1. Agreement and Eligibility
1.1 Parties and Scope
These Terms of Service (“Terms”) govern access to and use of the TokenForge website, console, application programming interfaces (“APIs”), model inference services, and associated tools, documentation, and services (collectively, the “Services”). You accept these Terms by clicking or otherwise affirmatively indicating your acceptance when you register for an account, or by accessing or using the Services. If you do not agree to these Terms, you must not register for, access, or use the Services. TokenForge may require you to accept these Terms, including any updated version, as a condition of registering for or continuing to access the Services, and may retain records of your acceptance.
These Terms constitute an agreement between Token Forge Cloud LLC (“TokenForge,” “we,” “us,” or “our”) and the individual or legal entity using the Services (“Customer,” “you,” or “your”). These Terms apply to all accounts, whether used by individuals or organizations.
1.2 Eligibility and Authority
Individuals registering an account must be at least 18 years of age and have the legal capacity to enter into a binding agreement. Customer must be legally permitted to access and use the Services under applicable law.
If you enter into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity. In that case, references to “Customer,” “you,” and “your” mean that entity.
2. Access and Use of the Services
2.1 Right to Use
Subject to Customer’s compliance with these Terms, TokenForge grants Customer a limited, non-exclusive right to access and use the Services, including to integrate the Services into Customer’s applications, products, or services (“Customer Applications”) and make Customer Applications available to end users (“End Users”).
2.2 Customer Responsibilities
Customer is responsible for Customer Applications and for End Users’ access to and use of the Services through Customer Applications, including compliance with these Terms and applicable law. Customer shall obtain and maintain all rights, permissions, and consents necessary for such use.
Customer shall not make any representation, warranty, or commitment on behalf of TokenForge. Unless separately agreed in writing by TokenForge, TokenForge has no obligation to provide support or other services directly to End Users.
3. Accounts and API Credentials
3.1 Account Information and Administration
Customer shall keep account and billing information accurate and current, manage authorized users and their permissions, and ensure their compliance with these Terms. Removing a user does not affect Customer’s existing obligations.
3.2 Credential Security
Customer shall secure its passwords, API keys, and other credentials (“API Credentials”). Individual logins must not be shared, and API Credentials must not be exposed to unauthorized persons. Customer shall promptly revoke compromised credentials and notify TokenForge of suspected unauthorized access.
3.3 Account Activity and Charges
Customer is responsible for account activity and properly incurred charges, including unauthorized use resulting from its failure to secure credentials or manage access, except to the extent caused by TokenForge’s breach. Disabling or revoking credentials does not cancel accepted requests or properly incurred charges. Sections 9 and 12 apply.
4. Models and Third-Party Services
4.1 Model Availability
The Services may include models hosted by TokenForge or accessed through third-party providers. TokenForge does not guarantee the continued availability of any particular model or provider and may add, modify, replace, or discontinue model offerings or change how they are provided.
TokenForge may restrict or suspend access to a model where reasonably necessary to comply with applicable law, licensing requirements, or requirements of the provider supplying that model. Such actions remain subject to the applicable notice, suspension, and termination provisions of these Terms.
4.2 Model Terms
Certain models are subject to additional licenses, usage restrictions, or provider terms identified in the applicable documentation or otherwise made available to Customer (“Model Terms”). Customer is responsible for reviewing the applicable Model Terms, determining whether its intended use is permitted, and complying with those terms. Customer shall require End Users to comply with the model restrictions applicable to their use through Customer Applications.
Model Terms may be updated in accordance with their provisions. Customer shall discontinue use of an affected model if Customer cannot comply with the applicable Model Terms.
Model Terms govern use of the corresponding model only to the extent applicable to that use. These Terms and any applicable separate written agreement govern the rights, obligations, and liabilities between Customer and TokenForge. Model Terms do not independently create or expand TokenForge’s obligations to Customer.
4.3 Third-Party Processing
TokenForge may transmit Inputs and related request data to third-party inference providers as necessary to provide the Services. TokenForge will describe, in its Privacy Policy or service documentation, the categories of third-party providers involved and their material data-handling practices relevant to Customer Content, including the retention and model-training restrictions set out in Section 7. Except to the extent required by applicable law or an applicable data processing agreement, TokenForge is not required to identify specific providers by name.
TokenForge will provide notice of material changes to those practices and obtain any consent required by applicable law or an applicable data processing agreement. Use of third-party providers does not relieve TokenForge of its obligations under these Terms or applicable law.
4.4 Processing Regions
Customer may select the United States or Singapore as its inference processing region. Inputs and Outputs are processed for inference in the selected region. Processing locations for account, billing, and operational data are described separately in the Privacy Policy. If Customer does not select a region, TokenForge processes inference requests in a default region identified in the service documentation.
5. Acceptable Use and Restrictions
Customer shall use the Services in compliance with applicable law, these Terms, and applicable Model Terms. Customer shall not, and shall not permit End Users to:
- Use the Services for unlawful, fraudulent, or deceptive purposes, or in a manner that infringes, misappropriates, or otherwise violates another person’s intellectual property, privacy, or other rights.
- Interfere with or disrupt the operation, integrity, or security of the Services, including by introducing malicious code, obtaining unauthorized access to systems or data, or conducting attacks against the Services.
- Circumvent usage limits, access restrictions, security measures, or billing controls, including through false information, multiple accounts, or other means intended to avoid applicable charges or restrictions.
- Reverse engineer, decompile, disassemble, or attempt to extract the source code, model weights, or other non-public components of the Services, except to the extent expressly permitted by applicable law or the applicable license.
- Use the Services or their outputs for model training, distillation, or other activities prohibited by applicable Model Terms.
- Resell, sublicense, or otherwise provide standalone access to the Services without TokenForge’s prior written authorization.
- Assist or facilitate another person in engaging in conduct prohibited by this section.
Customer is responsible for ensuring that its use of the Services and its provision of Customer Applications remain within the rights granted under these Terms and applicable Model Terms.
5.1 Export Controls and Sanctions
The Services may be subject to applicable export control and economic sanctions laws, including the U.S. Export Administration Regulations and sanctions administered by OFAC. Customer shall comply with those laws and shall not access, use, export, re-export, or transfer the Services, or permit End Users to do so, for any prohibited person, destination, or end use. Customer represents that applicable restrictions do not prohibit TokenForge from providing the Services to Customer.
TokenForge may suspend or terminate access under Section 12 where reasonably necessary to comply with these laws. Customer’s obligations under this Section are covered by the indemnity in Section 14.3.
6. Content and Intellectual Property
6.1 Customer Content
Customer may submit text, images, data, or other materials to the Services (“Inputs”) and receive content generated in response (“Outputs”). Inputs and Outputs are collectively “Customer Content.”
As between Customer and TokenForge, Customer retains its rights in Inputs. TokenForge claims no ownership of Customer Content. Rights in Outputs are subject to applicable law and applicable Model Terms.
6.2 Permission to Process
Customer authorizes TokenForge and its service providers to process Customer Content as necessary to provide and secure the Services, detect misuse, and comply with law, subject to Sections 4 and 7.
Customer represents and warrants that it has all rights, permissions, and consents necessary to submit Inputs and authorize their processing under these Terms.
6.3 Responsibility for Content
Customer is responsible for Customer Content and its use, including any use through Customer Applications. Customer shall evaluate Outputs for accuracy and suitability before using or distributing them and apply human review where appropriate.
Outputs may be inaccurate, incomplete, or similar to content generated for other customers. TokenForge does not warrant that Outputs are unique, eligible for intellectual property protection, or free from third-party rights. Any rights Customer may have in Outputs do not extend to another customer’s content.
6.4 TokenForge Intellectual Property
TokenForge and its licensors retain all rights, title, and interest in the Services, including the underlying software, technology, documentation, and trademarks. Except for the rights expressly granted under these Terms, no rights in the Services are transferred to Customer.
Customer shall not use TokenForge’s name, trademarks, or branding in a manner that implies endorsement, sponsorship, or affiliation without TokenForge’s prior written consent.
7. Data Processing, Privacy, and Confidentiality
7.1 Personal Data
TokenForge processes personal data in accordance with its Privacy Policy and any applicable data processing agreement. Customer is responsible for providing any notices and obtaining any permissions or consents required for its submission of personal data to the Services.
7.2 Data Retention
TokenForge retains usage and metering records and account activity logs, including login events, API key administration, and password changes, for billing, account administration, security, and legal compliance. These records do not include Inputs or Outputs. Inputs and Outputs may be screened for unlawful activity, misuse, and security threats but are not retained after processing, except as required by law.
7.3 Model Training and Third-Party Processing
TokenForge does not use Customer Content to train or improve AI models. TokenForge contractually requires its third-party inference providers not to retain Inputs or Outputs after processing or use Customer Content to train or improve AI models, except for retention required by law.
7.4 Confidentiality
Each party shall protect information disclosed by the other party that is identified as confidential or should reasonably be understood to be confidential (“Confidential Information”). Customer Content is Customer’s Confidential Information.
The receiving party shall use reasonable care to protect Confidential Information and use it only to perform its obligations or exercise its rights under these Terms. Disclosure is permitted to personnel, contractors, and service providers who need access for those purposes and are subject to appropriate confidentiality obligations, or as required by law. Any disclosure of Customer Content to third-party inference providers must be authorized under Section 4 and consistent with any applicable data processing agreement.
Confidential Information excludes information that becomes public without breach of these Terms, was lawfully known to the receiving party without restriction, is lawfully received from another source without restriction, or is independently developed without using the disclosing party’s Confidential Information.
8. Credits, Payments, and Taxes
8.1 Prepaid Credits
Unless otherwise agreed in writing, Customer shall purchase prepaid service credits (“Credits”) to pay for the Services. Credits are added to Customer’s account upon TokenForge’s confirmation of payment and are applied against charges incurred through use of the Services.
Customer shall provide accurate and current billing information and complete payment through the payment methods made available by TokenForge or in accordance with the payment instructions and terms stated in the applicable invoice.
8.2 Credit Terms
Purchased Credits are non-refundable except as required by applicable law. Each purchase of Credits expires one year after its purchase date, unless applicable law requires a longer validity period or prohibits expiration. Additional purchases do not extend the validity of previously purchased Credits.
Credits may be used only to purchase Services from TokenForge. They are not currency, do not earn interest, and cannot be redeemed for cash or transferred to another person or account without TokenForge’s written authorization, except as required by law.
The validity period of Credits does not guarantee continued availability of any particular model, price, or Service. Treatment of remaining Credits upon termination or discontinuation of the Services is governed by Section 12.
8.3 Payment Adjustments
TokenForge may correct errors in payment processing or the issuance of Credits, including duplicate or incorrect credits. Such corrections do not create a general right to a refund.
If a payment fails or is reversed, TokenForge may withhold or cancel the corresponding unpaid Credits. Customer remains responsible for charges properly incurred and unpaid. Any restriction or suspension of access will be subject to the applicable provisions of these Terms.
8.4 Taxes
Unless otherwise stated, prices exclude applicable taxes. Customer is responsible for taxes arising from its purchases and use of the Services, other than taxes imposed on TokenForge’s net income. TokenForge may collect taxes where required by law.
9. Usage-Based Billing
9.1 Usage Charges
Charges are calculated using billable usage recorded by TokenForge and the pricing applicable to the request. Usage measurement and billing practices are described in the applicable service documentation.
9.2 Credit Reservations and Settlement
TokenForge may temporarily reserve Credits to cover anticipated usage. Upon settlement, TokenForge will apply the actual charge and release any unused reservation. Estimated charges and pending usage information are not final charges. Unresolved usage may remain reserved during investigation. TokenForge will periodically review outstanding reservations and release amounts no longer reasonably needed. A timeout alone does not establish that no usage occurred.
9.3 Billing Questions and Corrections
Customer may review available usage and billing records through the console and shall promptly notify TokenForge of any suspected billing error. TokenForge will review reported discrepancies and correct verified errors through appropriate account adjustments.
10. Pricing and Service Changes
10.1 Pricing Changes
TokenForge may update its published pricing from time to time. Unless otherwise agreed in writing, updated pricing takes effect at the time specified in the pricing announcement or, if no effective time is specified, upon publication. Updated pricing applies only to requests accepted for processing on or after its effective time.
Pricing changes do not apply retroactively to requests already accepted for processing or completed. Purchasing Credits does not establish a fixed price for future use of the Services.
10.2 Service Changes
TokenForge may modify, add, or discontinue features, functionality, or model offerings. TokenForge will provide reasonable advance notice of changes that materially reduce the functionality of the Services, where practicable.
Changes required to address security risks, comply with law, or respond to circumstances beyond TokenForge’s reasonable control may take effect without advance notice. In such cases, TokenForge will provide notice as soon as reasonably practicable, unless prohibited by law.
Suspension, termination, and permanent discontinuation of the Services remain subject to Section 12.
11. Availability, Support, and Beta Services
11.1 Service Availability
The Services may be subject to interruptions, delays, or limitations arising from maintenance, capacity constraints, network conditions, or third-party dependencies. TokenForge does not guarantee uninterrupted availability or any particular level of uptime, latency, or throughput.
Unless expressly agreed in a separate written agreement, TokenForge does not provide a service-level agreement or commit to issuing compensatory credits for service interruptions or performance issues.
11.2 Support
TokenForge may provide support through its designated support channels. Unless otherwise agreed in writing, TokenForge does not commit to any particular response or resolution time.
11.3 Beta Services
TokenForge may make features or services available on a beta, preview, evaluation, or similar basis (“Beta Services”). Beta Services may be incomplete, contain errors, or be subject to additional limitations. Customer is responsible for determining whether they are suitable for its intended use.
Beta Services may be subject to additional terms disclosed when made available. Their availability does not constitute a commitment to release or maintain a generally available version.
12. Suspension, Termination, and Remaining Credits
12.1 Suspension
TokenForge may restrict or suspend access to all or part of the Services where reasonably necessary to address a security risk, suspected fraud, material violation of these Terms, failure to pay amounts properly due, or applicable legal or provider requirements.
TokenForge will provide notice where reasonably practicable. Suspension may take effect immediately where advance notice would be unlawful or could compromise the security or integrity of the Services. Where the grounds for suspension are resolved, TokenForge may restore access subject to reasonable verification.
12.2 Termination
Customer may terminate these Terms by notifying TokenForge and discontinuing use of the Services. TokenForge may terminate these Terms for convenience upon at least thirty days’ prior notice.
Either party may terminate these Terms for a material breach by the other party that remains uncured thirty days after written notice describing the breach. TokenForge may terminate immediately upon notice where a material breach cannot reasonably be remedied or continued provision of the Services is prohibited by law. Nothing in this subsection limits TokenForge’s right to suspend access under Section 12.1.
12.3 Permanent Discontinuation
If TokenForge permanently discontinues the Services as a whole, TokenForge will ordinarily provide at least sixty days’ prior notice and cease accepting further purchases of Credits when that notice is issued.
A shorter notice period may apply where required by law or reasonably necessary because of urgent security concerns or circumstances beyond TokenForge’s reasonable control. TokenForge will provide as much notice as reasonably practicable in those circumstances.
12.4 Remaining Credits
Purchased Credits remain subject to the refund and expiration provisions in Section 8.2. Termination or suspension does not, by itself, cancel unexpired Credits.
If TokenForge terminates for convenience or permanently discontinues the Services, it will provide reasonable arrangements for Customer to use remaining Credits. If it cannot honor the remaining prepaid obligation, it will resolve that obligation as required by law, including any required refund.
Discontinuing use does not itself close Customer’s account, terminate these Terms, or cancel unused Credits. Customer may resume use through its existing account using any unexpired Credits, subject to these Terms.
12.5 Effect of Termination
Upon termination, Customer’s right to access and use the Services ends, except as provided in Section 12.4. Termination does not affect payment obligations or other rights and obligations accrued before termination. Customer data will be handled in accordance with Section 7, the Privacy Policy, and any applicable data processing agreement.
13. Disclaimer of Warranties
13.1 Services Provided As Is
EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OR AN APPLICABLE SEPARATE WRITTEN AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TOKENFORGE PROVIDES THE SERVICES AND OUTPUTS ON AN “AS IS” AND “AS AVAILABLE” BASIS.
TOKENFORGE AND ITS AFFILIATES AND LICENSORS DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE.
13.2 Performance and Outputs
TOKENFORGE DOES NOT WARRANT THAT THE SERVICES WILL SATISFY CUSTOMER’S REQUIREMENTS, BE CONTINUOUSLY AVAILABLE, OR OPERATE WITHOUT ERRORS, OR THAT ALL DEFECTS WILL BE CORRECTED.
TOKENFORGE DOES NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, OR SUITABILITY OF OUTPUTS, OR THAT OUTPUTS WILL BE UNIQUE OR FREE FROM THIRD-PARTY RIGHTS.
13.3 No Additional Warranties
ADVICE OR INFORMATION PROVIDED THROUGH THE SERVICES OR BY TOKENFORGE DOES NOT CREATE ANY WARRANTY BEYOND THOSE EXPRESSLY SET OUT IN THESE TERMS OR AN APPLICABLE SEPARATE WRITTEN AGREEMENT.
STATEMENTS, WARRANTIES, OR COMMITMENTS MADE BY THIRD-PARTY MODEL PROVIDERS DO NOT BECOME WARRANTIES OR COMMITMENTS OF TOKENFORGE UNLESS TOKENFORGE EXPRESSLY ASSUMES THEM IN A SEPARATE WRITTEN AGREEMENT.
13.4 Scope of Disclaimers
NOTHING IN THIS SECTION EXCLUDES OR MODIFIES TOKENFORGE’S EXPRESS OBLIGATIONS UNDER THESE TERMS OR AN APPLICABLE SEPARATE WRITTEN AGREEMENT, OR ANY RIGHTS OR WARRANTIES THAT APPLICABLE LAW DOES NOT PERMIT TO BE EXCLUDED.
14. Limitation of Liability and Indemnification
14.1 Excluded Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TOKENFORGE AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
14.2 Liability Cap
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF TOKENFORGE AND ITS AFFILIATES AND LICENSORS, COLLECTIVELY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNTS PAID BY CUSTOMER TO TOKENFORGE FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).
THIS LIMIT APPLIES TO ALL CLAIMS COMBINED, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, STATUTE, OR OTHERWISE. THE EXISTENCE OF MULTIPLE CLAIMS DOES NOT INCREASE THIS LIMIT. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THIS LIABILITY CAP DOES NOT LIMIT TOKENFORGE’S OBLIGATIONS REGARDING UNUSED CREDITS UNDER SECTION 12.4 OR THE CORRECTION OF VERIFIED BILLING ERRORS UNDER SECTION 9.3.
14.3 Customer Indemnification
Customer shall defend, indemnify, and hold harmless TokenForge and its affiliates and their respective officers, directors, and employees against third-party claims alleging that Customer’s Inputs infringe or violate another person’s rights, or arising from Customer’s or End Users’ use of the Services in violation of these Terms or applicable law. This obligation covers resulting damages, settlements, and reasonable legal fees and expenses.
TokenForge will promptly notify Customer of a covered claim and provide reasonable cooperation at Customer’s expense. A delay in notice will relieve Customer of its obligations only to the extent materially prejudiced by that delay. Customer may control the defense using reasonably qualified counsel. TokenForge may participate through its own counsel at its own expense.
Customer shall not settle a claim in a manner that admits fault by, imposes non-monetary obligations on, or fails to fully release an indemnified party without that party’s prior written consent, which shall not be unreasonably withheld.
14.4 Exceptions to the Limitations
The exclusions and limitations in Sections 14.1 and 14.2 do not apply to, and do not limit: (a) Customer’s payment obligations for the Services; (b) Customer’s indemnification obligations under Section 14.3; (c) either party’s liability for fraud, fraudulent misrepresentation, or willful misconduct; (d) TokenForge’s obligations regarding unused Credits under Section 12.4 and the correction of verified billing errors under Section 9.3; and (e) any liability that cannot be excluded or limited under applicable law.
15. Governing Law and Dispute Resolution
15.1 Governing Law
These Terms are governed by the laws of the State of Wyoming, without regard to its conflict-of-laws rules. The arbitration provisions of this Section 15 are governed by the Federal Arbitration Act.
15.2 Informal Resolution
Before commencing arbitration or litigation, a party shall provide written notice describing the dispute and the relief sought, and the parties shall attempt in good faith to resolve it within thirty (30) days after receipt of that notice. Completion of this process is a precondition to commencing arbitration under Section 15.3.
15.3 Binding Arbitration
For purposes of this Section 15, “Consumer” means a Customer who is an individual (natural person) accessing or using the Services solely for personal, family, or household purposes, and “Business Customer” means any other Customer, including any entity and any individual accessing or using the Services for commercial, professional, or organizational purposes.
Except for the disputes described in Section 15.5, any dispute, claim, or controversy arising out of or relating to these Terms or the Services that is not resolved under Section 15.2 will be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) before a single arbitrator, governed by the Federal Arbitration Act and modified by these Terms: (a) for a Consumer, under the AAA Consumer Arbitration Rules then in effect, including their due-process and fee provisions; and (b) for a Business Customer, under the AAA Commercial Arbitration Rules then in effect.
15.4 Class Action and Jury Trial Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS. CUSTOMER AND TOKENFORGE WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION, AND THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING. CUSTOMER AND TOKENFORGE EACH WAIVE ANY RIGHT TO A TRIAL BY JURY. If the Class Action Waiver is held unenforceable as to a particular claim or request for relief, that claim or request will be severed and adjudicated exclusively in the courts identified in Section 15.6, while all remaining claims proceed in arbitration.
15.5 Exceptions
This Section does not require arbitration of: (a) an individual claim brought in, and remaining within, a small-claims court; or (b) a request for urgent injunctive or other equitable relief to address actual or threatened infringement, misappropriation, or violation of a party’s intellectual property or confidentiality rights, or unauthorized access to or misuse of the Services. Either party may also commence proceedings solely to preserve a claim before an applicable limitation period expires.
15.6 Court Proceedings
For any dispute not subject to arbitration, and for any action to compel arbitration or to confirm, modify, or enforce an arbitration award, the state and federal courts located in Wyoming have exclusive jurisdiction, and each party consents to personal jurisdiction and venue in those courts.
15.7 Opt-Out
Customer may opt out of the arbitration agreement and Class Action Waiver in Sections 15.3–15.4 by sending written notice to help@tokenforgecloud.com within thirty (30) days after first accepting these Terms (or after these arbitration provisions first apply to Customer). The notice must state Customer’s name, account email, and a clear intent to opt out. Opting out affects only Sections 15.3–15.4 and no other provision of these Terms.
15.8 Mandatory Rights
Nothing in this Section deprives Customer of any mandatory protection under applicable consumer law, requires arbitration where applicable law prohibits pre-dispute arbitration of a particular claim, or restricts any right that cannot lawfully be waived. Any such claim proceeds under Section 15.6.
15.9 Coordinated Filings
If 25 or more arbitration demands raising substantially similar claims are filed by or with the coordination of the same or coordinated counsel, the parties agree they will be administered in sequential batches of no more than 50 demands at a time, with one arbitrator and one set of filing fees per batch, resolved before the next batch is filed. Any applicable limitations period is tolled for demands awaiting their batch. This Section promotes efficiency and does not waive the Class Action Waiver in Section 15.4.
16. General Terms
16.1 Changes to These Terms
TokenForge may update these Terms from time to time. Material changes will be communicated with reasonable advance notice, unless a shorter period is required by law or reasonably necessary to address an urgent security issue. Other changes take effect on the stated effective date.
Changes apply prospectively. For material changes, TokenForge may require Customer to affirmatively accept the updated Terms as a condition of continued access; otherwise, Customer’s continued use of the Services after the effective date constitutes acceptance of the updated Terms. Pricing changes are governed by Section 10.
16.2 Notices
TokenForge may provide notices by email to the address associated with Customer’s account or through the console. Notices of termination, material changes to these Terms, or disputes will be sent by email.
Customer shall send legal notices to Token Forge Cloud LLC at help@tokenforgecloud.com. Unless otherwise required by law or expressly provided in these Terms, notices are effective upon receipt.
16.3 Entire Agreement
These Terms, together with documents expressly incorporated by reference and any applicable separate written agreement, constitute the entire agreement between Customer and TokenForge concerning the Services and supersede prior agreements and understandings concerning the same subject matter.
A separate written agreement between the parties controls over these Terms to the extent of a conflict within its subject matter. The application of Model Terms is governed by Section 4. Terms included in Customer’s purchase orders or other unilateral documents do not modify this agreement unless TokenForge expressly accepts them in writing.
The parties are independent contractors. These Terms do not create a partnership, joint venture, or agency relationship.
16.4 Assignment
Customer may not assign these Terms without TokenForge’s prior written consent. TokenForge may assign these Terms to an affiliate or in connection with a merger, reorganization, or sale of all or substantially all of the business or assets relating to the Services. Any successor will assume TokenForge’s obligations under these Terms.
16.5 Events Beyond Reasonable Control
Neither party is liable for a delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, governmental actions, widespread network or power failures, or labor disruptions. This provision does not excuse payment obligations already incurred or override applicable notice and remaining-credit provisions under Section 12.
16.6 Publicity
TokenForge will not use Customer’s name, logo, or trademarks in marketing materials, customer lists, or case studies without Customer’s prior written consent.
16.7 Severability and Waiver
If a provision of these Terms is held unenforceable, it will be enforced to the extent permitted by law, and the remaining provisions will remain effective. A failure or delay to enforce a provision does not constitute a waiver of the right to enforce it later.
16.8 Survival
Provisions that by their nature are intended to survive termination will remain effective, including accrued payment obligations, confidentiality obligations, intellectual property provisions, warranty disclaimers, liability limitations, indemnification obligations, and dispute resolution provisions.