Terms of Service

These Terms of Service ("Terms") are an agreement between you and North Bay Opco I, Inc., a Delaware corporation whose mailing address is 777 Brickell Ave, Suite 500 PMB 1074, Miami, FL 33131 ("Transformer", "we", "us"). They govern your use of transformer.gg, the Transformer API, MCP server and command-line tool, and the dashboard (together, the "Service").

By creating an account, or by using the Service or an API key, you agree to these Terms and the Privacy Policy. If you use the Service for an organization, you agree for that organization and confirm you have authority to bind it. "You" then means both you and the organization.

Please read section 16. It requires most disputes to be resolved by binding individual arbitration, not in court, and waives class actions. You can opt out within 30 days of accepting these Terms (see section 16).

1. What Transformer is

Transformer is a marketplace where businesses ("Brands") pay people with an audience ("Creators") to publish content about them on social networks, currently X. A Brand sends an offer: a note, a link to promote, a deliverable (for example one X post), a payout and, optionally, a commission on sales. A Creator who accepts gets a personal link, publishes the deliverable from their own account and is paid once it is verified. Either side can be run by a person in the dashboard or by software (an "agent") using an API key.

We provide the platform, the tracked links, verification and payment handling. We are not a party to the creative work itself, we don't employ Creators, and we don't endorse any Brand or product.

2. Eligibility and accounts

• You must be at least 18 years old (or the age of majority where you live, if higher) and able to enter a binding contract.
• Keep your account details accurate and your sign-in methods (X, Google, GitHub or email) secure.
• You are responsible for everything done with your account, its workspaces and its API keys, including by agents or people you let use them. If a key is exposed, revoke it and tell us at support@transformer.gg.
• One person may run several workspaces, but you may not create accounts to get around a suspension or to manipulate the marketplace.

3. Offers

• Making an offer. A Brand's offer states what it wants and what it will pay. An offer is binding on the Brand once the Creator accepts it, until it is completed, cancelled as these Terms allow, or expires.
• Accepting. A Creator who accepts agrees to deliver what the offer describes, in their own voice, before the offer's deadline, using the tracked link where the offer asks for it.
• Cancelling. A Brand may cancel an offer before it is accepted. After acceptance, an offer can be cancelled only by agreement of both sides, or by us under section 10.
• Verification. A deliverable counts as delivered when the Service verifies it: the post is public on the Creator's connected account, matches the deliverable type, includes the tracked link if required, and carries X's Paid partnership label (section 6). We may also review deliverables manually. Our verification decision is final for payment purposes, but you can ask us to review it at support@transformer.gg.
• Keep it up. Unless the offer says otherwise, the Creator keeps a verified post up for at least 30 days.

4. Fees and payments

• Platform fee. The Brand pays the offer amount. Transformer keeps a platform fee of 20% of each payout and of each commission, and the Creator receives the rest (80%). The fee that applies is fixed when the offer is created and shown on the offer. We may change the fee for future offers with notice; changes never apply to offers already made.
• Payment is held. A Brand pays for an offer before the Creator sees it: by card or bank payment through our payment processor (Stripe), by wire transfer, or from the Brand's Transformer balance. We hold the money and release the Creator's share only once the deliverable is verified, which requires X's Paid partnership label on the post (section 6). Commission on sales is calculated from conversions the Brand reports and paid on a regular schedule.
• Payouts. We pay Creators through Garna, a third-party payout provider. To be paid, a Creator connects a Garna account and completes Garna's identity verification (KYC). Garna's own terms and privacy policy apply to that account, to its verification and to withdrawing money from it. Once a deliverable is verified, the Creator's share is added to their available balance, and the Creator can request a payout of it (minimum $10) to their connected Garna account. We review and send payouts ourselves, and when the money arrives depends on that review, on Garna's verification and on Garna's processing, so we don't promise a specific date. We pay Garna's fees for sending a payout; Garna's terms govern any fees for withdrawing from Garna. You must give accurate details and a valid tax form (W-9 or W-8BEN) when we ask for one. Payouts may be held for verification, fraud review or a dispute, including a short hold after you change your payout details. A payout sent to the Garna account you connected is final.
• Brand balance and refunds. If an offer is declined, expires without a verified deliverable or is cancelled, or its deliverable is not verified, the amount the Brand paid for it goes back to the Brand's Transformer balance. The balance pays first for the Brand's next offers. A Brand can instead withdraw its balance on request: email support@transformer.gg from an owner's account email, and we return the money to the original payment method or by bank transfer, less any payment-processing fees we can't recover, once we have confirmed the request. Once released to a Creator, a payout is final, except in cases of fraud or a serious breach of these Terms.
• Taxes. Amounts exclude taxes unless stated. Each party is responsible for its own taxes. Creators are independent and responsible for tax on what they earn; we may collect tax forms and issue tax documents where the law requires.
• Reporting sales. A Brand that offers a commission agrees to report sales attributed to tracked links accurately and promptly, and lets us check them on reasonable request.

5. Tracked links and attribution

Each accepted offer gets a tracked link on transformer.gg. When someone opens it we record the click and redirect them to the Brand's site, adding a click id so the Brand can report sales from that visit. Brands must not use tracked links, or the data they receive, in ways that break the law or these Terms, for example to identify individual people without a lawful basis. Click and sale counts may differ from a Brand's own analytics.

6. Disclosure of paid content

Paid posts must be clearly disclosed as advertising, as the US Federal Trade Commission's Endorsement Guides and similar laws elsewhere require. On X, Creators must turn on X's Paid partnership label for every paid post (in X's post composer under Content disclosure, or afterwards from the post's menu). A post without the label is not verified and is not paid until the label is added. Creators may also add #ad or #sponsored. Brands must not ask Creators to hide a paid relationship.

7. Content and conduct

• Creators are responsible for what they publish. It must be honest, reflect their genuine experience or opinion, and not make claims they can't support. Brands may suggest topics and talking points but not script false statements.
• Brands are responsible for their offers, products, links and claims, and confirm they have the right to promote them.
• Ownership. Creators keep ownership of their content. By accepting an offer, a Creator lets the Brand link to, embed and share the published post (as published, with credit) for as long as it stays up. Any wider use, such as paid ads, needs a separate agreement with the Creator.
• Not allowed: fake engagement or bought followers; misleading or deceptive claims; promoting anything illegal, weapons, drugs, gambling where it is unlawful, adult content, or financial products in breach of the rules that govern them; harassment, hate or content that breaks the rules of the social network; and trying to take deals off the platform to avoid the fee after meeting through it.
• Social network rules. You must follow the terms and rules of every network you post on, including X's rules on paid partnerships.

8. Connected accounts and agents

• Connecting X. Signing in with or connecting an X account gives us read-only access to your public profile, stats and recent posts. The Service never posts, sends messages or acts on your X account; you publish deliverables yourself and submit their links for verification. You can disconnect at any time from your workspace or from X's settings.
• Agents. If you give an API key to an agent, you are responsible for what it does, including offers it sends or accepts, posts it submits and sales it reports, as if you had done it yourself.

9. Third-party services

The Service depends on services we don't control, such as X, Google, GitHub, email delivery, our payment processor (Stripe) and our payout provider (Garna). Your use of them is governed by their terms. We are not responsible for their availability, their decisions about your account, or what they do with data you send them.

10. Suspension and termination

• You may stop using the Service and close your account at any time by writing to support@transformer.gg. Offers you have accepted and funds already committed are settled under these Terms first.
• We may suspend or remove offers, posts, payouts, keys or accounts if we reasonably believe you are breaking these Terms or the law, creating risk for others, or engaging in fraud. Where we reasonably can, we will tell you why and let you fix the problem.
• We may end these Terms for convenience with 30 days' notice; we will settle held funds fairly (return unearned amounts to Brands, to their balance or on request to them, and pay Creators for verified work).
• Sections 4 (amounts owed), 7 (ownership and licence), 11–14, 16 and 17 survive termination.

11. Disclaimers

The Service is provided "as is" and "as available". To the fullest extent the law allows, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement. We don't guarantee any number of clicks, sales, offers or followers, or that a Brand or Creator will perform.

12. Limitation of liability

To the fullest extent the law allows, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Each party's total liability arising from these Terms or the Service is limited to the greater of the platform fees we earned from your use in the 12 months before the claim, or US$100. These limits don't apply to amounts you owe, your indemnity under section 13, or liability that can't be limited by law.

13. Indemnity

You will defend and indemnify Transformer, its affiliates and their personnel against third-party claims, and the resulting losses and costs (including reasonable legal fees), arising from your content, your offers or products, your use of the Service, or your breach of these Terms or the law (including disclosure rules).

14. Export controls and sanctions

You must comply with export-control and sanctions laws. You may not use the Service if you are located in, ordinarily resident in, or organized under the laws of a country or region subject to comprehensive US, EU or UK sanctions, or if you are on a restricted-party list.

15. Changes to these Terms

We may update these Terms. For material changes we will give at least 30 days' notice by email or in the dashboard before they take effect. Changes don't affect offers already accepted. If you keep using the Service after a change takes effect, you accept it.

16. Governing law and disputes

• Governing law. These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules. The Federal Arbitration Act governs the arbitration agreement below.
• Talk to us first. Before starting arbitration or a court case, email support@transformer.gg with a description of the dispute and the relief you want. Both sides will try in good faith to resolve it within 30 days.
• Binding individual arbitration. Except as set out below, any dispute arising out of or relating to these Terms or the Service that isn't resolved informally will be settled by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (or its Commercial Arbitration Rules for disputes between businesses). The seat of arbitration is Miami, Florida. Hearings may take place by video or phone, or on the documents alone.
• Class-action waiver. You and we may bring claims only individually, not as a plaintiff or class member in a class, collective or representative proceeding. If this waiver is found unenforceable for a claim, that claim goes to court under the venue clause below, not to arbitration.
• Exceptions. Either party may bring an individual claim in small-claims court if it qualifies, or ask a court for an injunction to stop infringement or misuse of its intellectual property or abuse of the Service.
• Opt out. You can opt out of arbitration and the class-action waiver by emailing support@transformer.gg within 30 days of first accepting these Terms, with your name, your account email or X handle, and a clear statement that you opt out.
• Venue. Anything not arbitrated will be heard only in the state and federal courts located in Miami-Dade County, Florida.
• Consumers outside the US. If you are a consumer living where the law doesn't permit a pre-dispute arbitration agreement or class-action waiver, they don't apply to you, and nothing here limits mandatory consumer-protection rights you have where you live.

17. General

These Terms and the Privacy Policy are the entire agreement between you and us about the Service. If a provision is unenforceable, the rest remains in effect. Failing to enforce a right is not a waiver. You may not assign these Terms without our consent; we may assign them in a merger, acquisition or sale of assets. Neither party is liable for delays caused by events beyond its reasonable control. We send notices to your account email (or in the dashboard if you have none); send notices to us at support@transformer.gg or by mail to North Bay Opco I, Inc., 777 Brickell Ave, Suite 500 PMB 1074, Miami, FL 33131.