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Terms of Use

Last Updated: 2026/06/02

These Terms of Use (these “Terms”) are a legally binding agreement between you (“you” or “your”) and TOKENBAY PTE. LTD., together with its affiliates where applicable (“TokenBay”, “we”, “our”, or “us”). These Terms govern your access to and use of http://www.tokenbay.com/ and our AI model API aggregation and routing platform, including API access, model routing, token management, usage analytics, billing, support, and related services (collectively, the “Services”).

By registering for an account, obtaining an API key, accessing the Website, or using any Services, you confirm that you have read, understood, and accepted these Terms, our Privacy Policy, and any applicable order forms, pricing pages, documentation, acceptable use rules, model-specific notices, or supplemental policies that we make available from time to time (collectively, the “Platform Policies”). If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” refers to that organization.

If you do not agree to these Terms, you must not access or use the Services.

1. Eligibility and Account

  • You must be at least 18 years old, or the age of majority in your jurisdiction, and have legal capacity to enter into these Terms.
  • The Service is intended only for users located outside Mainland China. If you are located in Mainland China, or if your access to or use of the Service is prohibited under applicable laws or regulations, you may not register for, access, or use the Service.
  • You must provide accurate, complete, and current account, contact, billing, and compliance information, and promptly update it when it changes.
  • You are responsible for all activity under your account, API keys, credentials, employees, contractors, agents, and end users. You must maintain appropriate security controls and notify us promptly of unauthorized access or suspected compromise.

We may refuse, suspend, limit, or terminate access to any account or API key where we reasonably believe that continued access may create legal, security, payment, compliance, or platform integrity risk.

2. Description of Services

TokenBay provides a unified API interface that allows users to access AI models offered by third-party model providers through TokenBay’s routing layer. You submit prompts, instructions, files, or other inputs (“Inputs”) to the Services. The Services authenticate the request, apply routing logic, direct the Input to an applicable model or provider, and return the generated response (“Output”) to you.

We may change, add, remove, suspend, or replace supported models, providers, regions, features, routing priorities, pricing, rate limits, documentation, and technical specifications from time to time. Unless expressly stated in a separate written agreement signed by us, any availability, uptime, performance, or latency statement is a service objective only and not a warranty, service level commitment, or service credit obligation.

3. Third-Party Model Providers

Many AI models available through the Services are owned, operated, and maintained by independent third-party model providers. We do not own or control those models and do not guarantee their availability, performance, accuracy, safety, legality, suitability, or continued support. Your use of a model may be subject to the applicable provider terms, policies, technical limitations, and acceptable use rules. You are responsible for reviewing whether a model or provider is appropriate for your use case.

When necessary to provide the Services, your Inputs, Outputs, and related metadata may be transmitted to model providers, cloud providers, infrastructure providers, payment processors, or other service providers. Data handling is further described in our Privacy Policy and any applicable customer agreement.

4. Customer Content and Output

4.1 Ownership of Inputs

As between you and TokenBay, you retain all rights in your Inputs. You grant us a limited, non-exclusive, worldwide, royalty-free license to receive, process, transmit, route, and otherwise use Inputs solely as necessary to provide, secure, support, improve, and administer the Services, enforce these Terms, comply with law, and protect the Services and third parties.

4.2 Ownership of Outputs

Subject to applicable law and the terms of the applicable model provider, as between you and TokenBay, you own any rights that TokenBay may have in Outputs generated through your use of the Services. You acknowledge that AI-generated Outputs may not be unique, may be similar to outputs provided to others, and may be affected by third-party provider terms and applicable intellectual property laws.

4.3 Your Responsibilities

You are responsible for your Inputs, Outputs, use cases, applications, end users, and any decisions or actions based on Outputs. You must not submit content or use Outputs in a way that violates law, infringes third-party rights, breaches these Terms, violates any Platform Policy, or violates model provider terms. You should independently review Outputs before relying on them, especially for legal, financial, medical, employment, safety, or other high-impact uses.

5. Data Handling

TokenBay does not use your Inputs or Outputs to train, fine-tune, or improve general-purpose AI models operated by TokenBay. TokenBay does not store prompts or responses by default, except where you enable logging or persistent features, request support, where temporary caching or buffering is technically necessary, or where retention is reasonably necessary for security, abuse prevention, legal compliance, or a binding request from competent authorities.

We may collect and retain limited metadata, such as account identifiers, timestamps, token counts, selected model identifiers, latency, error information, billing records, and network metadata, for routing, billing, support, analytics, performance monitoring, security, fraud prevention, abuse prevention, and compliance. Third-party model providers may apply their own data handling terms and technical settings.

6. Fees, Credits, and Billing

  • The Services may be provided on a prepaid, top-up, wallet, postpaid, committed-spend, subscription, promotional-credit, or other billing basis as stated on the Website, in Platform Policies, in an order form, or in an invoice.
  • You agree to pay all fees, usage charges, taxes, payment processing charges, and other amounts incurred through your account or API keys.
  • You must maintain sufficient balance, credit, or payment authorization for continued access. We may suspend or limit Services for insufficient balance, failed payment, chargeback, fraud risk, sanctions risk, or other payment or compliance issues.
  • Unless required by non-waivable applicable law or expressly approved by us in writing, all fees, prepaid balances, wallet top-ups, committed amounts, and promotional credits are non-refundable, non-transferable, non-interest-bearing, and have no cash value.
  • If a refund is approved or legally required, it may be limited to the unused cash-funded portion actually received by us, net of used Services, accrued usage, third-party pass-through charges, taxes, payment processing fees, chargebacks, bank charges, and other amounts properly due.

7. Acceptable Use and Compliance

You must use the Services in compliance with these Terms, Platform Policies, applicable law, model provider terms, and all export control, sanctions, anti-money laundering, anti-bribery, privacy, intellectual property, and consumer protection requirements applicable to you.

You must not use the Services to:

  • Violate law, infringe third-party rights, misappropriate data, or generate unlawful or harmful content.
  • Create, distribute, or facilitate malware, credential theft, unauthorized access, denial-of-service attacks, spam, phishing, deceptive conduct, or network abuse.
  • Bypass, disable, or interfere with security, billing, rate limits, routing controls, usage limits, privacy controls, or other technical safeguards.
  • Reverse engineer, decompile, disassemble, or attempt to derive source code, underlying models, algorithms, systems, or non-public technical information, except where such restriction is prohibited by law.
  • Use the Services for prohibited high-risk, regulated, or harmful purposes identified in the Platform Policies or applicable provider terms.
  • Export, re-export, transfer, divert, or provide access to the Services in violation of export control, sanctions, or other trade restrictions.

We may require compliance information to verify your identity, business activities, end users, use cases, or compliance posture. Failure to provide accurate information may result in suspension or termination.

8. Intellectual Property

As between you and TokenBay, the Website, Services, software, APIs, documentation, interfaces, designs, text, graphics, logos, trademarks, and other materials provided by TokenBay are owned by TokenBay or its licensors. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal business purposes or as otherwise permitted in an applicable order form or written agreement.

You may not copy, modify, distribute, sell, sublicense, or create derivative works from the Services or TokenBay materials except as expressly permitted by us. If you provide feedback or suggestions, you grant us a perpetual, worldwide, royalty-free right to use that feedback without restriction or compensation.

9. Confidentiality

If you receive non-public information from us that is marked confidential or reasonably should be understood as confidential, you must protect it using at least reasonable care and use it only for purposes of accessing or using the Services under these Terms. This obligation does not apply to information that is public through no fault of yours, was lawfully known to you, is independently developed without use of our confidential information, or is lawfully received from a third party without confidentiality obligations.

10. Suspension and Termination

We may suspend, limit, or terminate your access to the Services immediately if we reasonably believe that you breached these Terms or Platform Policies, failed to pay amounts due, created security or platform integrity risk, violated law or provider terms, or exposed us, users, providers, or third parties to legal, compliance, safety, or reputational risk. You may stop using the Services at any time. Sections that by their nature should survive termination will survive, including payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnity, and dispute resolution.

11. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE DISCLAIM ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, AND ERROR-FREE OPERATION.

AI Outputs may be inaccurate, incomplete, offensive, biased, unsafe, or unsuitable for your use case. TokenBay does not provide legal, financial, medical, professional, or other regulated advice. You are responsible for reviewing Outputs and for decisions made based on them.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TOKENBAY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, SERVICE PROVIDERS, AND MODEL PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, GOODWILL, OR PROCUREMENT OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU PAID TO TOKENBAY FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY; OR (B) USD 100. Some jurisdictions do not allow certain limitations, so some limitations may not apply to you.

13. Indemnity

You will defend, indemnify, and hold harmless TokenBay and its affiliates, officers, directors, employees, agents, licensors, service providers, and model providers from and against claims, losses, liabilities, damages, penalties, fines, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to your Inputs, Outputs, applications, end users, breach of these Terms or Platform Policies, violation of law, violation of third-party rights, or misuse of the Services.

14. Governing Law and Dispute Resolution

Unless otherwise stated in a separate written agreement, these Terms are governed by the laws of Singapore, without regard to conflict-of-law rules. The parties agree that the courts of Singapore will have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Services. Nothing in this Section prevents either party from seeking urgent injunctive or equitable relief in any court of competent jurisdiction.

15. Changes and Contact

We may update these Terms or Platform Policies from time to time. If we make material changes, we may provide notice by email, through the Website, or by updating the “Last Updated” date. Your continued use of the Services after the effective date of updated Terms means that you accept the updated Terms.

Questions about these Terms may be sent to: