transaction record may survive the closure of your account, as described in the Privacy Policy. Sections that by their nature should survive, including ownership, disclaimers, limitation of liability, indemnification, and dispute terms, survive termination.

16. Governing law and disputes

These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules. You agree that the state and federal courts located in Florida have exclusive jurisdiction over any dispute that is not otherwise resolved, and you consent to venue there. Nothing here prevents either party from seeking relief in small-claims court where available.

17. Miscellaneous

These Terms, together with the Privacy Policy, are the entire agreement between you and us about the Service. If any provision is found unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.

18. Contact

Questions about these Terms? Contact us at support@spoolis.com.

Spoolis is a software layer for conditional transactions. We are not a bank, escrow agent, money transmitter, or payment processor, we never hold your money, and we are not a party to your transactions. Today all settlement is simulated and labeled as a demo. Payment rails move money; Spoolis tracks what has to happen before the money is earned.