Terms of Service

These Terms of Service ("Terms") govern your access to and use of the TokenCap platform, including the API, dashboard, and all associated services (collectively, the "Service"), operated byTokenCap ("we", "us", or "our"). [Upon incorporation, replace "TokenCap" throughout with the registered legal entity name, Companies House number, and registered address.]

By creating an account or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of a company or other legal entity, you represent that you have authority to bind that entity to these Terms.

If you do not agree to these Terms, do not use the Service.

TokenCap provides a spend-cap enforcement platform for AI agents and large language model (LLM) API calls. The Service allows customers to set configurable spending limits, monitor usage, and receive alerts when thresholds are approached or exceeded.

The Service operates in two integration modes:

• Monitoring mode — your systems report usage events to the TokenCap API. Enforcement depends on your systems correctly routing calls through the TokenCap check-and-report flow.
• Proxy mode — your systems route LLM API calls through the TokenCap proxy.TokenCap enforces caps and records usage automatically for all traffic routed through the proxy.

TokenCap enforces spending caps solely on LLM API traffic that is explicitly routed through theTokenCap Service, whether via the monitoring API or the proxy endpoint.

TokenCap has no visibility into, and accepts no responsibility for, any AI or LLM spend that occurs:

• via API keys or routes not configured within the TokenCap platform;
• directly with LLM providers outside the TokenCap Service;
• through integrations, libraries, or systems not connected to TokenCap; or
• as a result of your failure to correctly implement the TokenCap integration.

It is your sole responsibility to ensure that all AI spend you wish to control is routed through or reported to the TokenCap Service. TokenCap is not liable for any AI provider charges, cost overruns, or unexpected spend that arises from traffic not routed through the Service.

While TokenCap is designed to enforce hard spending limits, you acknowledge and agree that:

• No software system can guarantee 100% prevention of all AI provider charges in all circumstances.
• In rare infrastructure failure scenarios (including but not limited to Redis unavailability, network partitions, or other service interruptions), the TokenCap Service may fail to enforce caps for a period of time. For the first one to two consecutive infrastructure failures the Service may fail open, allowing calls to proceed without enforcement. After three or more consecutive failures the Service is designed to fail closed (blocking all calls until the infrastructure recovers), but this cannot be guaranteed in all failure modes.
• A small number of calls may exceed a cap due to the inherent latency between a cap being reached and enforcement propagating across concurrent requests (particularly at very high request volumes).
• In monitoring mode, cost calculations are based on usage data you or your systems report. TokenCapis not responsible for inaccuracies arising from incorrect or incomplete reporting by your systems.

TokenCap is a risk reduction tool, not an absolute guarantee against AI provider charges. You remain solely responsible for all charges billed to you by third-party AI providers.

You must provide accurate and complete information when creating an account. You are responsible for maintaining the confidentiality of your API keys and login credentials. You must notify us immediately at legal@tokencap.io if you suspect any unauthorised access to your account.

You are responsible for all activity that occurs under your account, including activity by agents, automated systems, or third parties acting with your credentials.

Each account represents one organisation. You may invite team members to your organisation subject to the seat limits of your plan. Each user must have their own login — sharing credentials between users is not permitted.

The Service is offered on the following plan tiers: Free, Starter, Growth, and Enterprise. Features and limits for each plan are described on the pricing page at https://tokencap.io.

Paid plans are billed in advance on a monthly or annual basis via Stripe. All prices are displayed inclusive of any applicable currency conversion. You authorise us to charge your payment method on a recurring basis until you cancel.

We reserve the right to change pricing with 30 days' notice to existing subscribers. Continued use of the Service after a price change constitutes acceptance of the new pricing.

All fees are non-refundable except where required by applicable law or as expressly stated in these Terms. If you cancel a paid plan, you retain access until the end of the current billing period.

Enterprise plan pricing is agreed separately. Enterprise customers will be notified in writing of any changes to their contracted pricing.

You agree not to:

• use the Service for any unlawful purpose or in violation of any applicable laws or regulations;
• attempt to circumvent, disable, or interfere with the Service's enforcement mechanisms;
• reverse engineer, decompile, or attempt to extract the source code of the Service;
• use the Service to facilitate or enable harmful, abusive, or malicious AI systems;
• resell or sublicense access to the Service without our written permission;
• use automated means to create accounts, scrape data, or abuse the Service beyond normal use;
• transmit to or through the Service any material that is defamatory, offensive, or otherwise objectionable.

We reserve the right to suspend or terminate accounts that violate these provisions without notice.

The Service records metadata about LLM API calls, including agent identifiers, model names, token counts, cost estimates, and timestamps. This data is used to enforce caps, generate your event log, and provide the Service.

Prompts and LLM responses are never stored by TokenCap, whether in monitoring or proxy mode. Only the metadata described above is retained.

Provider API keys stored in the Service for proxy mode are encrypted at rest using AES-256-GCM and are never returned or exposed via the API after initial storage.

Our Privacy Policy, available at https://tokencap.io/privacy, describes how we collect, use, and protect personal data and is incorporated into these Terms by reference.

The Service, including all software, design, and documentation, is owned by TokenCap and protected by applicable intellectual property laws. These Terms do not grant you any ownership rights in the Service.

You retain ownership of all data you submit to or generate through the Service. You grant us a limited licence to process that data solely to provide the Service to you.

To the maximum extent permitted by applicable law:

• TokenCap's total liability to you for any claims arising under or related to these Terms or the Service shall not exceed the fees paid by you to TokenCap in the three (3) months preceding the event giving rise to the claim.
• TokenCap shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, or costs incurred from third-party AI provider charges, even if TokenCap has been advised of the possibility of such damages.
• TokenCap is not liable for any AI provider charges, cost overruns, or billing from OpenAI, Anthropic, Google, or any other third-party provider, regardless of whether TokenCap failed to enforce a cap.

Some jurisdictions do not allow the exclusion or limitation of certain types of liability. In such jurisdictions, our liability is limited to the greatest extent permitted by law.

The Service is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

We do not warrant that the Service will be uninterrupted, error-free, or completely secure. We do not warrant that spending caps will prevent all AI provider charges in all circumstances.

You agree to indemnify and hold harmless TokenCap and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• your use of the Service in violation of these Terms;
• your violation of any applicable law or third-party rights;
• AI provider charges incurred through systems under your control; or
• your failure to correctly implement the TokenCap integration.

You may cancel your account at any time from the billing settings in the dashboard. Cancellation takes effect at the end of the current billing period for paid plans.

We may suspend or terminate your access to the Service immediately if you breach these Terms, fail to pay fees when due, or if we reasonably believe your use poses a risk to the Service or other users.

On termination, your access to the Service ceases. Event log data is retained for 30 days after termination, after which it is permanently deleted. You may request an export before termination.

We reserve the right to modify or discontinue any part of the Service at any time with reasonable notice. We will notify you of material changes to these Terms by email or via a notice in the dashboard at least 14 days before the changes take effect for paid customers, and 7 days for free customers.

Your continued use of the Service after changes take effect constitutes your acceptance of the updated Terms.

These Terms are governed by and construed in accordance with the laws of England and Wales. Any disputes arising under or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Before commencing formal proceedings, both parties agree to attempt to resolve any dispute informally by contacting legal@tokencap.io. We will try to resolve complaints within 30 days.

Entire agreement. These Terms, together with the Privacy Policy and any Order Form, constitute the entire agreement between you and TokenCap regarding the Service and supersede all prior agreements.

Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

Waiver. Our failure to enforce any provision of these Terms is not a waiver of our right to enforce it in the future.

Assignment. You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights to a successor in connection with a merger, acquisition, or sale of assets.

Force majeure. Neither party is liable for delays or failures in performance caused by circumstances beyond their reasonable control, including but not limited to natural disasters, infrastructure outages, or actions of third-party providers.

If you have any questions about these Terms, please contact us at:

TokenCap
Email: legal@tokencap.io
Website: https://tokencap.io