These terms govern your use of Appswap — the marketplace for buying, selling and transferring AI-built applications with identity verification, escrow-protected payments and a verifiable Certificate of Ownership.
Last updated: June 2026
Sample / templated terms
A note before you read
This document is a sample, templated agreement provided for clarity and is intended to be reviewed by qualified legal counsel before launch. It is not legal advice and does not yet constitute Appswap's final, binding terms.
1. Acceptance of these terms
By accessing or using Appswap (the "Platform", "we", "us"), you agree to be bound by these Terms of Service. If you do not agree, you may not use the Platform. If you use Appswap on behalf of an organization, you represent that you have authority to bind that organization to these terms.
These terms apply to everyone who browses listings, buys an app, or sells an app through Appswap. Additional product-specific terms — such as the legal documents executed during a transfer — may apply to particular transactions and are described below.
2. Eligibility & accounts
You must be able to form a legally binding contract in your jurisdiction to use Appswap. You are responsible for the accuracy of the information on your account and for maintaining the confidentiality of your credentials. You are responsible for all activity that occurs under your account.
You agree to provide truthful, current and complete information and to keep it up to date. We may refuse, suspend or remove accounts at our discretion where these terms are breached or where required to protect the integrity of the marketplace.
3. Identity verification
Sellers must complete identity verification (KYC) before a listing can be published or sold. Verification requires your legal name, country, ID document type, a photo of your ID and a selfie.
Verification is performed using automated facial comparison: the selfie is compared against the ID document. A sufficiently confident match (a face-match similarity of 90% or higher) auto-verifies the seller; uncertain results are routed to manual review; and processing errors never auto-reject an applicant. The submitted photos are not stored — only the verdict, the similarity score and the reason are retained.
You agree not to misrepresent your identity, to submit only your own genuine documents, and not to attempt to circumvent verification. You can begin verification at /verify.
4. Listings & seller obligations
When you list an app you provide its name, tagline, price and description, and you may connect a GitHub repository and a logo. You may also mark whether the app stays open-source after sale. You are solely responsible for the accuracy of every claim you make in a listing and on its App Passport.
You represent and warrant that you own — or have the full right to transfer — all of the assets you offer, including source code, intellectual property, domains, environment secrets, third-party accounts, customer data and documentation, and that doing so does not violate any third-party rights or agreements.
Some listings may place sensitive details behind a mutual NDA gate. If you choose to gate details, you remain responsible for their accuracy when they are revealed. Misleading, infringing or fraudulent listings may be removed and may result in account suspension.
5. Buying, escrow & payments
When a buyer checks out, payment is handled by Escrow.com, a licensed escrow service. Funds are held in escrow and released to the seller upon the buyer’s confirmation of control, or refunded if the deal falls through. Appswap does not store your card number — card details are handled directly by Escrow.com. When payment credentials are not configured, payment runs in test mode.
On payment — after the contracts are signed — the buyer's funds are held in escrow by Escrow.com while the assets are handed over. The funds are disbursed to the seller only after the buyer confirms they have full control of the purchased assets. If a dispute is opened, the release is paused while the matter is resolved; a refund returns the funds to the buyer.
Appswap charges a flat 2.95% platform feeon every sale, calculated on the purchase price and deducted from the seller’s payout. There are no listing or monthly fees — sellers pay only when an app sells. Escrow.com’s own escrow and payment-processing fees are separate and shown at checkout. All applicable fees are disclosed before you commit to a purchase or a payout, and you authorize Appswap and Escrow.com to apply those disclosed amounts to your transaction.
You can read more about how escrow and payments work in our buyer protection overview.
6. The legal documents
Every transfer is governed by three documents, each of which is signed by both the buyer and the seller in the transfer room:
Mutual NDA
Binds both parties to confidentiality over deal terms, metrics, credentials and customer data.
Asset Purchase Agreement (APA)
Defines the assets, the price held in escrow, the seller's representations and warranties, and that seller access is revoked at closing unless the app stays open-source.
IP Assignment
Assigns all intellectual property — source code, copyrights, designs, trademarks and trade secrets — to the buyer, effective once the transfer completes and escrow releases.
Signing is performed in-app today as clickwrap, and each executed document is sealed with a SHA-256 hash for tamper-evidence. By signing, you agree that your electronic signature is legally binding and has the same effect as a handwritten signature. A dedicated third-party e-signature provider is on our roadmap.
7. Ownership transfer & the Certificate of Ownership
After the documents are signed, the seller completes a guided, six-step asset handoff: the GitHub repository transfer (the Appswap GitHub App moves ownership to the buyer and revokes seller access unless the app stays open-source), domain, environment secrets, third-party accounts, customer data and documentation. A transfer advances through a defined sequence of statuses, ending when the buyer confirms receipt.
When the buyer confirms they have full control, escrow is released to the seller and a Certificate of Ownership is issued automatically. The certificate records the parties, the price, an asset summary and SHA-256 hashes of each executed contract, plus a master integrity hash over the whole certificate — so any later alteration is detectable. Each certificate has a human-readable number and a public verification code, and anyone can verify it at the public certificate checker without logging in. A downloadable PDF export is planned.
8. Prohibited conduct
You agree not to:
Misrepresent your identity, your ownership of assets, or any material fact about a listing.
List, sell or transfer assets you do not own or do not have the right to transfer, or that infringe third-party rights.
Attempt to circumvent identity verification, escrow, the signing flow or the asset-handoff process.
Transact outside the Platform to avoid disclosed fees, escrow protection or the legal documents.
Upload malware, infringing content, or material that is unlawful, deceptive or harmful.
Probe, scrape, disrupt or attempt unauthorized access to the Platform or other users' data.
9. Intellectual property & the platform license
Appswap and its branding, design, software and content are owned by Appswap or its licensors and are protected by intellectual property laws. Subject to these terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for its intended purpose.
You retain ownership of the content and assets you submit, but you grant us the rights necessary to host, display and operate your listings and to facilitate transfers. Intellectual property in a sold app passes to the buyer through the IP Assignment, not through this license.
10. Third-party services
Appswap relies on third-party services to operate, including a escrow provider (Escrow.com), automated identity-verification tooling, and a GitHub App used to transfer repositories. Your use of those services may be subject to their own terms. We are not responsible for the acts, omissions or availability of third-party services, but we choose them to support the integrity of the marketplace.
11. Disclaimers
The Platform and all listings are provided "as is" and "as available", without warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. The App Passport and trust score are informational signals to support your evaluation — they are not a guarantee of an app's quality, performance, security or future revenue. Appswap is a marketplace and escrow facilitator, not a party to the sale between buyer and seller.
12. Limitation of liability
To the maximum extent permitted by law, Appswap and its affiliates will not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, data or goodwill, arising out of or related to your use of the Platform. Nothing in these terms limits liability that cannot be limited under applicable law.
13. Disputes & governing law
These terms are governed by the laws of the jurisdiction in which Appswap is established, without regard to conflict-of-law principles. The specific governing law and venue will be finalized with counsel before launch.
Where a transaction dispute is opened, the escrow release is paused while the matter is reviewed and resolved. We encourage parties to resolve disputes in good faith through the Platform before pursuing other remedies.
14. Suspension & termination
We may suspend or terminate your access to the Platform, remove listings, or pause transactions if you breach these terms, if required to protect users or the marketplace, or as otherwise permitted by law. You may stop using the Platform at any time. Obligations that by their nature should survive — including those relating to executed legal documents, completed transfers, and confidentiality — survive termination.
15. Changes to these terms
We may update these terms from time to time. When we make material changes, we will update the "Last updated" date and, where appropriate, provide additional notice. Your continued use of the Platform after changes take effect constitutes acceptance of the revised terms.
16. Contact
Questions about these terms can be directed to our legal team.