Legal

Terms and Conditions

Last updated: 10 June 2026 · Effective date: 10 June 2026

These Terms and Conditions ("Terms") govern your access to and use of the Toolken platform, including the website at toolken.ai, the application at app.toolken.ai, the API gateway, dashboards, and any related services (collectively, the "Service"), provided by TOOLKEN SOLUÇÕES DIGITAIS INOVA SIMPLES (I.S.), a business initiative registered in Brazil under the Inova Simples regime (Lei Complementar 167/2019), CNPJ 66.812.018/0001-04, with registered address at Rua Dona Maria Cesar, 170, Sala 203, Recife, State of Pernambuco, Brazil, CEP 50030-140 ("Toolken," "we," "us," or "our").

By creating an account, signing in (including signing in with Google), accessing, or using the Service, you ("you," "your," or "Customer") agree to be bound by these Terms. If you do not agree, do not access or use the Service. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

1. Definitions

  • "Account" means the account you create or that is created for you to access the Service.
  • "Customer Data" means any data, content, prompts, requests, responses, metadata, and headers that you or your end users submit to, or that passes through, the Service, including data routed to or from Third-Party Providers. As described in Section 8.4 and our Privacy Policy, prompt and response content transits the Service but is not stored by us; we retain only operational metadata.
  • "Documentation" means the usage guides, API references, and policies we make available for the Service.
  • "Third-Party Providers" means the large language model (LLM) and AI service providers (such as, without limitation, OpenAI, Anthropic, Google, Groq, and Together AI) and any OpenAI-compatible endpoints that the Service connects to on your behalf.
  • "End User" means any individual or entity whose requests are processed through the Service via your application.

2. Eligibility

You must be at least 18 years old (or the age of majority in your jurisdiction) and capable of forming a binding contract to use the Service. By using the Service, you represent and warrant that you meet these requirements and that your use complies with all applicable laws and regulations.

3. Account Registration and Sign-In with Google

3.1 Creating an account

To access most features of the Service, you must create an Account. You agree to provide accurate, current, and complete information and to keep it up to date.

3.2 Sign in with Google (Google OAuth)

We offer authentication through Google OAuth ("Sign in with Google"). When you choose this method:

  • You authorize Google to share with us certain information from your Google account, limited to your name, email address, profile picture, and Google account identifier.
  • We use this information solely to create and authenticate your Account, to identify you within the Service, and to communicate with you about the Service.
  • Our access to and use of information received from Google APIs adheres to the Google API Services User Data Policy, including its Limited Use requirements.
  • We do not sell information obtained through Google Sign-In, and we do not use it for advertising.
  • Your use of Google Sign-In is also subject to Google's own terms and policies. You are responsible for maintaining the security of your Google account.
  • You may revoke our access at any time through your Google Account permissions settings. Revoking access may prevent you from signing in to or using the Service.

3.3 Account security

You are responsible for all activity that occurs under your Account and for safeguarding your credentials, API keys, and access tokens. You must notify us promptly at [email protected] of any unauthorized use or suspected security breach. We are not liable for any loss arising from unauthorized use of your Account that results from your failure to maintain its security.

4. Description of the Service

Toolken is an AI gateway that sits between your applications and Third-Party Providers. The Service today provides multi-dimensional cost attribution of AI usage by dimensions such as tenant, customer, feature, agent, and tool call (based on metadata you supply, for example via request headers) and dashboards and observability for AI usage and cost.

Additional capabilities (including provider routing with automatic fallback and budget controls such as spending limits and alerts) are on our roadmap and may not yet be generally available; see Section 5 (Beta / Early Access). We may modify, add, or remove features at any time and will use reasonable efforts to notify you of material changes that adversely affect your use.

5. Beta / Early Access

Portions of the Service are currently offered on a closed beta or early-access basis. You acknowledge and agree that:

  • Beta features are provided "as is" and "as available," may contain bugs or errors, and may be changed, suspended, or discontinued at any time without notice.
  • We make no service-level commitments (no SLA), no uptime guarantee, and no warranty of any kind with respect to beta features.
  • Beta features may have usage limits, and your feedback may be used by us to improve the Service without obligation or compensation to you.
  • Pricing offered during the beta (including any "beta price locked" benefit) is subject to the conditions communicated at sign-up and may be modified for clarity or correction.

6. Plans, Fees, and Payment

6.1 Plans

The Service is offered under tiered plans (Developer, Starter, Production, and Enterprise), each with its own usage allowances, feature set, and data-retention period as described at sign-up or in the Documentation. We may change plan definitions, allowances, and pricing on a prospective basis with reasonable notice.

6.2 Fees and billing

Paid plans are billed in advance on a recurring basis (monthly or as otherwise specified). Except as required by law or expressly stated, fees are non-refundable. You authorize us and our payment processors to charge your designated payment method for all applicable fees and taxes.

6.3 Free tier

The Developer tier is provided without charge and may be subject to usage limits, reduced data retention, and the disclaimers in Section 5. We may modify or discontinue the free tier at any time.

6.4 Taxes

Fees are exclusive of taxes. You are responsible for all applicable taxes, except for taxes based on our net income.

7. Acceptable Use

You agree not to, and not to permit any End User or third party to:

  • use the Service in violation of any applicable law, regulation, or third party's rights;
  • use the Service to generate, route, or store content that is illegal, infringing, malicious, or that violates the policies of any Third-Party Provider;
  • attempt to gain unauthorized access to the Service, other accounts, or our systems; probe, scan, or test the vulnerability of the Service; or circumvent usage limits, rate limits, authentication, or security measures;
  • resell, sublicense, or provide the Service to third parties except as expressly permitted by your plan;
  • interfere with or disrupt the integrity or performance of the Service, including through automated bulk activity not authorized by us;
  • reverse engineer, decompile, or attempt to extract the source code of the Service, except to the extent such restriction is prohibited by law.

We may suspend or limit your access if we reasonably believe your use violates this Section or poses a risk to the Service, other customers, or Third-Party Providers.

8. Customer Data

8.1 Ownership

As between you and us, you retain all rights, title, and interest in and to your Customer Data. We do not claim ownership of your Customer Data.

8.2 License to operate the Service

You grant us a worldwide, non-exclusive, royalty-free license to host, process, transmit, display, and otherwise use Customer Data solely as necessary to provide, maintain, secure, and improve the Service and to comply with law. This includes routing requests to Third-Party Providers, computing cost attribution and analytics, generating dashboards, and enforcing usage controls.

8.3 Your responsibilities

You are responsible for the Customer Data you submit and for having all rights and consents necessary to submit it to the Service and to have it processed by Third-Party Providers. You must not submit data you are not authorized to share, and you are responsible for compliance with applicable data-protection laws with respect to your End Users.

8.4 Data retention

Prompt and response content transits the gateway to the Third-Party Provider and is not stored by us. We retain only operational metadata (token counts, model and provider identifiers, cost, latency, status, and the attribution metadata you attach) in accordance with the retention period of your plan: 7 days (Developer), 30 days (Starter), 90 days (Production), and as otherwise agreed for Enterprise, after which it may be deleted or aggregated/anonymized. Aggregated or anonymized data that does not identify you or any individual may be retained and used to operate and improve the Service.

8.5 Security

We implement reasonable technical and organizational measures designed to protect Customer Data. However, no method of transmission or storage is completely secure, and we cannot guarantee absolute security.

8.6 Privacy

Our collection and use of personal data is described in our Privacy Policy, which is incorporated into these Terms by reference. Where we process personal data on your behalf as a processor/operator, the parties will, where required by law, enter into a data processing agreement (DPA).

9. Third-Party Providers and Services

The Service connects to Third-Party Providers and may integrate with third-party tools and frameworks (for example, OpenClaw, Hermes, CrewAI, and LangGraph). You acknowledge that:

  • your use of Third-Party Providers through the Service is subject to their terms, policies, and pricing, and you are responsible for complying with them;
  • we are not responsible for the availability, accuracy, content, or practices of Third-Party Providers, and we do not control the outputs generated by their models;
  • charges incurred with Third-Party Providers are your responsibility unless your plan expressly states otherwise.

10. Intellectual Property

The Service, including all software, designs, text, graphics, the Toolken name and logos, and all related intellectual property, is owned by us or our licensors and is protected by applicable laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms. No rights are granted except as expressly set out here.

If you provide feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction or obligation to you.

11. Confidentiality

Each party may receive confidential information of the other. The receiving party will protect such information with reasonable care, use it only to perform under these Terms, and not disclose it except to those with a need to know who are bound by similar obligations. This Section does not apply to information that is public, independently developed, or rightfully received from a third party without confidentiality obligations.

12. Disclaimers

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT COST ATTRIBUTION, ROUTING, OR BUDGET CONTROLS WILL BE COMPLETE OR ACCURATE. YOU ARE RESPONSIBLE FOR YOUR OWN USE OF, AND RELIANCE ON, THE OUTPUTS OF THIRD-PARTY PROVIDERS.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • NEITHER PARTY WILL 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 THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY.
  • OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (B) USD 100.

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you. In particular, these limitations do not exclude liability that cannot be excluded under applicable consumer-protection or other mandatory law (including, where applicable, the Brazilian Consumer Code).

14. Indemnification

You agree to indemnify and hold harmless Toolken and its officers, employees, and agents from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of or related to (a) your Customer Data, (b) your use of the Service in violation of these Terms or applicable law, or (c) your violation of any third party's rights, including those of Third-Party Providers and your End Users.

15. Term, Suspension, and Termination

These Terms apply while you use the Service. You may stop using the Service and close your Account at any time. We may suspend or terminate your access (a) for breach of these Terms, (b) to protect the Service or other customers, (c) as required by law, or (d) if we discontinue the Service. Upon termination, your right to use the Service ceases, and we may delete your Customer Data after the applicable retention period, subject to legal requirements. Sections that by their nature should survive termination (including Sections 8, 10, 11, 12, 13, 14, and 17) will survive.

16. Changes to the Terms or Service

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by posting the updated Terms with a new "Last updated" date or by notifying you through the Service or by email). Your continued use of the Service after the changes take effect constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service.

17. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Federative Republic of Brazil, without regard to conflict-of-laws principles. The parties submit to the exclusive jurisdiction of the courts of the District (Comarca) of Recife, State of Pernambuco, Brazil, except where mandatory law (such as consumer-protection law) provides otherwise.

18. General

  • Entire agreement. These Terms, together with any plan-specific terms, the Privacy Policy, and any DPA, constitute the entire agreement between you and us regarding the Service.
  • Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Severability. If any provision is held unenforceable, the remaining provisions remain in effect.
  • No waiver. Failure to enforce a provision is not a waiver.
  • Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
  • Notices. We may provide notices through the Service or to the email associated with your Account. Legal notices to us should be sent to [email protected].
  • Relationship. Nothing in these Terms creates a partnership, agency, or employment relationship.

19. Contact

Questions about these Terms can be sent to:
TOOLKEN SOLUÇÕES DIGITAIS INOVA SIMPLES (I.S.)
CNPJ 66.812.018/0001-04
Rua Dona Maria Cesar, 170, Sala 203, Recife/PE, Brazil, CEP 50030-140
Email: [email protected]
Website: https://toolken.ai