Terms of Service
Version: v1 Status: ⚠ Pending legal review — placeholder skeleton; final version delivered by external counsel before v1 launch. Effective date: [Legal counsel: fill upon final delivery] Governing entity: TokenBeat Limited (HK / SG / US — confirm chosen jurisdiction with counsel)
[Legal counsel: replace this entire document with finalized v1 ToS. Skeleton below preserves anchors so executor can grep-verify 13 defense points (see
TOS-CHECKLIST.md). The placeholder strings[Legal counsel:/⚠ Pending legal reviewMUST be removed in the final version — they are part of the 07-05 LAUNCH-CHECKLIST grep deny-list.]
1. Acceptance of Terms
[Legal counsel: replace with binding acceptance language. Cover: (a) checkbox click as acceptance; (b) continued use as acceptance; (c) acceptance by account creation.]
By creating an account or using the TokenBeat API, you agree to these Terms of Service.
2. Service Description
[Legal counsel: replace with service description. Cover: LLM API gateway, OpenAI-compatible protocol, no SLA commitment.]
TokenBeat is an LLM API gateway that aggregates upstream providers (OpenAI, Anthropic, Google, Zhipu, MiniMax, DeepSeek, Qwen, Kimi, etc.) behind a single OpenAI-compatible Chat Completions endpoint. The service is provided as-is, without any service-level guarantee.
3. Prohibited Use
[Legal counsel: replace with binding prohibited use clauses. Defense points #1, #2 anchors.]
You may not use TokenBeat from, or for the benefit of, any sanctioned jurisdiction or sanctioned party, including (without limitation):
- Iran (IR)
- North Korea (KP)
- Cuba (CU)
- Syria (SY)
- Crimea region
- Donetsk / Luhansk regions (DNR / LNR)
You may not resell TokenBeat services to any party on the OFAC SDN list, EU consolidated sanctions list, UK HMT sanctions list, or any equivalent.
4. Platform Rights (No-Reason Freeze + Refund)
[Legal counsel: replace with platform reservation of rights. Defense points #3, #4 anchors.]
TokenBeat reserves the right, in its sole discretion and without prior notice, to:
- Freeze or suspend any account at any time for any reason (including but not limited to suspected compliance risk, suspected abuse, or upstream provider request)
- Refund the remaining Credit balance to the originating payment address upon freeze
- Terminate any account that, in TokenBeat's good-faith judgement, presents a sanctions, anti-money-laundering, or upstream provider compliance risk
5. Crypto Payment Terms (USDC Depeg + KYT)
[Legal counsel: replace with crypto payment terms. Defense points #5, #9, #10 anchors.]
5.1 USDC / USDT depeg suspension: TokenBeat reserves the right to suspend USDC or USDT deposits during periods of significant peg deviation (e.g., USDC < $0.95 USD) without prior notice. Existing balances remain spendable at the displayed Credit rate.
5.2 KYT (Know-Your-Transaction): All deposits are processed through NowPayments and subject to NowPayments' KYT screening. TokenBeat does not perform independent on-chain screening for v1; we rely on NowPayments' upstream KYT capability as a sanctions backstop.
5.3 Wrong-chain rescue: If you send funds on the wrong chain (e.g., USDC on Ethereum to a TRC-20 address), recovery is handled exclusively through NowPayments' support workflow. TokenBeat does not perform on-chain sweeps for wrong-chain deposits.
6. Service Availability (Provider + Platform Disclaimers)
[Legal counsel: replace with service availability disclaimers. Defense points #6, #7 anchors.]
6.1 Upstream provider outages: TokenBeat aggregates third-party LLM providers (OpenAI, Anthropic, Google, Zhipu, MiniMax, DeepSeek, Qwen, Kimi). TokenBeat is not liable for upstream provider outages, content filtering, rate limits, model deprecation, or any other provider-side action.
6.2 Platform outages: TokenBeat is not liable for any service interruption, including but not limited to: DNS issues, deployment errors, edge network failures, database failures, or any cause whether or not within TokenBeat's control.
6.3 No SLA: TokenBeat does not offer any service-level agreement, uptime guarantee, or response time guarantee for v1.
7. Data Retention
[Legal counsel: replace with data retention clause. Defense point #8 anchor — use language "long-term retention, deletable upon legal requirement" to satisfy DATA-05 while avoiding commitment of "cannot be deleted".]
Your request and response data is retained on a long-term basis for operational, debugging, billing reconciliation, and compliance purposes. Upon a valid legal request (court order, regulatory directive, or applicable data-protection law), TokenBeat will delete or anonymize records as required by such law.
Data retention does not constitute permanent or indefinite retention. TokenBeat does not offer a self-service data export or self-service deletion feature for v1.
8. Governing Law & Dispute Resolution
[Legal counsel: replace with governing law clause. Defense points #11, #12 anchors. Confirm jurisdiction (HK / SG / US Delaware) with main legal entity.]
8.1 Governing law: These Terms are governed by the laws of [Legal counsel: HK / SG / Delaware], without regard to its conflict-of-laws principles.
8.2 Dispute resolution: Any dispute arising out of or relating to these Terms shall be resolved by [Legal counsel: binding arbitration in {seat} under {rules}] / [Legal counsel: exclusive jurisdiction of {court}]. You waive any right to class action or class-wide arbitration.
9. Changes to These Terms
[Legal counsel: replace with change-notice clause. Defense point #13 anchor.]
TokenBeat may modify these Terms at any time. Material changes will be communicated via email to the registered address on your account and posted at https://tokenbeat.io/tos. Continued use after a material change constitutes acceptance of the modified Terms.
10. Referral Rewards
[Legal counsel: replace with finalized referral-program clause. Anchors below preserve the v1 product constraints.]
10.1 Non-withdrawable: Referral rewards are credited as internal Credit usable only for on-platform consumption. Referral rewards are not redeemable, withdrawable, or convertible to cash or cryptocurrency.
10.2 Anti-abuse adjustment: TokenBeat reserves the right to adjust, withhold, or claw back referral rewards in cases of suspected abuse, including but not limited to fraudulent activity, abnormal deposits or refunds, and reward amounts found to be erroneous. This right extends to reversing rewards tied to deposits that are later charged back or refunded.
10.3 Prohibited referral conduct: Self-referral (inviting your own accounts) and the creation of batch or fake downstream accounts to farm referral rewards are prohibited and may result in reward forfeiture and account action under Section 3 (Prohibited Use) and Section 4 (Platform Rights).
[Legal counsel: end of placeholder skeleton. Final v1 ToS must replace all [Legal counsel: markers and remove the ⚠ Pending legal review status banner above.]