Terms of Service (ToS)

Document Reference: AUC-LEG-TOS-001
Version: 4.1.0
Effective Date: October 24, 2026
Last Updated: October 24, 2026
Classification: Public / Legal
Architectural Framework: Modular Self-Service Structure + Upstream Flow-Down Provisions
Incorporated Schedules: Schedule 1: AI Service-Specific Terms (SST) | Acceptable Use Policy (AUP) | Sub-processor Schedule

Executive Summary (ISO 24495-1 Plain-Language Overview)

[!IMPORTANT] Legal Precedence Notice: This plain-language summary is provided solely for reader convenience and developer navigation pursuant to ISO 24495-1:2023. It does not constitute binding legal terms, covenants, or warranties. In the event of any ambiguity, conflict, or inconsistency between this summary and the operative articles below, the operative articles strictly govern and control.

• Scope: These Terms govern self-service developer access, SDKs, APIs, and web console use. If your company executes a custom Master Services Agreement (MSA), that MSA supersedes these Terms.
• Developer Responsibilities: You must protect your API tokens. You must be at least 18 years old, and you may not build applications targeting minors under 18.
• Ownership of AI Content: You own all prompts submitted and all synthetic generations produced.
• Core Prohibitions: You may not use Auctoric outputs to distill or train competing foundation models, attempt to reverse-engineer model weights, or conduct unapproved public benchmarking.
• Dispute Venue: Governed by the laws of the State of Florida, with exclusive venue in Martin County, Florida.

High-Intent Developer FAQ (AEO Direct Answers)

Can I use Auctoric model outputs to train or fine-tune my own AI models?

No. Under Section 3.2(1), using outputs generated by the platform to train, fine-tune, bootstrap, or distill any foundation, machine learning, or generative model that competes with Auctoric or its upstream hyperscalers is strictly prohibited.

Does an enterprise Master Services Agreement override these online Terms?

Yes. Under the Enterprise Account Carve-Out in the preamble, any formally executed Master Services Agreement (MSA) between Auctoric and your corporate entity strictly supersedes and controls over these self-service terms.

Are children’s applications permitted on the platform?

No. Under Section 2.1, users must be at least 18 years of age, and customers are contractually barred from deploying applications designed to target or intentionally collect data from individuals under 18 years of age.

Welcome to Auctoric! These Terms of Service (“Terms”) govern your access to and use of the website, APIs, software development kits (SDKs), documentation, developer console, and Governed AI-as-a-System platform services (collectively, the “Services”) provided by Auctoric, LLC (“Auctoric”, “we”, “us”, or “our”, a Florida limited liability company).

By creating an account, calling our APIs, embedding our SDKs, or otherwise accessing the Services, you (“User” or “You”) agree to be bound by these Terms and the incorporated Schedule 1: AI Service-Specific Terms. If you are using the Services on behalf of an organization, you represent that you have authority to bind that entity, and “you” refers to that organization.

Enterprise Account Carve-Out: Where an executed Master Services Agreement (MSA) governs Customer’s use of the Services, that Master Services Agreement (including the enterprise Customer Copyright & IP Protection Addendum) shall supersede and govern over these self-service Terms of Service.

1. Modular Structure and Service-Specific Rules

These Terms govern your general account relationship, authentication, and platform use. Specialized technical features—such as multi-model LLM routing, agentic tool execution, and vector embeddings—are governed by our incorporated Schedule 1: AI Service-Specific Terms (SST). If there is a direct conflict between these core terms and Schedule 1, Schedule 1 shall control with respect to AI-specific operations.

2. Eligibility & Account Security

2.1 Eligibility

You must be at least 18 years of age (or the age of majority in your jurisdiction) to use the Services. You warrant that you will not deploy Customer Applications to target, market to, or be intentionally accessed by individuals under 18 years of age.

2.2 Credential Protection

You are strictly responsible for safeguarding your credentials, API keys, client secrets, and access tokens. Any actions, API consumption, or agent workflows executed through your credentials are your legal responsibility. If you suspect an unauthorized compromise, notify security@auctoric.ai immediately.

3. Developer License, Upstream Flow-Downs & Restrictions

3.1 License Grant

Subject to these Terms, Auctoric grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services in accordance with our technical documentation at https://docs.auctoric.ai.

3.2 Upstream Hyperscaler & Multi-Model Flow-Down Covenants

Because Auctoric orchestrates workloads across foundation model providers (cataloged in the authoritative Sub-processor Schedule, including Google Cloud Vertex AI, Microsoft Azure OpenAI, and Anthropic), you agree to the following flow-down covenants:

1. Anti-Model Distillation: You shall not use Outputs to train, fine-tune, bootstrap, or calibrate any machine learning, foundation, or generative AI model that competes with Auctoric or its foundational infrastructure providers;
2. Reverse Engineering: You shall not decompile, disassemble, or extract model weights, neural architectures, or latent representations of the Services;
3. Benchmarking: You shall not publicly disclose or publish competitive benchmarking or stress test evaluations without prior written approval from Auctoric;
4. Upstream Abuse Suspension: If an upstream foundational infrastructure provider (as disclosed in the Sub-processor Schedule) flags your account’s traffic for safety or policy violations, Auctoric may immediately suspend your API access.

4. Acceptable Use and High-Risk Boundaries

You must strictly comply with our Acceptable Use Policy. In particular, you shall not use the Services for:

• Clinical Medical Decisions: Automated clinical medical diagnosis, patient-specific treatment planning, or emergency triage (non-clinical administrative healthcare operations with human sign-off are permitted);
• Critical Infrastructure: Nuclear facilities, public utility power grids, air traffic control, or life support systems;
• Prohibited AI Practices: Social scoring, biometric categorization of sensitive traits, or subliminal manipulation banned under the EU AI Act;
• Cyberweapons & Exploitation: Generating malware, automated hacking tools, or executing prompt injection attacks against platform infrastructure (except for authorized testing per the Vulnerability Disclosure Policy).

5. Content Rights, Non-Retention & Copyright Defense

5.1 Your Content (Inputs and Outputs)

• Inputs: You retain all ownership rights in the text, data, code, prompts, and media you submit to the Services.
• Outputs: As between you and Auctoric, Auctoric assigns to you all right, title, and interest in and to the Outputs generated specifically for you from your Inputs.
• Zero Model Training on Customer Data: Auctoric does not use Customer Inputs or Outputs to train, fine-tune, or calibrate public foundational models or any third-party models. See our AI DPA & Model Non-Retention Addendum.

5.2 Enterprise Intellectual Property Defense Carve-Out

The Customer Copyright & IP Protection Addendum is an enterprise schedule that applies exclusively to customers with an executed Master Services Agreement (MSA) and Enterprise Order Form. Self-service subscriptions governed by these Terms do not include third-party legal defense or indemnification for AI Outputs, and all claims under these Terms remain strictly subject to the limitation of liability in Section 7.3.

6. Billing, Metered Quotas, and Cancellation

6.1 Usage Metering

Certain features operate on metered billing (e.g., token usage, GPU compute hours, agent runtimes). You agree to pay all applicable fees according to the billing terms presented at checkout.

6.2 Cancellation

You may cancel your self-service subscription at any time via the Auctoric Console settings. Access will continue until the end of the current billing cycle, with no refunds for partial periods.

7. Disclaimers and Limitations of Liability

7.1 Non-Deterministic AI Output Disclaimer

YOU EXPRESSLY UNDERSTAND AND AGREE THAT ARTIFICIAL INTELLIGENCE MODELS EMPLOY STATISTICAL PATTERN PREDICTION AND CAN PRODUCE INCORRECT, FACTUALLY INACCURATE, OR UNINTENDED RESULTS (“HALLUCINATIONS”). YOU MUST INDEPENDENTLY VERIFY ALL CRITICAL OUTPUTS BEFORE RELYING UPON THEM.

7.2 Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY. AUCTORIC DESIGNS ITS CONTROLS TO COMPLY WITH INDUSTRY STANDARDS, BUT DISCLAIMS ANY REPRESENTATION OF UNCONDITIONAL PERFECTION OR UNINTERRUPTED OPERATION.

7.3 Limitation of Liability

IN NO EVENT SHALL AUCTORIC BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. AUCTORIC’S MAXIMUM AGGREGATE LIABILITY FOR ALL CLAIMS UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF ONE HUNDRED US DOLLARS ($100 USD) OR THE AMOUNT YOU PAID AUCTORIC IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

8. Governing Law, Dispute Resolution & Binding Arbitration

These Terms will be governed by and construed under the laws of the State of Florida, without regard to conflict of law principles. Any dispute, controversy, or claim arising out of or relating to these Terms will be settled by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The place of arbitration shall be Martin County, Florida, or conducted virtually upon mutual agreement. You irrevocably waive any right to participate in class actions, representative proceedings, or class-wide arbitration.

9. Contact Information

• Legal Department: legal@auctoric.ai
• Privacy Office: privacy@auctoric.ai
• Corporate Address: Auctoric, LLC, Attn: Legal Department, 2740 SW Martin Downs Blvd., Suite 130, Palm City, FL 34990