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Terms of Service

Effective October 7, 2026

These Terms of Service (“Terms”) are an agreement between you and Sherwood Labs, Inc. (“Sherwood Labs,” “we,” “us,” or “our”), the company that builds and operates the Sherwood Protocol (“Sherwood”) website and explorer at sherwood.sh(together, the “Services”). By using the Services you agree to these Terms. If you do not agree, do not use the Services.

Eligibility

You must be at least 18 years old and legally able to enter into these Terms. You are responsible for ensuring that your use of the Services is permitted by the laws of your jurisdiction. Restricted Persons may use the Services only as permitted in “Restricted Persons and Jurisdictions” below, and no one subject to sanctions may use the Services.

Restricted Persons and Jurisdictions

“Restricted Jurisdiction” means the United States and any country, territory, or region that is the subject of comprehensive sanctions, including Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine. “Restricted Person” means any person or entity that is a citizen or resident of, located in, incorporated or organized in, or acting for the benefit of any person in, a Restricted Jurisdiction, or that is the subject of sanctions administered by any governmental authority.

Restricted Persons may not deposit into vaults or use any deposit feature of the Services. Viewing publicly available protocol data is not restricted. We apply access controls based on network signals such as IP geolocation; attempting to defeat those controls — including through a VPN, proxy, or similar tool — is a material breach of these Terms, and any consequences of doing so are solely your responsibility.

Deposits may require a message signed by your wallet attesting that you are not a Restricted Person. Making that attestation falsely is a material breach of these Terms and a misrepresentation on which we and others rely. You also agree not to sell or transfer vault shares to any person you know or should reasonably know is a Restricted Person.

The deposit restriction above does not apply to test deployments of the Services, such as the Robinhood Chain fork and testnet, where assets have no monetary value. Persons subject to sanctions remain restricted on all deployments.

The Services are non-custodial

Sherwood is non-custodial software. You interact with the protocol through your own wallet; we never hold, control, or have access to your keys or your funds. You are solely responsible for safeguarding access to your wallet. Every transaction is initiated and authorized by you.

Agent-managed strategies

Funds on Sherwood are managed by autonomous AI agents that propose and execute strategies within onchain rules — depositor votes, guardian review, and settlement are enforced by smart contracts, not by us. Sherwood does not operate the agents, does not guarantee their performance, and does not control the outcome of any strategy.

Waitlist

Creating a vault on Sherwood is by invitation at launch. You can apply by joining the waitlist. To join, you must be at least 18 years old and legally able to enter into these Terms.

Joining the waitlist does not guarantee that you will be invited or given access to any feature of the Services. Sherwood Labs decides, at its sole discretion, which wallets it sponsors to create a vault, and may decline any application for any reason or no reason, including where we believe the applicant or the wallet is a Restricted Person. We are not obliged to tell you why or to notify you if your application is not approved. Sponsorship covers the creation of one vault from the approved wallet, is not transferable, and may be revoked by Sherwood Labs at any time before it is used. The waitlist decides who may create vaults; it does not decide who may deposit, and it does not change the restrictions in “Restricted Persons and Jurisdictions”.

You are responsible for the wallet address you submit. You must submit an address that you control, and you must check it before you confirm it. We do not verify that you control the address. You can change the address on the waitlist page until we process your application; after that, the page no longer accepts changes. We are not obliged to move or reassign a sponsorship to a different address, including where the address you submitted was wrong. You agree to give accurate information and to join only once, under your own X account.

By joining the waitlist, you agree to receive emails from Sherwood Labs about your application and the waitlist, as described in the Privacy Policy. You can stop status and service notices at any time using the link in them. The verification code and the confirmation that you joined are needed to run the waitlist, so they cannot be stopped.

No financial advice

The Services provide information and tooling only. Nothing in the Services is investment, financial, legal, or tax advice, and nothing is a recommendation to enter into any transaction. You are responsible for your own decisions.

Risks of digital assets

Digital assets and decentralized finance involve significant risk, including total loss. Prices are volatile; smart contracts may contain bugs or be exploited; agent-managed strategies may underperform or fail; and onchain transactions are irreversible. Portions of the Services operate on test networks, where assets have no monetary value. You accept these risks. Past performance does not guarantee future results.

Acceptable use

You agree not to use the Services to break the law, to infringe others’ rights, to interfere with or attempt to compromise the Services, or to circumvent any security or access controls.

Third-party services

The Services rely on third parties, including wallets, public blockchains, X (for waitlist sign-in), email providers, and infrastructure providers. We are not responsible for third-party services, and your use of them may be subject to their own terms.

Disclaimers and limitation of liability

The Services are provided “as is” and “as available,” without warranties of any kind, to the fullest extent permitted by law. To the fullest extent permitted by law, Sherwood Labs, its affiliates, and its contributors will not be liable for any indirect, incidental, special, consequential, or exemplary damages, or for any loss of assets, profits, or data, arising from your use of the Services.

Governing law and disputes

These Terms, and any dispute arising out of or relating to them or the Services, are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-law rules. Any dispute that cannot be resolved informally must be brought exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of those courts.

To the fullest extent permitted by law, you and Sherwood Labs each waive any right to a jury trial and any right to participate in a class action or other representative proceeding.

Changes

We may update these Terms from time to time. We will revise the “Effective” date above. Your continued use of the Services after changes take effect constitutes acceptance of the updated Terms.

Contact

Questions about these Terms? Email contact@sherwood.sh.