Terms of Service

2. Description of Services

MidLyr provides AI-native banking infrastructure software that enables financial institutions to connect their banking services to AI assistants and large language model (LLM) platforms via the Model Context Protocol ("MCP") and related standards. MidLyr's platform includes modules for agent authentication, secure request routing, transaction execution, cross-sell campaign management, customer onboarding, and compliance audit logging.

MidLyr is a business-to-business (B2B) software provider. Our platform is licensed exclusively to financial institutions, fintechs, and related enterprise entities under executed agreements. The Site is an informational and marketing resource; it does not constitute an offer to provide financial, investment, legal, or regulatory advice of any kind.

No financial services: MidLyr is not a bank, broker-dealer, investment adviser, money services business, or payment processor. MidLyr does not hold customer funds, execute transactions on a principal basis, or provide regulated financial services. All financial transactions initiated through MidLyr's infrastructure are executed by and remain the responsibility of the relevant financial institution client.

3. Eligibility

Use of this Site is intended for business professionals employed by or acting on behalf of financial institutions, technology companies, and related enterprises. By using the Site, you represent that:

• You are at least 18 years of age;
• You have the legal authority to enter into these Terms on your own behalf or on behalf of your employer; and
• Your use of the Site does not violate any applicable law or regulation.

4. Use of This Site

5. Platform Access

Access to and use of the MidLyr software platform (distinct from this Site) is governed exclusively by the executed Master Services Agreement between MidLyr and the relevant institution. These Terms do not grant any rights to access or use the MidLyr platform, API, or any proprietary software.

Deployment options (bank-hosted, MidLyr-hosted, or hybrid) and associated data processing obligations are specified in the applicable executed agreement and Data Processing Addendum.

6. Intellectual Property

All content on this Site — including text, graphics, logos, product names, documentation, and software — is the proprietary property of MidLyr, Inc. or its licensors and is protected by United States and international intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and view the Site for your internal business evaluation purposes. Nothing in these Terms transfers any intellectual property rights to you.

"MidLyr," the MidLyr logo, and related product names are trademarks of MidLyr, Inc. You may not use these marks without prior written consent.

7. Confidentiality

Any non-public technical, commercial, or operational information shared by MidLyr during sales conversations, demonstrations, or in security documentation provided under a non-disclosure agreement is confidential and proprietary. You agree to hold such information in strict confidence and not to disclose it to any third party without MidLyr's prior written consent.

This section supplements, and does not replace, any executed non-disclosure agreement between you or your employer and MidLyr.

8. Disclaimers

THE SITE AND ALL CONTENT ON IT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

MidLyr does not warrant that the Site will be uninterrupted, error-free, or free of viruses or other harmful components. MidLyr does not warrant the accuracy, completeness, or timeliness of any content on the Site.

No financial, legal, or regulatory advice: Nothing on this Site constitutes financial, investment, legal, accounting, tax, or regulatory advice. All information is for general informational purposes only. You should consult qualified advisers regarding your specific circumstances.

Regulatory status: MidLyr is a technology infrastructure provider. MidLyr is not registered as a broker-dealer, investment adviser, bank, money transmitter, or payment processor with any US or international regulatory authority. References to regulatory frameworks (e.g., SOC 2, ISO 27001, GLBA, BSA/AML) describe MidLyr's operational practices and contractual obligations; they do not constitute a representation that MidLyr holds any specific regulatory license or authorization.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MIDLYR AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THIS SITE OR ANY CONTENT THEREON.

In jurisdictions that do not permit the exclusion or limitation of certain damages, MidLyr's liability shall be limited to the maximum extent permitted by applicable law.

This limitation of liability applies to claims based in contract, tort (including negligence), strict liability, or any other legal theory, and regardless of whether MidLyr has been advised of the possibility of such damages.

Platform liability: MidLyr's liability in connection with the provision of platform services to institutional clients is governed exclusively by the applicable executed MSA, which contains specific liability caps, indemnification structures, and carve-outs appropriate to enterprise financial services infrastructure agreements.

10. Indemnification

You agree to defend, indemnify, and hold harmless MidLyr, Inc. and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and attorneys' fees arising out of or relating to your violation of these Terms or your use of the Site.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any dispute arising out of or relating to these Terms or your use of the Site shall be subject to the exclusive jurisdiction of the state and federal courts located in the State of New York, County of New York. You consent to personal jurisdiction and venue in such courts.

Waiver of class action: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

Nothing in this section affects dispute resolution procedures applicable to platform services, which are governed by the applicable executed MSA.

12. Changes to These Terms

MidLyr reserves the right to update these Terms at any time. When we make material changes, we will update the "Last updated" date at the top of this page. Your continued use of the Site after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use of the Site.

13. Contact

Questions regarding these Terms should be directed to: