Terms of Service

These Terms of Service (“Terms”) form a binding agreement between you and Modelith(“Modelith”, “we”, “us”) governing access to and use of the Modelith website, API, dashboard, and related services. By creating an account, using an mlth_ API key, submitting a design partner application, or otherwise accessing the service, you agree to these Terms and to our Privacy Policy and Acceptable Use Policy, each of which is incorporated by reference.

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, in which case “you” refers to that entity. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and must not access or use the service.

You must be at least 18 years old (or the age of digital consent in your jurisdiction, whichever is higher) to use the service. You must not be barred from using the service under the laws of your jurisdiction. You must not have been previously suspended or removed from the service for a violation of these Terms or the Acceptable Use Policy.

The service is offered to business and professional users. You may not use the service for personal, family, or household purposes if such use would deprive you of any consumer protection rights applicable in your jurisdiction that we cannot lawfully disclaim.

Modelith provides a runtime cost-governance plane for autonomous AI agents. The service exposes an OpenAI-compatible HTTP API that routes requests to upstream language models based on the configured complexity tier, your session governor state, your routing preferences, and the availability of upstream providers. Features include session governance, usage analytics, billing controls, optional response caching, and webhook delivery.

Modelith is infrastructure software. We do not train, fine-tune, or host the underlying language models. Upstream providers’ terms and acceptable-use policies apply to the content you send through them. The current upstream is OpenRouter; you may also route using your own keys (BYOK) directly to the underlying model provider, in which case OpenRouter is not in the path.

We may add, change, or remove features at any time. We will provide reasonable notice by email and through the dashboard for material changes that affect billing, security, or the public API surface.

• You must provide accurate registration information and keep it current. We may require email verification before granting access to paid features.
• You are responsible for safeguarding your account credentials and your API keys. Do not share API keys in public repositories, client-side code, screenshots, or support tickets.
• You are responsible for all activity under your account and under any API key issued to your account, whether or not you authorized that activity.
• API keys are issued with a prefix (mlth_) and an opaque token. The full key is shown to you once at creation; we store only the SHA-256 hash and a short prefix.
• You may revoke an API key at any time from the dashboard. Revocation is effective immediately; in-flight requests using the revoked key may complete.
• You must notify us promptly at security@modelith.cloud if you suspect a credential has been compromised.

Paid plans and wallet top-ups are processed by Paddle.com Market Limited, our Merchant of Record. Their checkout terms apply to the payment transaction; Modelith manages internal usage limits, wallet balances, plan quotas, and routing policy shown in the dashboard.

Specific rules:

• Subscription plans renew monthly (or annually, where offered) unless cancelled in the Paddle customer portal. Cancellations take effect at the end of the current billing period; we do not prorate partial periods.
• Usage-based limits (requests per month, platform USD caps, session budget caps) reset per billing period as described in the dashboard. BYOK traffic is metered by your upstream provider and is not subject to Modelith platform quotas, unless the feature is explicitly tagged in-product.
• The wallet is a prepaid usage ledger denominated in USD. Wallet funds are debited as routing usage settles. Wallet funds do not expire while the account is active, but dormant balances may be subject to escheatment after the period required by applicable law.
• Sales tax, VAT, GST, and any equivalent transaction taxes are calculated and remitted by Paddle. Prices displayed at checkout are inclusive of any required transaction taxes.
• Prices may change with 30 days’ notice by email. Existing subscriptions are honored at the price paid through the end of the current billing period.

Refunds are governed by the Refund Policy. Enterprise customers with custom contracts are governed by the refund and dispute terms of the signed agreement.

You must comply with the Acceptable Use Policy, which is incorporated by reference into these Terms. The Acceptable Use Policy lists prohibited content, prohibited behaviors, and the enforcement ladder we apply. A violation of the Acceptable Use Policy is a violation of these Terms.

Modelith targets 99.5% monthly availability for the routing API, measured at the public ingress and excluding scheduled maintenance, upstream provider outages, customer-induced failures, and force majeure events. The 99.5% target is a published goal, not a service level agreement (SLA). We do not offer service credits at this stage.

Scheduled maintenance is announced at least 48 hours in advance on the status page. Emergency maintenance may be performed without notice when required to protect the security or stability of the service.

Live component probes (Redis, OpenRouter pool, database, billing webhooks) are available at https://status.modelith.cloud. The status page is the authoritative source for the operational state of the service.

We reserve the right to throttle, queue, or shed traffic to protect the stability of the service for all customers. Throttling decisions are driven by the per-key and per-user rate limits described in the Security page.

You may close your account at any time from the dashboard. Account closure cancels active subscriptions at the end of the current billing period and stops new usage. Encrypted provider keys are deleted within 24 hours of closure.

We may suspend or terminate access to the service, in whole or in part, if we reasonably believe that:

• You have breached these Terms or the Acceptable Use Policy
• Your use of the service poses a security or stability risk
• Your use of the service violates upstream provider policies
• A payment has failed and remains unfailed after a 7-day grace period
• We are required to do so by law or by a valid order from a competent authority

For non-urgent suspensions, we will provide advance notice and a clear statement of the issue. For urgent suspensions (active abuse, security incident, imminent risk to the platform or to other customers), notice is provided as soon as reasonably practicable.

Provisions that by nature should survive termination — including payment obligations accrued before termination, the limitation of liability, the indemnification clause, and the governing-law clause — survive.

The service, including the API, the dashboard, the routing engine, the pricing data, the documentation, and the trademarks, logos, and brand assets, is and remains the property of Modelith and its licensors. These Terms do not transfer any ownership interest in the service to you.

You retain all rights, title, and interest in and to the prompts, completions, datasets, and other content you submit to the service (“Your Content”). You grant Modelith a limited, non-exclusive, royalty-free, worldwide license to host, transmit, process, and display Your Content as necessary to operate the service and as described in the Privacy Policy. This license terminates when Your Content is deleted from our systems, subject to legal retention obligations.

You may provide feedback, suggestions, or ideas about the service. You grant Modelith a perpetual, irrevocable, royalty-free license to use such feedback for any purpose, including incorporation into the service, without obligation to you.

The service is provided “as is” and “as available”, without warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy of results. Without limiting the foregoing, Modelith does not warrant that the service will be uninterrupted, error-free, or free of harmful components, or that the results obtained from the service will be accurate or reliable.

Outputs from upstream language models are generated by automated systems and may contain errors, omissions, or harmful content. Modelith does not provide legal, medical, financial, or any other professional advice. Outputs from the service are not a substitute for professional advice from a qualified person in the relevant domain.

To the maximum extent permitted by applicable law, Modelith and its officers, employees, agents, and licensors are not liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, goodwill, data, or use, arising out of or in connection with the service, whether under contract, tort (including negligence), statute, or otherwise.

The aggregate liability of Modelith for all claims arising out of or relating to the service in any twelve-month period is limited to the greater of (a) the amounts you paid Modelith for the service in that twelve-month period or (b) one hundred US dollars (USD $100). This limitation applies whether the claim is based on contract, tort, statute, or any other legal theory, and survives termination of these Terms.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for fraud or for personal injury caused by negligence.

You agree to defend, indemnify, and hold harmless Modelith and its officers, employees, and agents from and against any third-party claim arising out of or relating to (a) Your Content, (b) your breach of these Terms or the Acceptable Use Policy, (c) your violation of any applicable law, or (d) your violation of the terms or acceptable-use policies of any upstream provider. We reserve the right to assume exclusive defense of any matter subject to indemnification by you, at your expense, and you will cooperate fully.

These Terms are governed by the laws of the People’s Democratic Republic of Algeria, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties shall attempt in good faith to resolve any dispute arising out of or relating to these Terms through informal negotiation. If the dispute is not resolved within 30 days, the dispute shall be submitted to the exclusive jurisdiction of the courts of Algiers, Algeria, except where mandatory consumer protection law in your jurisdiction requires otherwise.

Nothing in this section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information.

We may update these Terms. Material changes — for example, a change to the liability cap, the governing law, or the termination rights — will be announced by email to active subscribers at least 30 days before the change takes effect and will be reflected in the “Last updated” date at the top of the page. Non-material changes (clarifications, typo fixes, contact updates) are effective immediately on publication. Continued use of the service after the effective date of any change constitutes acceptance of the updated Terms. If you do not accept an update, you may close your account before the effective date.

• Entire agreement. These Terms, together with the Privacy Policy, the Acceptable Use Policy, and the Refund Policy, constitute the entire agreement between you and Modelith with respect to the service.
• No waiver. Failure to enforce any right under these Terms does not waive that right.
• Severability. If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision shall be replaced by an enforceable provision that most closely reflects the original intent.
• Assignment. You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets.
• Force majeure. Neither party is liable for delay or failure to perform (other than payment obligations) caused by events outside its reasonable control.

Legal inquiries: founders@modelith.cloud

Privacy inquiries: privacy@modelith.cloud

Security inquiries: security@modelith.cloud

Refund and billing inquiries: billing@modelith.cloud